<PAGE> 1
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------
FORM 11-K
---------------------
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER 1-15157
A. Full title of the plan and address of the plan, if different from that
of the issuer named below:
PACTIV CORPORATION THRIFT PLAN FOR HOURLY EMPLOYEES
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
PACTIV CORPORATION
1900 WEST FIELD COURT
LAKE FOREST, IL 60045
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<PAGE> 2
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Pactiv Corporation Benefits Committee:
We have audited the accompanying statements of net assets available for plan
benefits of the Pactiv Corporation Thrift Plan For Hourly Employees (formerly,
the Tenneco Thrift Plan For Hourly Employees) as of December 31, 1999 and 1998,
and the related statement of changes in net assets available for plan benefits
for the year ended December 31, 1999. These financial statements and the
supplemental schedules referred to below are the responsibility of the Pactiv
Corporation Benefits Committee. Our responsibility is to express an opinion on
these financial statements and supplemental schedules based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Pactiv
Corporation Thrift Plan For Hourly Employees (formerly, the Tenneco Thrift Plan
For Hourly Employees) as of December 31, 1999 and 1998, and the changes in net
assets available for plan benefits for the year ended December 31, 1999, in
conformity with accounting principles generally accepted in the United States.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes as of December 31, 1999, included as Schedule I, and
reportable transactions - series of transactions for the year ended December 31,
1999, included as Schedule II, are presented for purposes of additional analysis
and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedules have been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
ARTHUR ANDERSEN LLP
Chicago, Illinois
June 12, 2000
<PAGE> 3
PACTIV CORPORATION THRIFT PLAN FOR HOURLY EMPLOYEES
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF DECEMBER 31, 1999 AND 1998
<TABLE>
<CAPTION>
1999 1998
------------ ------------
<S> <C> <C>
ASSETS:
Investments, at fair value-
Corporate securities-
Pactiv Corporation common stock $ 9,121,484 $ --
Tenneco Automotive Inc. common stock
(formerly, Tenneco Inc. common stock) 2,058,895 21,142,667
El Paso Energy common stock 1,114,229 1,431,440
Newport News Shipbuilding Inc. common stock 835,670 1,445,023
------------ ------------
13,130,278 24,019,130
Collective trust funds-
BZW Barclays Equity Index Fund 24,441,353 17,366,091
BZW Barclays U.S. Debt Market Index Fund 5,255,387 4,813,406
Other -- 2,109,680
------------ ------------
29,696,740 24,289,177
Registered investment companies-
Fidelity Growth Company Fund 58,814,609 28,848,110
INVESCO Value Trust Total Return Fund 13,279,145 13,718,983
Putnam New Opportunities Fund 20,732,997 9,139,269
Templeton Foreign Fund 2,776,232 996,608
Other -- 5,621,801
------------ ------------
95,602,983 58,324,771
Pooled separate accounts -- 2,589,321
Guaranteed investment contract -- 480,379
Nations Cash Reserves 31,432,122 21,633,410
Bankers Trust Pyramid Directed Account Cash Fund 617,436 1,097,290
Participant loans receivable 6,226,048 5,170,173
------------ ------------
Total investments 176,705,607 137,603,651
Receivables-
Employees' contributions 777,011 352,471
Employers' contributions 1,089,885 163,442
Accrued interest and dividends 151,683 116,602
Due from broker 88,842 --
------------ ------------
Total receivables 2,107,421 632,515
------------ ------------
Total assets 178,813,028 138,236,166
LIABILITIES:
Due to broker 283,152 294,995
Due to affiliated plan 285,714 --
------------ ------------
Total liabilities 568,866 294,995
------------ ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $178,244,162 $137,941,171
============ ============
</TABLE>
The accompanying notes to financial statements are an integral part of these
financial statements.
