Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
COTTERELL SAMUEL K
   2. Issuer Name and Ticker or Trading Symbol
BOISE INC. [BZ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President & CFO
(Last)
(First)
(Middle)
BOISE INC., 1111 WEST JEFFERSON STREET, SUITE 200		 3. Date of Earliest Transaction (Month/Day/Year)
01/01/2011
(Street)

BOISE, ID 83702-5388		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               22,154 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2008 Restricted Stock Units (1)               (2) 02/28/2011 Common Stock 14,800   14,800 D  
2008 Restricted Stock Units (1)               (3) 02/28/2011 Common Stock 23,900   23,900 D  
2008 Restricted Stock Units (1)               (4) 02/28/2011 Common Stock 5,433   5,433 D  
2009 Restricted Stock Units (1)               (5) 03/15/2012 Common Stock 80,000   80,000 D  
2011 Restricted Stock Units (1) 01/01/2011   A   18,000 (6)   03/15/2012(7) 03/15/2013(7) Common Stock 18,000 $ 0 18,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
COTTERELL SAMUEL K
BOISE INC.
1111 WEST JEFFERSON STREET, SUITE 200
BOISE, ID 83702-5388		       Senior Vice President & CFO  

Signatures

 /s/ Samuel K. Cotterell   01/04/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) Each restricted stock unit represents a contingent right to receive one share of Boise Inc. common stock.
(2) These restricted stock units vest upon Boise Inc.'s common stock achieving a market price of $10.00 per share.
(3) These restricted stock units vest upon Boise Inc.'s common stock achieving a market price of $12.50 per share.
(4) The first 1/3 of Mr. Cotterell's service-condition vesting restricted stock units vested on March 2, 2009, the second 1/3 vested on March 1, 2010, and the remaining 1/3 will vest on February 28, 2011. Pursuant to Mr. Cotterell's Restricted Stock Unit Award Agreement, the company pays cash for the fractional shares.
(5) These service-condition vesting restricted stock units vest as follows: 20% vested on March 15, 2010; 20% will vest on March 15, 2011; and 60% will vest on March 15, 2012.
(6) Mr. Cotterell was elected senior vice president and chief financial officer of the company, effective January 1, 2011. Upon his election, Mr. Cotterell was awarded a special long-term equity award under the Boise Inc. Incentive and Performance Plan of 18,000 restricted stock units.
(7) These service-condition vesting restricted stock units vest as follows: 50% will vest on March 15, 2012, and the remaining 50% will vest on March 15, 2013, subject to Mr. Cotterell's Restricted Stock Unit Award Agreement.

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