As filed with the Securities and Exchange Commission on March 26, 1996
                                                    Registration No. 333-     
==============================================================================
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549
                           --------------------
                                FORM S-8   
                          REGISTRATION STATEMENT
                                  UNDER
                        THE SECURITIES ACT OF 1933
                           --------------------
                         FORT HOWARD CORPORATION
<TABLE>
                       (Exact name of registrant as specified in its charter)   
<S>                                       <C>                                <C>
        Delaware                                      2676                      39-1090992
 (State or other jurisdiction of          (Primary Standard Industrial         (I.R.S. Employer
  incorporation or organization)           Classification Code Number)        Identification No.)
</TABLE>
                           --------------------
                           1919 South Broadway
                        Green Bay, Wisconsin 54304
                             (414) 435-8821
                        (Address, including zip code, and telephone number,
               including area code, of registrant's principal executive offices)
                           --------------------
                         FORT HOWARD CORPORATION
                      PROFIT SHARING RETIREMENT PLAN

                           HARMON ASSOC., CORP.
                           PROFIT SHARING PLAN
                                  (Full title of the Plans)
                           --------------------
                            JAMES W. NELLEN II
                       Vice President and Secretary
                         Fort Howard Corporation
                           1919 South Broadway
                        Green Bay, Wisconsin 54304
                             (414) 435-8821
                     (Name, address, including zip code, and telephone number,
                            including area code, of agent for service)
                           --------------------
                      CALCULATION OF REGISTRATION FEE
<TABLE>
<S>                       <C>                  <C>              <C>
===============================================================================
Title of Each Class of                         Proposed Maximum   Proposed Maximum    Amount of
   Securities to be         Number of Shares    Offering Price        Aggregrate     Registration
      Registered           to be Registered(1)    Per Share(2)   Offering Price(2)(3)   Fee(3)
-------------------------------------------------------------------------------------------------
Common Stock par value $.01 
  per Share.................  1,500,000 Shares     $24.38           $28,037,000       $9,667.93
Plan Interests                    (4)                (4)                (4)              (4)
=================================================================================================
</TABLE>
<TABLE>
<S>  <C>
(1)   Pursuant to Rule 416 promulgated under the Securities Act of 1933, as amended (the 
     "Securities Act"), this Registration Statement covers, in addition to the number of shares
     of Common Stock stated above, such additional shares of Common Stock to be offered or issued 
     to prevent dilution as a result of future stock dividends or stock splits.
(2)  Pursuant to Rule 457(h) under the Securities Act, the proposed maximum offering price per
     share is based on $24.38 estimated, solely for the purpose of calculating the amount of 
     registration fee, and is based on the average of the high and low prices of the Common Stock
     as reported by Nasdaq on March 25, 1996, a date within five business days prior to the date 
     of filing of this Registration Statement.
(3)  Calculation of the Registration Fee excludes 350,000 Shares of Common Stock which have 
     already been registered on the Registrant's Registration Statement on Form S-8 (File 
     No. 333-00019).


(4)  In addition, pursuant to Rule 416(c) under the Securities Act, this Registration Statement 
     also covers an indeterminate amount of interests to be offered or sold pursuant to the 
     employee benefit plan described herein.  These securities have no offering price and 
     therefore, pursuant to Rule 457(h)(2) no separate registration fee is required.
</TABLE>
EXPLANATORY NOTE

     The contents of the Registrant's Registration Statement on Form S-8 (File 
No. 333-00019), as amended by Post-Effective Amendment No. 1 and 
Post-Effective Amendment No. 2 thereto, are hereby incorporated by reference.

ITEM 8.  EXHIBITS.

         Exhibit No.   Description

         *4.1          Fort Howard Corporation Profit Sharing Retirement Plan, 
                       (As Amended and Restated as of January 1, 1985) 
                       conformed through the Ninth Amendment.

         *4.2          Fort Howard Plan Amendment No. 10 dated September 21, 
                       1995.

         *4.3          Fort Howard Plan Amendment No. 11 dated December 22, 
                       1995.