<PAGE> 4
PACTIV CORPORATION THRIFT PLAN FOR HOURLY EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1999
<TABLE>
<S> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year $ 137,941,171
--------------
ADDITIONS:
Dividends-
Tenneco Inc. common stock 640,906
Other corporate securities 60,605
Registered investment companies 6,735,445
--------------
Total dividends 7,436,956
Interest 1,198,496
Repayment of loan interest 441,063
--------------
9,076,515
Net appreciation (depreciation) in fair value of investments-
Corporate securities (15,766,969)
Collective trust funds 4,234,630
Registered investment companies 27,251,385
--------------
Total net appreciation in fair value of investments 15,719,046
Net investment income 24,795,561
Contributions-
Employees 17,904,153
Employers 7,802,762
Rollovers 58,302
--------------
25,765,217
--------------
Total additions 50,560,778
--------------
DEDUCTIONS:
Withdrawals 10,019,519
Administrative expenses 198,134
Transfer to other plans 40,134
--------------
Total deductions 10,257,787
--------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $ 178,244,162
==============
</TABLE>
The accompanying notes to financial statements are an integral part of this
financial statement.
<PAGE> 5
PACTIV CORPORATION THRIFT PLAN FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
1. DESCRIPTION OF THE PACTIV CORPORATION
THRIFT PLAN FOR HOURLY EMPLOYEES:
The following description of the Pactiv Corporation Thrift Plan For Hourly
Employees (formerly the Tenneco Thrift Plan for Hourly Employees) (the Hourly
Thrift Plan) provides only general information. Participants should refer to the
Hourly Thrift Plan document for a more complete description of the Hourly Thrift
Plan's provisions.
Reorganization of Sponsor
During 1998, the board of directors of Tenneco Inc. authorized management to
develop a broad range of strategic alternatives to separate the automotive,
paperboard packaging and specialty packaging businesses. Subsequently, Tenneco
Inc. completed the following actions:
a. In January 1999, Tenneco Inc. announced an agreement to contribute the
containerboard business to a new joint venture with an affiliate of Madison
Dearborn Partners. The transaction closed in April 1999. Tenneco Inc.
retained a 43 percent interest in the joint venture, Packaging Corporation
of America (PCA).
b. In April 1999, Tenneco Inc. announced an agreement to sell the folding
carton operations to Caraustar Industries (the Caraustar Sale). This
transaction closed in June 1999. The folding carton operations and the
containerboard business together represented the paperboard packaging
business.
c. On November 4, 1999, Tenneco Inc. completed the spin-off of the common
stock of Tenneco Packaging Inc., now known as Pactiv Corporation, to
Tenneco Inc. shareholders (the Spin-Off). As a result of the Spin-Off,
Tenneco Inc. shareholders received one share of Pactiv Corporation common
stock for each share of Tenneco Inc. common stock held as of the close of
business on October 29, 1999. Pactiv Corporation included all of the
businesses that made up the specialty packaging segment as well as the
remaining interest in PCA and the administrative services operation.
d. Immediately following the Spin-Off, Tenneco Inc. was renamed Tenneco
Automotive Inc. On November 5, 1999, Tenneco Automotive Inc. completed a
reverse stock split. Every five shares of Tenneco Inc. common stock were
converted into one share of Tenneco Automotive Inc. common stock.
In conjunction with the Spin-Off, Pactiv Corporation assumed sponsorship of the
Tenneco Thrift Plan For Hourly Employees from Tenneco Inc. and the Tenneco
Thrift Plan For Hourly Employees was renamed the Pactiv Corporation Thrift Plan
For Hourly Employees. For purposes of these financial statements, "Employers"
refers to Tenneco Inc. and its subsidiaries that had adopted the Hourly Thrift
Plan prior to the Spin-Off and to Pactiv Corporation, Tenneco Automotive Inc.,
Packaging Corporation of America and their subsidiaries that continued to
participate in the Hourly Thrift Plan for a limited period subsequent to the
Spin-Off.
General
The Hourly Thrift Plan is a defined contribution plan subject to the provisions
of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
Eligibility and Contributions
Employees are generally eligible to participate in the Hourly Thrift Plan the
first day of the month following the completion of one year of service.
