Registration No. 333-
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                          LOUISIANA-PACIFIC CORPORATION
             (Exact name of registrant as specified in its charter)

                Delaware                                  93-0609074
       (State of incorporation)                (IRS Employer Identification No.)


             414 Union Street, Suite 2000
             Nashville, Tennessee                                       37219
       (Address of principal executive offices)                       (Zip Code)


          LOUISIANA-PACIFIC CORPORATION 1997 INCENTIVE STOCK AWARD PLAN
                            (Full title of the plan)

                                Anton C. Kirchhof
                                    Secretary
                          Louisiana-Pacific Corporation
                                805 S.W. Broadway
                             Portland, Oregon 97205
                            Telephone (503) 821-5100
           (Name, address, and telephone number of agent for service)


<TABLE>
<CAPTION>

                                CALCULATION OF REGISTRATION FEE
 ================================================================================================
     Title of                           Proposed Maximum   Proposed Maximum
 Securities to be        Amount to be    Offering Price       Aggregate            Amount of
    Registered            Registered        Per Share       Offering Price      Registration Fee
 ------------------------------------------------------------------------------------------------
<S>          <C>          <C>               <C>             <C>                    <C>
    Common Stock,
   par value $1 per       5,000,000         $22.77 (3)      $113,850,000 (3)       $14,425 (4)
  share, and options      shares(2)
   and other rights
  related thereto(1)
 ================================================================================================
</TABLE>

(1) Includes one Preferred  Stock Purchase Right for each share of Common Stock,
    exercisable  on the terms and  conditions  specified  therein.  Prior to the
    occurrence of certain  events,  the Preferred Stock Purchase Rights will not
    be evidenced  separately from the Common Stock;  value  attributable to such
    Rights, if any, is reflected in the market price of the Common Stock.
(2) Pursuant to Rule 416 under the Securities Act of 1933, this registration
    statement also covers an indeterminate number of additional shares reserved
    for issuance under the 1997 Incentive Stock Award Plan as a result of any
    future stock split, stock dividend, or similar adjustment of the outstanding
    Common Stock.
(3) Pursuant to Rule 457(h), the proposed maximum aggregate offering price and
    the registration fee have been computed based on the average of the high and
    low sales prices, $22.77, reported for the Common Stock on the New York
    Stock Exchange-Composite Transactions on August 6, 2004.
(4) Pursuant to Rule 457(p),  the  registration  fee in the amount of $14,425 is
    offset by the unused  registration  fee  associated  with unsold  securities
    previously  registered for issuance by  Louisiana-Pacific  Corporation under
    the following  registration statement on Form S-8, which is being terminated
    concurrently with the filing of this registration statement:
            Registration No.        Initial Filing Date      Total Unused Fee
            ----------------        -------------------      ----------------
            333-91693               November 26, 1999        $1,876


================================================================================


<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
         ---------------------------------------

         The following documents filed by the registrant with the Securities and
Exchange   Commission  are  incorporated  by  reference  in  this   registration
statement:

            (a) The  registrant's  annual report on Form 10-K for the year ended
            December 31, 2003.

            (b) The registrant's quarterly reports on Form 10-Q for the quarters
            ended March 31, 2004, and June 30, 2004.

            (c) The  registrant's  current reports on Form 8-K filed on February
            5, 2004 (as to Item 5 only), March 15, 2004 and March 26, 2004.

            (d) The  description  of the  registrant's  Common Stock included as
            Exhibit 99.1 to the  registrant's  current  report on Form 8-K filed
            May 26, 1998.

            (e) The description of preferred stock purchase rights  contained in
            the  registrant's  Registration  Statement on Form 8-A filed May 26,
            1998.

         All documents filed by the registrant  subsequent to those listed above
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of
1934,  as  amended,  prior to the  filing of a  post-effective  amendment  which
indicates that all securities  offered have been sold or which  deregisters  all
securities  then  remaining  unsold,  shall  be  deemed  to be  incorporated  by
reference  herein  and to be a part  hereof  from  the  date of  filing  of such
documents.

Item 4.  Description of Securities.
         -------------------------

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------

         Not applicable.

Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------

         Indemnification

         The registrant's  certificate of incorporation  generally provides that
its  directors  will  have  no  personal  liability  to  the  registrant  or its
stockholders  for monetary  damages  resulting from breaches of their  fiduciary
duties.  However, the directors  nonetheless remain liable for breaches of their
duty of loyalty to the registrant and its  stockholders,  as well as for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation  of law and  transactions  from  which  a  director  derives  improper
personal benefit.