         *4.4          Fort Howard Plan Amendment No. 12 dated March 20, 1996.

         *4.5          Fort Howard Profit Sharing Retirement Master Trust 
                       effective January 1, 1996.

         *4.6          Summary Plan Description.

         *4.7          Harmon Assoc., Corp. Profit Sharing Plan (As Amended 
                       and Restated effective January 1, 1995).

         *4.8          Harmon Plan Amendment No. 1 dated March 20, 1996.

         +5            Opinion of Shearman & Sterling, counsel to the 
                       Registrant as to the legality of the securities 
                       registered hereby.

         +23.1         Consent of Arthur Andersen LLP.

         +23.2         Consent of Shearman & Sterling (included in Exhibit 5).

         +24           Powers of Attorney (included as part of signature 
                       page).

                       The undersigned Registrant has submitted the Plans and 
                       any amendments thereto to the Internal Revenue Service 
                       in a timely manner and will make all changes required 
                       by the IRS in order to maintain qualification of the 
                       Plan.

         ------------
         + Filed herewith
         * Previously filed, as an exhibit to Registrant's Registration 
           Statement on Form S-8 (File No. 333-00019).

                                     - 2 -
                                    SIGNATURES

     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 Green Bay, State of Wisconsin on the 
25th day of March, 1996. 

                                       FORT HOWARD CORPORATION

                                       By 
                                          /S/James W. Nellen II
                                          James W. Nellen II
                                          Vice President and Secretary

                              POWER OF ATTORNEY

     Each person whose signature appears below constitutes and appoints 
James W. Nellen II and Kathleen J. Hempel, either of whom may act without the 
joinder of the other, as his true and lawful attorneys-in-fact and agents with 
full power of substitution and resubstitution, for him, and in his name, place 
and stead, in any and all capacities to sign any and all amendments (including 
post-effective amendments) and supplements to this Registration Statement, and 
to file the same, with all exhibits thereto, and all other documents in 
connection therewith, with the Securities and Exchange Commission, granting 
unto said attorneys-in-fact and agents full power and authority to do and 
perform each and every act and thing requisite and necessary to be done, as 
full to all intents and purposes as he might or could do in person, hereby 
ratifying and confirming all that said attorneys-in-fact and agents or their 
substitute or substitutes may lawfully do or cause to be done by virtue 
thereof.

     Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed below by the following persons in the 
capacities and on the dates indicated.

       Signature                   Title                            Date
       ---------                   -----                            ----

                           Director, Chairman of the Board     March 26, 1996
/S/Donald H. DeMeuse       of Directors and Chief Executive
Donald H. DeMeuse          Officer (principal executive officer)

                           Director, Vice Chairman             March 26, 1996
/S/Kathleen J. Hempel      and Chief Financial Officer
Kathleen J. Hempel         (principal financial and accounting 
                           officer)

                           Director, President and Chief       March 26, 1996
/S/ Michael T. Riordan     Operating Officer
Michael T. Riordan  

                           Director                            March 26, 1996
/S/Donald Patrick Brennan
Donald Patrick Brennan   



                                     - 3 -
                           Director                            March 26, 1996
/S/Frank V. Sica
Frank V. Sica

                           Director                            March 26, 1996
/S/Robert H. Niehaus
Robert H. Niehaus

                           Director                            March 26, 1996
/S/David I. Margolis
David I. Margolis

                           Director                            March 26, 1996
/S/Dudley J. Godfrey, Jr.
Dudley J. Godfrey, Jr.

                           Director                            March 26, 1996
/S/James L. Burke
James L. Burke


     Pursuant to the requirements of the Securities Act of 1933, the trustees 
(or other persons who administer the Plan) have duly caused this Registration 
Statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of Green Bay, State of Wisconsin, on the 25th day of 
March, 1996.

                                  FORT HOWARD CORPORATION PROFIT
                                  SHARING RETIREMENT PLAN


                                  Investment Advisory Board

                                  
                                  /S/James W. Nellen II
                                  By: James W. Nellen II
                                      Member


     Pursuant to the requirements of the Securities Act of 1933, the trustees 
(or other persons who administer the Plan) have duly caused this Registration 
Statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of Green Bay, State of Wisconsin, on the 25th day of 
March, 1996.