Eligible employees electing to participate in the Hourly Thrift Plan may make
contributions (Employee Contribution Account) by payroll deduction of not less
than 1 percent nor greater than 8 percent of compensation (or such percentage of
compensation greater than 8 percent as may be specified in a covered
<PAGE> 6
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group's special appendix to the Hourly Thrift Plan), as defined, with such
contributions limited to $10,000 for 1999. The Employers contribute on behalf of
the participants a matching contribution equal to an amount detailed in each
group's special appendix.
The Employers' matching contributions are generally invested in the applicable
Employers' common stock. Certain covered groups may direct the Employers'
matching contributions into the available investment options other than the
Employers' common stock. The Employers' matching contributions and the related
earnings must remain in the form of the applicable Employers' common stock until
the participant reaches age 55 or terminates employment and requests a total
distribution.
Investment Options
Each participant has the right upon enrollment to select the funds in which the
balance in the participant's account, excluding certain Employer contributions,
will be invested. During 1999, participants can invest in two common collective
trusts, four registered investment companies and a money market fund. Prior to
the Spin-Off, participants could also invest in Tenneco Inc. common stock.
Subsequent to the Spin-Off, employees transferring to Pactiv Corporation can
invest in Pactiv Corporation common stock and employees remaining with Tenneco
Automotive Inc. can invest in Tenneco Automotive Inc. common stock. Employees of
PCA subsequent to the formation of the joint venture may no longer invest new
monies in the Employers' common stock. Monies pending purchase in each of the
investment options are temporarily invested in the Bankers Trust Pyramid
Directed Account Cash Fund.
Shares of Newport News Shipbuilding Inc. common stock, received through a 1996
distribution to Tenneco Inc. shareholders, and El Paso Energy common stock,
received through a 1996 merger transaction through an affiliate of Tenneco Inc.,
are held in separate funds; however, participants cannot direct contributions or
fund transfers to these funds. Dividends earned by these funds are invested in
Nations Cash Reserves.
Vesting
Participants are 100 percent vested in their employee contributions made to the
Hourly Thrift Plan.
The Employers' matching contributions become vested in accordance with the
schedule detailed in each covered group's special appendix.
Upon attainment of age 65, or termination of employment due to death or total
disability, a participant will become 100 percent vested in the Employers'
matching contributions. Forfeited nonvested accounts are used to reduce future
Employers' matching contributions.
Withdrawals and Participant Loans
Upon retirement or other termination of employment, the participant may receive
the value of the vested interest in his account as a lump-sum distribution.
Certain participants, as specified in the covered group's special appendix, who
have attained age 55 may elect an in-service withdrawal. Certain participants,
as specified in the covered group's special appendix, who have not attained age
59-1/2 may elect to withdraw all or part of their account balances, reduced by
the portion of their account balances attributable to salary deferral
contributions.
Certain participants, as specified in the covered group's special appendix, may,
subject to the approval of the plan administrator, make a hardship withdrawal
from their Employee Contribution Accounts, excluding gains and earnings in such
accounts. A hardship withdrawal shall only be made in the event of a financial
need constituting a hardship.
Plan equity as of December 31, 1999, includes amounts pending distribution to
participants of $262,671 (see Note 5).
<PAGE> 7
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Certain participants may borrow from their accounts a minimum of $1,000 up to a
maximum equal to the lesser of $50,000 minus the highest outstanding loan
balance during the last 12 months, or 50 percent of their account balances. Loan
terms range from one to 4-1/2 years. The loans are secured by the balance in the
participant's account and bear interest at a rate equal to the Wall Street
Journal Prime Rate. Principal and interest are paid through payroll deductions.
Administration
The Hourly Thrift Plan is currently administered by the Pactiv Corporation
Benefits Committee, formerly known as the Tenneco Benefits Committee
(respectively, the Committee). Bankers Trust Company serves as trustee of the
Hourly Thrift Plan.
2. SUMMARY OF ACCOUNTING POLICIES:
Basis of Accounting
The financial statements of the Hourly Thrift Plan are presented on the accrual
basis of accounting. The investments of the Hourly Thrift Plan are reported at
quoted market value. Collective trust funds and pooled separate accounts are
valued by reference to published market data, as available, of the underlying
assets. Guaranteed investment contracts were carried at contract value which
approximated fair value. Participant loans receivable are reported at cost which
approximates fair value.
