Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BOISE CASCADE HOLDINGS, L.L.C.
 2. Date of Event Requiring Statement (Month/Day/Year)
02/22/2008		 3. Issuer Name and Ticker or Trading Symbol
Boise Inc. [BZ]
(Last)
(First)
(Middle)
C/O BOISE CASCADE HOLDINGS, L.L.C., 1111 WEST JEFFERSON STREET, SUITE 300		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BOISE, ID 83728		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, par value $0.0001 37,857,374
I
See footnote (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BOISE CASCADE HOLDINGS, L.L.C.
C/O BOISE CASCADE HOLDINGS, L.L.C.
1111 WEST JEFFERSON STREET, SUITE 300
BOISE, ID 83728		     X    
FOREST PRODUCTS HOLDINGS, L.L.C.
C/O BOISE CASCADE HOLDINGS, L.L.C.
1111 WEST JEFFERSON STREET, SUITE 300
BOISE, ID 83728		     X    
MADISON DEARBORN CAPITAL PARTNERS IV LP
C/O BOISE CASCADE HOLDINGS, L.L.C.
1111 WEST JEFFERSON STREET, SUITE 300
BOISE, ID 83728		     X    
MADISON DEARBORN PARTNERS IV LP
C/O BOISE CASCADE HOLDINGS, L.L.C.
1111 WEST JEFFERSON STREET, SUITE 300
BOISE, ID 83728		     X    

Signatures

Boise Cascade Holdings, L.L.C. By: /s/ David G. Gadda, Its:Vice President and General Counsel 03/03/2008
**Signature of Reporting Person Date
Forest Products Holdings, L.L.C. By: /s/ Wayne Rancourt Its:Vice President and Treasurer 03/03/2008
**Signature of Reporting Person Date
Madison Dearborn Capital Partners IV, L.P. By: Madison Dearborn Partners IV, L.P., its General Partner By: Madison Dearborn Partners, LLC, it General Partner By: /s/ Mark B. Tresnowski, Managing Director 03/03/2008
**Signature of Reporting Person Date
Madison Dearborn Partners IV, L.P. By: Madison Dearborn Partners, LLC, it General Partner By: /s/ Mark B. Tresnowski, Managing Director 03/03/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Boise Cascade Holdings, L.L.C. ("BCH") is the record owner of the 37,857,374 shares set forth herein. The shares held by BCH may be deemed to be beneficially owned by: (i) Forest Products Holdings, L.L.C. ("FPH"), by virtue of its being the controlling equityholder of BCH; (ii) Madison Dearborn Capital Partners IV, L.P. ("MDCP IV") by virtue of its being the controlling equityholder of FPH; and (iii) Madison Dearborn Partners IV, L.P. ("MDP IV"), by virtue of its being the general partner of MDCP IV. John A. Canning, Jr., Paul J. Finnegan and Samuel M. Mencoff are the sole members of a limited partner committee of MDP IV that has the power, acting by majority vote, to vote or dispose of the shares held by MDCP IV and MDP IV. Each of FPH, MDCP IV, MDP IV and the members of the limited partner committee of MDP IV disclaims beneficial ownership of the shares held directly by BCH except to the extent of his or its respective pecuniary interest therein.

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