SECURITIES AND EXCHANGE COMMISSION

                    Washington, D. C. 20549




                           FORM 8-K


                        CURRENT REPORT
            Pursuant to Section 13 or 15(d) of the
                Securities Exchange Act of 1934

                         June 28, 1999
                       (Date of Report)





                  GEORGIA-PACIFIC CORPORATION
    (Exact Name of Registrant as Specified in its Charter)


                            GEORGIA
                   (State of Incorporation)

                            1-3506
                   (Commission File Number)

                          93-0432081
             (IRS Employer Identification Number)

      133 PEACHTREE STREET, N.E., ATLANTA, GEORGIA 30303
           (Address of Principal Executive Offices)

                        (404) 652-4000
     (Registrant's Telephone Number, including area code)

<PAGE>


Item 5.                 Other Events.

   On June 25, 1999, the Corporation provided the following press

release.

       GEORGIA-PACIFIC AND CHESAPEAKE ANNOUNCE PARTNERSHIP

                FOR COMMERCIAL TISSUE OPERATIONS


     ATLANTA, Ga. and RICHMOND, Va. - Georgia-Pacific Corp. (NYSE:GP)

and Chesapeake Corp. (NYSE:CSK) today announced that the two companies

have signed a letter of intent to combine their away-from-home tissue

businesses in a new partnership.

     Georgia-Pacific Group, the pulp, paper and building products

business of Georgia-Pacific Corp., will contribute the assets of its

commercial tissue business to the partnership. Georgia-Pacific Group

will control and manage the partnership and is expected to own

approximately 90 percent of the equity of the partnership.  Chesapeake

will contribute the assets of its Wisconsin Tissue business to the

partnership, for which it will receive a 10 percent interest in the

partnership and an initial cash distribution of approximately $730

million.

     Commercial tissue products serve "away from home" markets such as

hospitals, restaurants, businesses, institutions and janitorial supply

firms. Atlanta-based Georgia-Pacific annually manufactures approximately

200,000 tons of tissue for such commercial markets.  Wisconsin Tissue,

headquartered in Menasha, Wis., and currently operated as a wholly owned

subsidiary of Chesapeake Corp., exclusively serves the commercial tissue

market through its manufacturing facilities with a current capacity of

320,000 tons annually.

     In announcing the partnership with Chesapeake, A.D. "Pete" Correll,

chairman and chief executive officer of Georgia-Pacific, said, "This

venture represents an outstanding strategic integration of the

commercial tissue businesses of two premier North American manufacturers

of tissue products. Through the partnership, Georgia-Pacific will expand

<PAGE>

its ability to compete vigorously in this market without increasing

capacity.  As part of our plan to leverage the synergies of both

businesses, we plan an extensive effort to integrate the two entities

and achieve maximum efficiencies.  Our tissue business is a proven

winner that has added value for Georgia-Pacific shareholders.  We

believe this step will ensure that Georgia-Pacific remains a top-tier

player in this market going forward."

     Chesapeake President and Chief Executive Officer Thomas H. Johnson

said, "This is an outstanding opportunity to combine two strong and

complementary tissue businesses, with Chesapeake retaining a small, but

financially attractive interest.  This transaction will enable us to

deliver immediate value to our shareholders, as we plan to use a major

portion of our cash distribution to repurchase 4 to 7 million of our

outstanding shares, with the balance used to significantly reduce our

debt and to continue the growth of our specialty packaging business

through strategic acquisitions.  This transaction, coupled with the

pending sale of our forest products business, largely completes the

transformation of Chesapeake from a commodity producer to a marketing

focused supplier of specialty packaging and merchandising services."

     Formation of the partnership is subject to completion and execution

of definitive agreements, completion of due diligence by both companies

and customary regulatory approvals.  Completion is anticipated in the

fourth quarter of 1999.