Earnings
Individual participants' accounts are credited daily with investment earnings
and losses. Investment earnings and losses are credited based upon the number of
units held in an individual participant's account and the fair market value per
unit based upon the net asset value or share price of the underlying securities
at the close of business each day.
Expenses
Certain administrative expenses are currently paid by the Employers. In the
event expenses are not paid by the Employers, such expenses are paid by the
Hourly Thrift Plan.
Use of Estimates
The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States requires management to use
estimates and assumptions that affect the accompanying financial statements and
disclosures. Actual results could differ from those estimates.
Adoption of Statement of Position 99-3
The Accounting Standards Executive Committee issued AICPA Statement of Position
(SOP) 99-3, "Accounting for and Reporting of Certain Defined Contribution Plan
Investments and Other Disclosure Matters," which eliminates the requirement for
a defined contribution plan to disclose participant-directed investment
programs. During 1999, the Hourly Thrift Plan adopted SOP 99-3 and, as such, the
1998 financial statements have been reclassified to eliminate the
participant-directed fund investment program disclosures.
<PAGE> 8
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3. NONPARTICIPANT-DIRECTED INVESTMENTS:
Information about the net assets relating to the nonparticipant-directed
investments at December 31, 1999 and 1998:
<TABLE>
<CAPTION>
1999 1998
------------ ------------
<S> <C> <C>
Pactiv Corporation common stock $ 4,943,752 $ --
Tenneco Automotive Inc. common stock
(formerly, Tenneco Inc. common stock) 1,310,402 9,801,205
Bankers Trust Pyramid Directed Account Cash
Fund 160,384 182,983
Employer's contribution receivable 1,089,885 138,783
Accrued interest 813 3,999
------------ ------------
Net assets $ 7,505,236 $ 10,126,970
============ ============
</TABLE>
The significant components of the change in net assets relating to the
nonparticipant-directed investments for the year ended December 31, 1999, are as
follows:
<TABLE>
<S> <C>
Investment income-
Net depreciation in fair value of investments $ (7,979,619)
Interest and dividends 460,496
------------
(7,519,123)
Employers' contributions 6,044,158
Interfund transfers (2,037,259)
Withdrawals 890,490
------------
Decrease in net assets $ (2,621,734)
============
</TABLE>
4. RISKS AND UNCERTAINTIES:
The Hourly Thrift Plan provides for investment in corporate securities,
collective trust funds, registered investment companies and money market funds.
Investment securities, in general, are exposed to various risks, such as
interest rate, credit and overall market volatility risk. Due to the level of
risk associated with certain investment securities, it is reasonably possible
that changes in the values of investment securities will occur in the near term.
5. RECONCILIATION OF FINANCIAL
STATEMENTS TO FORM 5500:
The following is a reconciliation of net assets available for plan benefits per
the financial statements to the Form 5500 as of December 31, 1999 and 1998:
<TABLE>
<CAPTION>
1999 1998
-------------- --------------
<S> <C> <C>
Net assets available for plan benefits per the financial statements $ 178,244,162 $ 137,941,171
Less- Amounts allocated to withdrawing participants (262,671) --
-------------- --------------
Net assets available for plan benefits per the Form 5500 $ 177,981,491 $ 137,941,171
============== ==============
</TABLE>
<PAGE> 9
-5-
The following is a reconciliation of withdrawals per the financial statements to
the Form 5500 for the year ended December 31, 1999:
<TABLE>
<S> <C>
Withdrawals per the financial statements $10,019,519
Add- Amounts allocated to withdrawing participants at December 31, 1999 262,671
Less- Amounts allocated to withdrawing participants at December 31, 1998 --
-----------
Withdrawals per the Form 5500 $10,282,190
===========
</TABLE>
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31 but not paid as of that date.
6. FEDERAL INCOME TAXES:
The Hourly Thrift Plan obtained its latest determination letter on March 20,
1998 in which the Internal Revenue Service stated that the Hourly Thrift Plan,
as then designed, was in compliance with the applicable requirements of the
Internal Revenue Code of 1986, as amended (the IRC). The Hourly Thrift Plan has
been amended since receiving the determination letter. However, the Committee
believes that the Hourly Thrift Plan is currently designed and being operated in
compliance with the applicable requirements of the IRC. Therefore, the Committee
believes that the Hourly Thrift Plan was qualified and the related trust was
tax-exempt as of the financial statement date.
