Filed Pursuant to Rule 424(b)(3)
                                                        Registration No. 2-91519



                                 APPENDIX NO. 12
                                       to
                                   PROSPECTUS
                              (Dated June 26, 1984)
                                       of
                             UNION CAMP CORPORATION

        This Appendix dated April 26, 1996 supplements the information contained
in the  Prospectus  dated June 26,  1984,  the  Appendix  dated  June 26,  1984,
Appendix  No. 1 dated  April 30,  1985,  Appendix  No. 2 dated  April 30,  1986,
Appendix  No. 3 dated  April 30,  1987,  Appendix  No. 4 dated  April 29,  1988,
Appendix  No. 5 dated  April 27,  1989,  Appendix  No. 6 dated  April 27,  1990,
Appendix  No. 7 dated  April 30,  1991,  Appendix  No. 8 dated  April 30,  1992,
Appendix  No. 9 dated April 30,  1993,  Appendix No. 10 dated April 29, 1994 and
Appendix No. 11 dated April 28, 1995 (collectively, the "Prospectus"), forming a
part of the Registration Statement on Form S-8 (Reg. No. 2-91519) filed by Union
Camp Corporation  ("Union Camp") relating to Union Camp's 1982 Stock Option Plan
(the "1982  Plan").  Union Camp  intends to update at least  annually,  and more
often when  necessary,  the  information  contained in this  Appendix,  which is
incorporated  by  reference  in and  made a part  of the  Prospectus.  Employees
receiving the  Prospectus  and this Appendix are urged to retain them for future
reference.  All  Appendices  to the  Prospectus  are  an  integral  part  of the
Prospectus and should be read in their entirety in conjunction therewith.

Options or Rights

        As of April 25, 1989, no further  options or stock  appreciation  rights
shall be granted under the 1982 Stock Option Plan.

Current Information;  Employees Entitled to Participate

        As of March 31, 1996, a total of 75 employees  held options  outstanding
under the 1982 Plan to purchase an aggregate of 326,440 shares of Common Stock.

        As of March 31, 1996,  in addition to  employees of Union Camp,  certain
employees of Bush Boake Allen Limited,  Bush Boake Allen Inc., Cartonajas Union,
S.A.,  The  Branigar   Organization,   Inc.  and  Union  Camp  Ireland  Limited,
subsidiaries of Union Camp, were participating in the 1982 Plan.





Plan Administration

        As of April 26, 1996,  the members of the  Personnel,  Compensation  and
Nominating  Committee,  their addresses and their positions with Union Camp were
as follows:

               Robert D. Kennedy, Chairman of the Committee and Director
               Gary E. MacDougal, Director
               George J. Sella, Jr., Director
               Ted D. Simmons, Director

        The address of each  member is c/o  Secretary,  Union Camp  Corporation,
1600 Valley Road, Wayne, New Jersey 07470.


Options and Related Stock Appreciation Rights Outstanding

        Options   granted  under  the  Plans  which  remained   outstanding  and
unexercised  as of March  31,  1996,  held by  employees  of Union  Camp and its
subsidiaries, including directors and officers, were as follows:




Number            Average Option          Expiration          Type of
of Shares         Prices Per Share        Dates               Option
- ---------         ----------------        -----               ------

                                                   
326,440*              $35.33              11/23/96 to         Non-Qualified
                                          1/30/99


*   An aggregate of 179,280  related stock  appreciation  rights are outstanding
    with respect to such shares.

Appendix/Prospectus Supplement dated April 26, 1996

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