                                  HARMON ASSOC. CORP.
                                  PROFIT SHARING PLAN


                                  Investment Advisory Board

                                  
                                  /S/James W. Nellen II
                                  By: James W. Nellen II
                                      Member



                                     - 4 -
                               INDEX TO EXHIBITS

         Exhibit No.   Description

         *4.1          Fort Howard Corporation Profit Sharing Retirement Plan, 
                       (As Amended and Restated as of January 1, 1985) 
                       conformed through the Ninth Amendment.

         *4.2          Fort Howard Plan Amendment No. 10 dated September 21, 
                       1995.

         *4.3          Fort Howard Plan Amendment No. 11 dated December 22, 
                       1995.

         *4.4          Fort Howard Plan Amendment No. 12 dated March 20, 1996.

         *4.5          Fort Howard Profit Sharing Retirement Master Trust 
                       effective January 1, 1996.

         *4.6          Summary Plan Description.

         *4.7          Harmon Assoc., Corp. Profit Sharing Plan (As Amended 
                       and Restated effective January 1, 1995).

         *4.8          Harmon Plan Amendment No. 1 dated March 20, 1996.

         +5            Opinion of Shearman & Sterling, counsel to the 
                       Registrant as to the legality of the securities 
                       registered hereby.

         +23.1         Consent of Arthur Andersen LLP.

         +23.2         Consent of Shearman & Sterling (included in Exhibit 5).

         +24           Powers of Attorney (included as part of signature 
                       page).


         ------------
         + Filed herewith
         * Previously filed as an exhibit to Registrant's Registration 
           Statement on Form S-8 (File No. 333-00019).
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 13345}]
{"company-data": {"conformed-name": "FORT HOWARD CORP", "cik": "0000038195", "assigned-sic": "2621", "irs-number": "391090992", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-01975", "film-number": "96538785"}, "business-address": {"street1": "1919 S BROADWAY", "city": "GREEN BAY", "state": "WI", "zip": "54304", "phone": "4144358821"}, "former-company": [{"former-conformed-name": "FORT HOWARD PAPER CO/DE", "date-changed": "19870506"}, {"former-conformed-name": "MARYLAND CUP CORP/WI", "date-changed": "19840612"}, {"former-conformed-name": "FORT HOWARD PAPER CO", "date-changed": "19830926"}]}
As filed with the Securities and Exchange Commission on March 26, 1996
                                                    Registration No. 333-     
==============================================================================
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549
                           --------------------
                                FORM S-8   
                          REGISTRATION STATEMENT
                                  UNDER
                        THE SECURITIES ACT OF 1933
                           --------------------
                         FORT HOWARD CORPORATION

                       (Exact name of registrant as specified in its charter)
Delaware                                      2676                      39-1090992
 (State or other jurisdiction of          (Primary Standard Industrial         (I.R.S. Employer
  incorporation or organization)           Classification Code Number)        Identification No.)
--------------------
                           1919 South Broadway
                        Green Bay, Wisconsin 54304
                             (414) 435-8821
                        (Address, including zip code, and telephone number,
               including area code, of registrant's principal executive offices)
                           --------------------
                         FORT HOWARD CORPORATION
                      PROFIT SHARING RETIREMENT PLAN