         Section 174 of the Delaware  General  Corporation Law ("Law")  provides
that any director against whom a claim shall be successfully asserted under said
section for an unlawful  payment of a dividend or an unlawful  stock purchase or
redemption  shall be entitled to be subrogated to the rights of the

                                      II-1

<PAGE>

corporation against stockholders who received the dividend on, or assets for the
sale or redemption  of, their stock with  knowledge  that the same was unlawful.
Said  section  also  provides  that  any such  director  shall  be  entitled  to
contribution from the other directors who voted for or concurred in the unlawful
dividend, stock purchase, or redemption.

         The registrant's  certificate of incorporation  and bylaws provide that
the  registrant  shall  indemnify  its officers and directors to the full extent
permitted by Section 145 of the Law, as amended from time to time.  Said Section
145 authorizes a corporation, under certain conditions, to indemnify each person
who is or was a director,  officer, employee, or agent of the corporation, or is
or was  serving  at the  request  of the  corporation  as a  director,  officer,
employee, or agent of another corporation, partnership, joint venture, trust, or
other enterprise (including an employee benefit plan), against certain expenses,
judgments,  fines,  and  amounts  paid in  settlement  actually  and  reasonably
incurred by him in connection with any threatened, pending, or completed action,
suit, or proceeding, whether civil, criminal,  administrative, or investigative,
in which he was or is a party or is  threatened  to be made a party by reason of
being or having been such director,  officer, employee, or agent. In addition to
the  indemnification  authorized  by Section  145 of the Law,  the  registrant's
bylaws  provide that the  registrant  shall  indemnify  any natural  person (not
including non-employee lawyers, accountants,  actuaries, investment advisers, or
arbitrators  acting  in such  capacity)  who is or was  serving  in a  fiduciary
capacity  with respect to one of the  registrant's  employee  benefit or welfare
plans  or who is or  was  performing  any  service  or  duty  on  behalf  of the
registrant with respect to such a plan, against all expenses,  judgments, fines,
and amounts paid in settlement  incurred by such person in  connection  with any
action or proceeding  arising out of such service or performance,  to the extent
such expenses and amounts are insurable but not covered by collectible insurance
or otherwise  indemnified.  Such  indemnification  shall not be available to any
person who participated in or knowingly  failed to take appropriate  action with
respect to any violation of any  responsibilities  or  obligations  imposed upon
fiduciaries by law, knowing such to be a violation of such  responsibilities  or
obligations.

         Insurance

         The registrant  maintains  directors' and officers' liability insurance
under which the registrant's directors and officers are insured against loss (as
defined)  as a result of claims  brought  against  them based upon their acts or
omissions in such capacities.

Item 7.  Exemption from Registration Claimed.
         -----------------------------------

         Not applicable.

Item 8.  Exhibits.
         --------

         The Index to  Exhibits  listing  the  exhibits  required by Item 601 of
Regulation S-K is located at page II-6.

Item 9.  Undertakings.
         ------------

         (a) The undersigned registrant hereby undertakes:

             (1) To file,  during any period in which  offers or sales are being
         made, a post-effective amendment to this registration statement:

                  (i) To include any prospectus  required by Section 10(a)(3) of
         the Securities Act of 1933 ("Securities Act");

                                      II-2

<PAGE>


                  (ii) To reflect in the  prospectus any facts or events arising
         after the  effective  date of the  registration  statement (or the most
         recent post-effective amendment thereof) which,  individually or in the
         aggregate,  represent a fundamental change in the information set forth
         in the registration statement;

                  (iii) To include any material  information with respect to the
         plan of  distribution  not  previously  disclosed  in the  registration
         statement  or  any  material   change  to  such   information   in  the
         registration statement;

Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed by the registrant pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934 ("Exchange Act") that
are incorporated by reference in the registration statement.


             (2) That,  for the purpose of determining  any liability  under the
         Securities Act, each such  post-effective  amendment shall be deemed to
         be a new  registration  statement  relating to the  securities  offered
         therein,  and the  offering  of such  securities  at that time shall be
         deemed to be the initial bona fide offering thereof.

             (3) To  remove  from  registration  by  means  of a  post-effective
         amendment any of the securities  being registered that remain unsold at
         the termination of the offering.

