SECURITIES AND EXCHANGE COMMISSION
			                            Washington, DC 20549


                                 				FORM 8-K

                          			Current Report Pursuant
		                        to Section 13 or 15(d) of the 
		                       Securities Exchange Act of 1934



                 		   Date of Report:    December 19, 1994
		   
		   
		                      FEDERAL PAPER BOARD COMPANY, INC.
          	 (Exact Name of Registrant as Specified in its Charter)

		   

                      			      NORTH CAROLINA
	             (State or Other Jurisdiction of Incorporation)


		   
       	 1-3838                                    22-0904830
  (Commission File Number)          (I.R.S. Employer Identification Number)

 


          	   75 CHESTNUT RIDGE ROAD, MONTVALE, NEW JERSEY, 07645
	           (Address of Principal Executive Offices)     (Zip Code)



                      			      (201) 391-1776
	           (Registrant's Telephone Number, Including Area Code)






















             		    INFORMATION INCLUDED IN THIS REPORT




ITEM 5.   OTHER EVENTS

Federal Paper Board Company, Inc. (the "Company") hereby reports
that it has reached an agreement with Bankers Trust Company with
respect to various financial instruments.  Under the terms of
the agreement, two foreign currency forward contracts and caps,
which the Company recorded at mark to market in the first,
second and third quarters, were canceled resulting in a fourth
quarter $12 million pre-tax gain.  The Company remains a party
to two other financial arrangements with Bankers Trust, one of
which will be marked to market on a quarterly basis and the
other is accounted for on a hedge accounting basis.  Both of
these arrangements terminate in July, 1998.  The Company has
agreed that except for fulfilling the terms of these financial
arrangements, Bankers Trust will have no further
responsibilities to the Company in regard to any such
arrangements.





                             				 SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.




                                   					FEDERAL PAPER BOARD COMPANY, INC.
						  
						  
DATE:   December 19, 1994               BY:   /s/ QUENTIN J. KENNEDY         
						                                            Quentin J. Kennedy
						                                            Director, Executive Vice 
                                                  President and Secretary