                           HARMON ASSOC., CORP.
                           PROFIT SHARING PLAN
                                  (Full title of the Plans)
                           --------------------
                            JAMES W. NELLEN II
                       Vice President and Secretary
                         Fort Howard Corporation
                           1919 South Broadway
                        Green Bay, Wisconsin 54304
                             (414) 435-8821
                     (Name, address, including zip code, and telephone number,
                            including area code, of agent for service)
                           --------------------
                      CALCULATION OF REGISTRATION FEE
===============================================================================
Title of Each Class of                         Proposed Maximum   Proposed Maximum    Amount of
   Securities to be         Number of Shares    Offering Price        Aggregrate     Registration
      Registered           to be Registered(1)    Per Share(2)   Offering Price(2)(3)   Fee(3)
-------------------------------------------------------------------------------------------------
Common Stock par value $.01 
  per Share.................  1,500,000 Shares     $24.38           $28,037,000       $9,667.93
Plan Interests                    (4)                (4)                (4)              (4)
=================================================================================================
(1)   Pursuant to Rule 416 promulgated under the Securities Act of 1933, as amended (the 
     "Securities Act"), this Registration Statement covers, in addition to the number of shares
     of Common Stock stated above, such additional shares of Common Stock to be offered or issued 
     to prevent dilution as a result of future stock dividends or stock splits.
(2)  Pursuant to Rule 457(h) under the Securities Act, the proposed maximum offering price per
     share is based on $24.38 estimated, solely for the purpose of calculating the amount of 
     registration fee, and is based on the average of the high and low prices of the Common Stock
     as reported by Nasdaq on March 25, 1996, a date within five business days prior to the date 
     of filing of this Registration Statement.
(3)  Calculation of the Registration Fee excludes 350,000 Shares of Common Stock which have 
     already been registered on the Registrant's Registration Statement on Form S-8 (File 
     No. 333-00019).

(4)  In addition, pursuant to Rule 416(c) under the Securities Act, this Registration Statement 
     also covers an indeterminate amount of interests to be offered or sold pursuant to the 
     employee benefit plan described herein.  These securities have no offering price and 
     therefore, pursuant to Rule 457(h)(2) no separate registration fee is required.
EXPLANATORY NOTE

     The contents of the Registrant's Registration Statement on Form S-8 (File 
No. 333-00019), as amended by Post-Effective Amendment No. 1 and 
Post-Effective Amendment No. 2 thereto, are hereby incorporated by reference.

ITEM 8.  EXHIBITS.

         Exhibit No.   Description

         *4.1          Fort Howard Corporation Profit Sharing Retirement Plan, 
                       (As Amended and Restated as of January 1, 1985) 
                       conformed through the Ninth Amendment.

         *4.2          Fort Howard Plan Amendment No. 10 dated September 21, 
                       1995.

         *4.3          Fort Howard Plan Amendment No. 11 dated December 22, 
                       1995.

         *4.4          Fort Howard Plan Amendment No. 12 dated March 20, 1996.

         *4.5          Fort Howard Profit Sharing Retirement Master Trust 
                       effective January 1, 1996.

         *4.6          Summary Plan Description.

         *4.7          Harmon Assoc., Corp. Profit Sharing Plan (As Amended 
                       and Restated effective January 1, 1995).

         *4.8          Harmon Plan Amendment No. 1 dated March 20, 1996.

         +5            Opinion of Shearman & Sterling, counsel to the 
                       Registrant as to the legality of the securities 
                       registered hereby.

         +23.1         Consent of Arthur Andersen LLP.

         +23.2         Consent of Shearman & Sterling (included in Exhibit 5).

         +24           Powers of Attorney (included as part of signature 
                       page).

                       The undersigned Registrant has submitted the Plans and 
                       any amendments thereto to the Internal Revenue Service 
                       in a timely manner and will make all changes required 
                       by the IRS in order to maintain qualification of the 
                       Plan.

         ------------
         + Filed herewith
         * Previously filed, as an exhibit to Registrant's Registration 
           Statement on Form S-8 (File No. 333-00019).

                                     - 2 -
                                    SIGNATURES

     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 Green Bay, State of Wisconsin on the 
25th day of March, 1996. 

                                       FORT HOWARD CORPORATION

                                       By 
                                          /S/James W. Nellen II
                                          James W. Nellen II
                                          Vice President and Secretary

                              POWER OF ATTORNEY

     Each person whose signature appears below constitutes and appoints 
James W. Nellen II and Kathleen J. Hempel, either of whom may act without the 
joinder of the other, as his true and lawful attorneys-in-fact and agents with 
full power of substitution and resubstitution, for him, and in his name, place 
and stead, in any and all capacities to sign any and all amendments (including 
post-effective amendments) and supplements to this Registration Statement, and 
to file the same, with all exhibits thereto, and all other documents in 
connection therewith, with the Securities and Exchange Commission, granting 
unto said attorneys-in-fact and agents full power and authority to do and 
perform each and every act and thing requisite and necessary to be done, as 
full to all intents and purposes as he might or could do in person, hereby 
ratifying and confirming all that said attorneys-in-fact and agents or their 
substitute or substitutes may lawfully do or cause to be done by virtue 
thereof.

     Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed below by the following persons in the 
capacities and on the dates indicated.

       Signature                   Title                            Date
       ---------                   -----                            ----

                           Director, Chairman of the Board     March 26, 1996
/S/Donald H. DeMeuse       of Directors and Chief Executive
Donald H. DeMeuse          Officer (principal executive officer)

                           Director, Vice Chairman             March 26, 1996
/S/Kathleen J. Hempel      and Chief Financial Officer
Kathleen J. Hempel         (principal financial and accounting 
                           officer)

                           Director, President and Chief       March 26, 1996
/S/ Michael T. Riordan     Operating Officer
Michael T. Riordan  

                           Director                            March 26, 1996
/S/Donald Patrick Brennan
Donald Patrick Brennan   

                                     - 3 -
                           Director                            March 26, 1996
/S/Frank V. Sica
Frank V. Sica

                           Director                            March 26, 1996
/S/Robert H. Niehaus
Robert H. Niehaus

                           Director                            March 26, 1996
/S/David I. Margolis
David I. Margolis

                           Director                            March 26, 1996
/S/Dudley J. Godfrey, Jr.
Dudley J. Godfrey, Jr.

                           Director                            March 26, 1996
/S/James L. Burke
James L. Burke

     Pursuant to the requirements of the Securities Act of 1933, the trustees 
(or other persons who administer the Plan) have duly caused this Registration 
Statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of Green Bay, State of Wisconsin, on the 25th day of 
March, 1996.

                                  FORT HOWARD CORPORATION PROFIT
                                  SHARING RETIREMENT PLAN

                                  Investment Advisory Board

                                  
                                  /S/James W. Nellen II
                                  By: James W. Nellen II
                                      Member

     Pursuant to the requirements of the Securities Act of 1933, the trustees 
(or other persons who administer the Plan) have duly caused this Registration 
Statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of Green Bay, State of Wisconsin, on the 25th day of 
March, 1996.

                                  HARMON ASSOC. CORP.
                                  PROFIT SHARING PLAN

                                  Investment Advisory Board

                                  
                                  /S/James W. Nellen II
                                  By: James W. Nellen II
                                      Member

                                     - 4 -
                               INDEX TO EXHIBITS

         Exhibit No.   Description

         *4.1          Fort Howard Corporation Profit Sharing Retirement Plan, 
                       (As Amended and Restated as of January 1, 1985) 
                       conformed through the Ninth Amendment.

         *4.2          Fort Howard Plan Amendment No. 10 dated September 21, 
                       1995.

         *4.3          Fort Howard Plan Amendment No. 11 dated December 22, 
                       1995.

         *4.4          Fort Howard Plan Amendment No. 12 dated March 20, 1996.

         *4.5          Fort Howard Profit Sharing Retirement Master Trust 
                       effective January 1, 1996.

         *4.6          Summary Plan Description.

         *4.7          Harmon Assoc., Corp. Profit Sharing Plan (As Amended 
                       and Restated effective January 1, 1995).

         *4.8          Harmon Plan Amendment No. 1 dated March 20, 1996.

         +5            Opinion of Shearman & Sterling, counsel to the 
                       Registrant as to the legality of the securities 
                       registered hereby.

         +23.1         Consent of Arthur Andersen LLP.

         +23.2         Consent of Shearman & Sterling (included in Exhibit 5).

         +24           Powers of Attorney (included as part of signature 
                       page).

         ------------
         + Filed herewith
         * Previously filed as an exhibit to Registrant's Registration 
           Statement on Form S-8 (File No. 333-00019).