         (b) The undersigned  registrant hereby undertakes that, for purposes of
determining  any  liability  under  the  Securities  Act,  each  filing  of  the
registrant's  annual  report  pursuant to Section 13(a) or 15(d) of the Exchange
Act (and,  where  applicable,  each filing of an employee  benefit plan's annual
report  pursuant to Section 15(d) of the Exchange Act) that is  incorporated  by
reference in the registration statement shall be deemed to be a new registration
statement relating to the securities  offered therein,  and the offering of such
securities  at that time shall be deemed to be the  initial  bona fide  offering
thereof.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act may be permitted to directors,  officers and controlling  persons
of the  registrant  pursuant to the  provisions  described  in Item 6 above,  or
otherwise, the registrant has been advised that in the opinion of the Securities
and  Exchange  Commission  such  indemnification  is  against  public  policy as
expressed in the Securities Act and is, therefore,  unenforceable.  In the event
that a claim  for  indemnification  against  such  liabilities  (other  than the
payment by the registrant of expenses incurred or paid by a director, officer or
controlling  person of the registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification  by it is  against  public  policy  as  expressed  in  the
Securities Act and will be governed by the final adjudication of such issue. The
undertaking  of the  registrant  in the  preceding  sentence  does not  apply to
insurance against liability arising under the Securities Act.

                                      II-3


<PAGE>


                                   SIGNATURES

The Registrant.

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the city of Portland, state of Oregon, on the 13th day of August,
2004.

                              LOUISIANA-PACIFIC CORPORATION
                              (Registrant)


                              By  /s/ Curtis M. Stevens
                                  ---------------------
                                  Curtis M. Stevens
                                  Executive Vice President, Administration
                                  and Chief Financial Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities indicated as of the 13th day of August, 2004.

                  Signature                           Title
                  ---------                           ------

(1) Principal Executive Officer and Director:

    MARK A. SUWYN*                            Chief  Executive Officer, Chairman
                                              of the Board, Director

(2) Principal Financial Officer:


    /s/ Curtis M. Stevens                     Executive Vice President,
    --------------------------                Administration and Chief Financial
      Curtis M. Stevens                       Officer


(3) Principal Accounting Officer:


    RUSSELL S. PATTEE*                        Corporate Controller and Assistant
                                              Treasurer



                                      II-4

<PAGE>


(4) A majority of the Board of Directors:


    E. GARY COOK*                             Director
    DANIEL K. FRIERSON*                       Director
    PAUL W. HANSEN *                          Director
    BRENDA J. LAUDERBACK*                     Director
    DUSTAN E. MCCOY*                          Director
    LEE C. SIMPSON*                           Director
    COLIN D. WATSON*                          Director

    *By  /s/ Anton C. Kirchhof
         ---------------------
         Anton C. Kirchhof
         Attorney-in-fact



                                      II-5

<PAGE>


                                INDEX TO EXHIBITS


4.1   Articles  Fourth,  Fifth,  Seventh,   Eighth,  Ninth,  and  Tenth  of  the
      registrant's Restated Certificate of Incorporation, defining the rights of
      holders of Common Stock.  Incorporated by reference to Exhibit 3(a) to the
      registrant's Form 10-Q report for the quarter ended June 30, 1993.

4.2   Article I,  Article II,  Sections 2 and 11,  Article  IV,  Article VII and
      Article X of the registrant's  Bylaws, as amended,  defining the rights of
      holders of Common Stock.  Incorporated  by reference to Exhibit 3.2 to the
      registrant's Form 10-Q report for the quarter ended June 30, 2003.

4.3   Rights  Agreement,  dated as of May 26, 1998,  between the  registrant and
      First Chicago  Trust  Company of New York, as Rights Agent,  including the
      form of Right  Certificate  as  Exhibit  A and the  Summary  of  Rights to
      Purchase  Preferred  Shares as Exhibit B.  Incorporated  by  reference  to
      Exhibit 1 to the registrant's Registration on Form 8-A filed May 26, 1998.

4.4   Amendment to Rights  Agreement  dated as of October 17, 2001,  between the
      registrant  and First  Chicago Trust Company of New York, as Rights Agent.
      Incorporated by reference to Exhibit 4.2 to the registrant's Annual Report
      on Form 10-K for the year ended December 31, 2001.

5     Opinion of Miller  Nash LLP as to the  legality  of the  securities  being
      registered.

23.1  Consent of Deloitte & Touche LLP.

23.2  Consent of Miller Nash LLP (included in Exhibit 5).

24    Power of attorney of certain officers and directors.

-----------

     Other exhibits listed in Item 601 to Regulation S-K are not applicable.