          Georgia-Pacific (www.gp.com) is the leading manufacturer and

distributor of building products in the United States and one of the

world's leading manufacturers and distributors of pulp, paper and

related chemicals for the forest products industry.  It consists of two

distinct operating groups: Georgia-Pacific Group and The Timber Company

(NYSE: TGP), which manages 5 million acres of timberland in North

America.  The company employs 45,000 people at more than 400 locations

in the United States and Canada.

<PAGE>

     Chesapeake Corp. (www.cskcorp.com) is a specialty packaging and

tissue company with over 55 locations in the United States, Europe,

Mexico and Canada.

Certain statements contained in this release, including, without
limitation, the existence and achievement of synergies of the
combined tissue businesses of Georgia-Pacific and Chesapeake, are
forward-looking statements (as such term is defined under the
Private Securities Litigation Reform Act of 1995) based on
current expectations.  The accuracy of such statements is subject
to a number of risks, uncertainties and assumptions including,
but not limited to, the effect of general global and domestic
economic conditions on the demand for tissue products;
realization of cost savings and synergies in integrating the two
businesses; the effect of changes in the productive capacity of
manufacturers of competitive products, and other factors listed
in Georgia-Pacific Corp.'s Securities and Exchange Commission
filings, including but not limited to, its Annual Report on Form
10-K dated Dec. 31, 1998, on file and recorded March 18, 1999, as
well as Chesapeake Corp.'s Securities and Exchange Commission
filings, including but not limited to its Annual Report on Form
10-K dated Dec. 31, 1998, on file and recorded March 31, 1999 .



     Contacts for Investor Relations:
     Richard A. Good, Georgia-Pacific Corp., (404) 652-4720
     Louis K. Matherne, Jr., Chesapeake Corp., (804) 697-1122

     <PAGE>
                           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.

DATED:  June 28, 1999


                               GEORGIA-PACIFIC CORPORATION


                                 By /s/ Kenneth F. Khoury
                                    Kenneth F. Khoury
                                    Vice President, Deputy General
                                       Counsel and Secretary
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SECURITIES AND EXCHANGE COMMISSION

                    Washington, D. C. 20549

                           FORM 8-K

                        CURRENT REPORT
            Pursuant to Section 13 or 15(d) of the
                Securities Exchange Act of 1934

                         June 28, 1999
                       (Date of Report)

                  GEORGIA-PACIFIC CORPORATION
    (Exact Name of Registrant as Specified in its Charter)

                            GEORGIA
                   (State of Incorporation)

                            1-3506
                   (Commission File Number)

                          93-0432081
             (IRS Employer Identification Number)

      133 PEACHTREE STREET, N.E., ATLANTA, GEORGIA 30303
           (Address of Principal Executive Offices)

                        (404) 652-4000
     (Registrant's Telephone Number, including area code)
Item 5.                 Other Events.

   On June 25, 1999, the Corporation provided the following press

release.

       GEORGIA-PACIFIC AND CHESAPEAKE ANNOUNCE PARTNERSHIP

                FOR COMMERCIAL TISSUE OPERATIONS

     ATLANTA, Ga. and RICHMOND, Va. - Georgia-Pacific Corp. (NYSE:GP)

and Chesapeake Corp. (NYSE:CSK) today announced that the two companies

have signed a letter of intent to combine their away-from-home tissue

businesses in a new partnership.

     Georgia-Pacific Group, the pulp, paper and building products

business of Georgia-Pacific Corp., will contribute the assets of its

commercial tissue business to the partnership. Georgia-Pacific Group

will control and manage the partnership and is expected to own

approximately 90 percent of the equity of the partnership.  Chesapeake

will contribute the assets of its Wisconsin Tissue business to the

partnership, for which it will receive a 10 percent interest in the

partnership and an initial cash distribution of approximately $730

million.