                                      II-6
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Registration No. 333-
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                          LOUISIANA-PACIFIC CORPORATION
             (Exact name of registrant as specified in its charter)

                Delaware                                  93-0609074
       (State of incorporation)                (IRS Employer Identification No.)

             414 Union Street, Suite 2000
             Nashville, Tennessee                                       37219
       (Address of principal executive offices)                       (Zip Code)

          LOUISIANA-PACIFIC CORPORATION 1997 INCENTIVE STOCK AWARD PLAN
                            (Full title of the plan)

                                Anton C. Kirchhof
                                    Secretary
                          Louisiana-Pacific Corporation
                                805 S.W. Broadway
                             Portland, Oregon 97205
                            Telephone (503) 821-5100
           (Name, address, and telephone number of agent for service)
CALCULATION OF REGISTRATION FEE
 ================================================================================================
     Title of                           Proposed Maximum   Proposed Maximum
 Securities to be        Amount to be    Offering Price       Aggregate            Amount of
    Registered            Registered        Per Share       Offering Price      Registration Fee
 ------------------------------------------------------------------------------------------------
Common Stock,
   par value $1 per       5,000,000         $22.77 (3)      $113,850,000 (3)       $14,425 (4)
  share, and options      shares(2)
   and other rights
  related thereto(1)
 ================================================================================================
(1) Includes one Preferred  Stock Purchase Right for each share of Common Stock,
    exercisable  on the terms and  conditions  specified  therein.  Prior to the
    occurrence of certain  events,  the Preferred Stock Purchase Rights will not
    be evidenced  separately from the Common Stock;  value  attributable to such
    Rights, if any, is reflected in the market price of the Common Stock.
(2) Pursuant to Rule 416 under the Securities Act of 1933, this registration
    statement also covers an indeterminate number of additional shares reserved
    for issuance under the 1997 Incentive Stock Award Plan as a result of any
    future stock split, stock dividend, or similar adjustment of the outstanding
    Common Stock.
(3) Pursuant to Rule 457(h), the proposed maximum aggregate offering price and
    the registration fee have been computed based on the average of the high and
    low sales prices, $22.77, reported for the Common Stock on the New York
    Stock Exchange-Composite Transactions on August 6, 2004.
(4) Pursuant to Rule 457(p),  the  registration  fee in the amount of $14,425 is
    offset by the unused  registration  fee  associated  with unsold  securities
    previously  registered for issuance by  Louisiana-Pacific  Corporation under
    the following  registration statement on Form S-8, which is being terminated
    concurrently with the filing of this registration statement:
            Registration No.        Initial Filing Date      Total Unused Fee
            ----------------        -------------------      ----------------
            333-91693               November 26, 1999        $1,876

================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
         ---------------------------------------

         The following documents filed by the registrant with the Securities and
Exchange   Commission  are  incorporated  by  reference  in  this   registration
statement:

            (a) The  registrant's  annual report on Form 10-K for the year ended
            December 31, 2003.

            (b) The registrant's quarterly reports on Form 10-Q for the quarters
            ended March 31, 2004, and June 30, 2004.

            (c) The  registrant's  current reports on Form 8-K filed on February
            5, 2004 (as to Item 5 only), March 15, 2004 and March 26, 2004.

            (d) The  description  of the  registrant's  Common Stock included as
            Exhibit 99.1 to the  registrant's  current  report on Form 8-K filed
            May 26, 1998.

            (e) The description of preferred stock purchase rights  contained in
            the  registrant's  Registration  Statement on Form 8-A filed May 26,
            1998.

         All documents filed by the registrant  subsequent to those listed above
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of
1934,  as  amended,  prior to the  filing of a  post-effective  amendment  which
indicates that all securities  offered have been sold or which  deregisters  all
securities  then  remaining  unsold,  shall  be  deemed  to be  incorporated  by
reference  herein  and to be a part  hereof  from  the  date of  filing  of such
documents.

Item 4.  Description of Securities.
         -------------------------

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------

         Not applicable.

Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------

         Indemnification

         The registrant's  certificate of incorporation  generally provides that
its  directors  will  have  no  personal  liability  to  the  registrant  or its
stockholders  for monetary  damages  resulting from breaches of their  fiduciary
duties.  However, the directors  nonetheless remain liable for breaches of their
duty of loyalty to the registrant and its  stockholders,  as well as for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation  of law and  transactions  from  which  a  director  derives  improper
personal benefit.

         Section 174 of the Delaware  General  Corporation Law ("Law")  provides
that any director against whom a claim shall be successfully asserted under said
section for an unlawful  payment of a dividend or an unlawful  stock purchase or
redemption  shall be entitled to be subrogated to the rights of the

                                      II-1
corporation against stockholders who received the dividend on, or assets for the
sale or redemption  of, their stock with  knowledge  that the same was unlawful.
Said  section  also  provides  that  any such  director  shall  be  entitled  to
contribution from the other directors who voted for or concurred in the unlawful
dividend, stock purchase, or redemption.

         The registrant's  certificate of incorporation  and bylaws provide that
the  registrant  shall  indemnify  its officers and directors to the full extent
permitted by Section 145 of the Law, as amended from time to time.  Said Section
145 authorizes a corporation, under certain conditions, to indemnify each person
who is or was a director,  officer, employee, or agent of the corporation, or is
or was  serving  at the  request  of the  corporation  as a  director,  officer,
employee, or agent of another corporation, partnership, joint venture, trust, or
other enterprise (including an employee benefit plan), against certain expenses,
judgments,  fines,  and  amounts  paid in  settlement  actually  and  reasonably
incurred by him in connection with any threatened, pending, or completed action,
suit, or proceeding, whether civil, criminal,  administrative, or investigative,
in which he was or is a party or is  threatened  to be made a party by reason of
being or having been such director,  officer, employee, or agent. In addition to
the  indemnification  authorized  by Section  145 of the Law,  the  registrant's
bylaws  provide that the  registrant  shall  indemnify  any natural  person (not
including non-employee lawyers, accountants,  actuaries, investment advisers, or
arbitrators  acting  in such  capacity)  who is or was  serving  in a  fiduciary
capacity  with respect to one of the  registrant's  employee  benefit or welfare
plans  or who is or  was  performing  any  service  or  duty  on  behalf  of the
registrant with respect to such a plan, against all expenses,  judgments, fines,
and amounts paid in settlement  incurred by such person in  connection  with any
action or proceeding  arising out of such service or performance,  to the extent
such expenses and amounts are insurable but not covered by collectible insurance
or otherwise  indemnified.  Such  indemnification  shall not be available to any
person who participated in or knowingly  failed to take appropriate  action with
respect to any violation of any  responsibilities  or  obligations  imposed upon
fiduciaries by law, knowing such to be a violation of such  responsibilities  or
obligations.

         Insurance

         The registrant  maintains  directors' and officers' liability insurance
under which the registrant's directors and officers are insured against loss (as
defined)  as a result of claims  brought  against  them based upon their acts or
omissions in such capacities.

Item 7.  Exemption from Registration Claimed.
         -----------------------------------

         Not applicable.

Item 8.  Exhibits.
         --------

         The Index to  Exhibits  listing  the  exhibits  required by Item 601 of
Regulation S-K is located at page II-6.

Item 9.  Undertakings.
         ------------

         (a) The undersigned registrant hereby undertakes:

             (1) To file,  during any period in which  offers or sales are being
         made, a post-effective amendment to this registration statement:

                  (i) To include any prospectus  required by Section 10(a)(3) of
         the Securities Act of 1933 ("Securities Act");

                                      II-2
(ii) To reflect in the  prospectus any facts or events arising
         after the  effective  date of the  registration  statement (or the most
         recent post-effective amendment thereof) which,  individually or in the
         aggregate,  represent a fundamental change in the information set forth
         in the registration statement;

                  (iii) To include any material  information with respect to the
         plan of  distribution  not  previously  disclosed  in the  registration
         statement  or  any  material   change  to  such   information   in  the
         registration statement;

Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed by the registrant pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934 ("Exchange Act") that
are incorporated by reference in the registration statement.

             (2) That,  for the purpose of determining  any liability  under the
         Securities Act, each such  post-effective  amendment shall be deemed to
         be a new  registration  statement  relating to the  securities  offered
         therein,  and the  offering  of such  securities  at that time shall be
         deemed to be the initial bona fide offering thereof.

             (3) To  remove  from  registration  by  means  of a  post-effective
         amendment any of the securities  being registered that remain unsold at
         the termination of the offering.