     Commercial tissue products serve "away from home" markets such as

hospitals, restaurants, businesses, institutions and janitorial supply

firms. Atlanta-based Georgia-Pacific annually manufactures approximately

200,000 tons of tissue for such commercial markets.  Wisconsin Tissue,

headquartered in Menasha, Wis., and currently operated as a wholly owned

subsidiary of Chesapeake Corp., exclusively serves the commercial tissue

market through its manufacturing facilities with a current capacity of

320,000 tons annually.

     In announcing the partnership with Chesapeake, A.D. "Pete" Correll,

chairman and chief executive officer of Georgia-Pacific, said, "This

venture represents an outstanding strategic integration of the

commercial tissue businesses of two premier North American manufacturers

of tissue products. Through the partnership, Georgia-Pacific will expand
its ability to compete vigorously in this market without increasing

capacity.  As part of our plan to leverage the synergies of both

businesses, we plan an extensive effort to integrate the two entities

and achieve maximum efficiencies.  Our tissue business is a proven

winner that has added value for Georgia-Pacific shareholders.  We

believe this step will ensure that Georgia-Pacific remains a top-tier

player in this market going forward."

     Chesapeake President and Chief Executive Officer Thomas H. Johnson

said, "This is an outstanding opportunity to combine two strong and

complementary tissue businesses, with Chesapeake retaining a small, but

financially attractive interest.  This transaction will enable us to

deliver immediate value to our shareholders, as we plan to use a major

portion of our cash distribution to repurchase 4 to 7 million of our

outstanding shares, with the balance used to significantly reduce our

debt and to continue the growth of our specialty packaging business

through strategic acquisitions.  This transaction, coupled with the

pending sale of our forest products business, largely completes the

transformation of Chesapeake from a commodity producer to a marketing

focused supplier of specialty packaging and merchandising services."

     Formation of the partnership is subject to completion and execution

of definitive agreements, completion of due diligence by both companies

and customary regulatory approvals.  Completion is anticipated in the

fourth quarter of 1999.

          Georgia-Pacific (www.gp.com) is the leading manufacturer and

distributor of building products in the United States and one of the

world's leading manufacturers and distributors of pulp, paper and

related chemicals for the forest products industry.  It consists of two

distinct operating groups: Georgia-Pacific Group and The Timber Company

(NYSE: TGP), which manages 5 million acres of timberland in North

America.  The company employs 45,000 people at more than 400 locations

in the United States and Canada.
Chesapeake Corp. (www.cskcorp.com) is a specialty packaging and

tissue company with over 55 locations in the United States, Europe,

Mexico and Canada.

Certain statements contained in this release, including, without
limitation, the existence and achievement of synergies of the
combined tissue businesses of Georgia-Pacific and Chesapeake, are
forward-looking statements (as such term is defined under the
Private Securities Litigation Reform Act of 1995) based on
current expectations.  The accuracy of such statements is subject
to a number of risks, uncertainties and assumptions including,
but not limited to, the effect of general global and domestic
economic conditions on the demand for tissue products;
realization of cost savings and synergies in integrating the two
businesses; the effect of changes in the productive capacity of
manufacturers of competitive products, and other factors listed
in Georgia-Pacific Corp.'s Securities and Exchange Commission
filings, including but not limited to, its Annual Report on Form
10-K dated Dec. 31, 1998, on file and recorded March 18, 1999, as
well as Chesapeake Corp.'s Securities and Exchange Commission
filings, including but not limited to its Annual Report on Form
10-K dated Dec. 31, 1998, on file and recorded March 31, 1999 .

     Contacts for Investor Relations:
     Richard A. Good, Georgia-Pacific Corp., (404) 652-4720
     Louis K. Matherne, Jr., Chesapeake Corp., (804) 697-1122
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.

DATED:  June 28, 1999

                               GEORGIA-PACIFIC CORPORATION

                                 By /s/ Kenneth F. Khoury
                                    Kenneth F. Khoury
                                    Vice President, Deputy General
                                       Counsel and Secretary