         (b) The undersigned  registrant hereby undertakes that, for purposes of
determining  any  liability  under  the  Securities  Act,  each  filing  of  the
registrant's  annual  report  pursuant to Section 13(a) or 15(d) of the Exchange
Act (and,  where  applicable,  each filing of an employee  benefit plan's annual
report  pursuant to Section 15(d) of the Exchange Act) that is  incorporated  by
reference in the registration statement shall be deemed to be a new registration
statement relating to the securities  offered therein,  and the offering of such
securities  at that time shall be deemed to be the  initial  bona fide  offering
thereof.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act may be permitted to directors,  officers and controlling  persons
of the  registrant  pursuant to the  provisions  described  in Item 6 above,  or
otherwise, the registrant has been advised that in the opinion of the Securities
and  Exchange  Commission  such  indemnification  is  against  public  policy as
expressed in the Securities Act and is, therefore,  unenforceable.  In the event
that a claim  for  indemnification  against  such  liabilities  (other  than the
payment by the registrant of expenses incurred or paid by a director, officer or
controlling  person of the registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification  by it is  against  public  policy  as  expressed  in  the
Securities Act and will be governed by the final adjudication of such issue. The
undertaking  of the  registrant  in the  preceding  sentence  does not  apply to
insurance against liability arising under the Securities Act.

                                      II-3
SIGNATURES

The Registrant.

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the city of Portland, state of Oregon, on the 13th day of August,
2004.

                              LOUISIANA-PACIFIC CORPORATION
                              (Registrant)

                              By  /s/ Curtis M. Stevens
                                  ---------------------
                                  Curtis M. Stevens
                                  Executive Vice President, Administration
                                  and Chief Financial Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities indicated as of the 13th day of August, 2004.

                  Signature                           Title
                  ---------                           ------

(1) Principal Executive Officer and Director:

    MARK A. SUWYN*                            Chief  Executive Officer, Chairman
                                              of the Board, Director

(2) Principal Financial Officer:

    /s/ Curtis M. Stevens                     Executive Vice President,
    --------------------------                Administration and Chief Financial
      Curtis M. Stevens                       Officer

(3) Principal Accounting Officer:

    RUSSELL S. PATTEE*                        Corporate Controller and Assistant
                                              Treasurer

                                      II-4
(4) A majority of the Board of Directors:

    E. GARY COOK*                             Director
    DANIEL K. FRIERSON*                       Director
    PAUL W. HANSEN *                          Director
    BRENDA J. LAUDERBACK*                     Director
    DUSTAN E. MCCOY*                          Director
    LEE C. SIMPSON*                           Director
    COLIN D. WATSON*                          Director

    *By  /s/ Anton C. Kirchhof
         ---------------------
         Anton C. Kirchhof
         Attorney-in-fact

                                      II-5
INDEX TO EXHIBITS

4.1   Articles  Fourth,  Fifth,  Seventh,   Eighth,  Ninth,  and  Tenth  of  the
      registrant's Restated Certificate of Incorporation, defining the rights of
      holders of Common Stock.  Incorporated by reference to Exhibit 3(a) to the
      registrant's Form 10-Q report for the quarter ended June 30, 1993.

4.2   Article I,  Article II,  Sections 2 and 11,  Article  IV,  Article VII and
      Article X of the registrant's  Bylaws, as amended,  defining the rights of
      holders of Common Stock.  Incorporated  by reference to Exhibit 3.2 to the
      registrant's Form 10-Q report for the quarter ended June 30, 2003.

4.3   Rights  Agreement,  dated as of May 26, 1998,  between the  registrant and
      First Chicago  Trust  Company of New York, as Rights Agent,  including the
      form of Right  Certificate  as  Exhibit  A and the  Summary  of  Rights to
      Purchase  Preferred  Shares as Exhibit B.  Incorporated  by  reference  to
      Exhibit 1 to the registrant's Registration on Form 8-A filed May 26, 1998.

4.4   Amendment to Rights  Agreement  dated as of October 17, 2001,  between the
      registrant  and First  Chicago Trust Company of New York, as Rights Agent.
      Incorporated by reference to Exhibit 4.2 to the registrant's Annual Report
      on Form 10-K for the year ended December 31, 2001.

5     Opinion of Miller  Nash LLP as to the  legality  of the  securities  being
      registered.

23.1  Consent of Deloitte & Touche LLP.

23.2  Consent of Miller Nash LLP (included in Exhibit 5).

24    Power of attorney of certain officers and directors.

-----------

     Other exhibits listed in Item 601 to Regulation S-K are not applicable.

                                      II-6