7. TERMINATION OF THE HOURLY THRIFT PLAN:
Although Pactiv Corporation intends to continue the Hourly Thrift Plan
indefinitely, they reserve the right to terminate the Hourly Thrift Plan or
withdraw from participation in the Hourly Thrift Plan. Any assets which are not
allocated to the accounts of participants upon the complete termination of the
Hourly Thrift Plan or complete discontinuance of contributions will be allocated
among all of the participants' accounts pro rata on the basis of their account
balance at the date of termination.
8. PARTY IN INTEREST:
The Hourly Thrift Plan invests in shares of the Bankers Trust Pyramid Directed
Account Cash Fund which is managed by Bankers Trust. Bankers Trust is the
trustee and, therefore, these transactions qualify as party-in-interest
transactions.
9. SUBSEQUENT EVENTS:
In February 2000, PCA employees began participating in a newly established PCA
plan and their associated Hourly Thrift Plan account balances totaling
$4,500,000 were transferred to the PCA plan. In addition, in February 2000,
Tenneco Automotive Inc. employees began participating in a newly established
Tenneco Automotive Inc. plan and their associated Hourly Thrift Plan account
balances totaling $4,600,000 were transferred to the Tenneco Automotive Inc.
plan.
<PAGE> 10
SCHEDULE I
PACTIV CORPORATION THRIFT PLAN FOR HOURLY EMPLOYEES
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1999
<TABLE>
<CAPTION>
Shares or Current
Identity of Issue Description of Asset Face Value Cost Value
------------------------------------ ------------------------------------------------ ---------- ------------ -------------
<S> <C> <C> <C> <C>
Pactiv Corporation* Pactiv Corporation common stock 858,493 $ 18,819,386 $ 9,121,484
Tenneco Automotive Inc. Tenneco Automotive Inc. common stock 221,089 11,934,522 2,058,895
El Paso Energy Company El Paso Energy common stock 28,708 (a) 1,114,229
Newport News Shipbuilding Inc. Newport News Shipbuilding Inc. common stock 30,388 (a) 835,670
BZW Barclays Global Investors BZW Barclays Equity Index Fund 601,086 (a) 24,441,353
BZW Barclays Global Investors BZW Barclays U.S. Debt Market Index Fund 376,462 (a) 5,255,387
Fidelity Investments Institutional
Services Co. Fidelity Growth Company Fund 697,682 (a) 58,814,609
INVESCO Funds Group, Inc. INVESCO Value Trust Total Return Fund 458,534 (a) 13,279,145
Putnam Management Company Putnam New Opportunities Fund 227,935 (a) 20,732,997
Franklin Templeton Templeton Foreign Fund 247,436 (a) 2,776,232
NationsBank of Texas, N.A. Nations Cash Reserves 617,436 (a) 617,436
Bankers Trust Company* Bankers Trust Pyramid Directed Account Cash Fund 31,432,122 31,432,122(a) 31,432,122
Pactiv Corporation Thrift Plan
For Hourly Employees* Participant loans receivable (interest rates
ranging from 7.75% to 8.5%) 6,226,048 (a) 6,226,048
-------------
Total assets held for investment purposes $ 176,705,607
=============
</TABLE>
*Indicated party in interest.
(a) Cost omitted for participant-directed investments.
<PAGE> 11
SCHEDULE II
PACTIV CORPORATION THRIFT PLAN FOR HOURLY EMPLOYEES
SCHEDULE OF REPORTABLE TRANSACTIONS - SERIES OF TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
In-Kind
Purchase Exchanges
Identity of Party Involved Description Price(a)(c) In(c)
------------------------------------------------ -------------------------------------------- -------------- ------------
<S> <C> <C> <C>
Tenneco Automotive Inc. (formerly, Tenneco Inc.) Tenneco Automotive Inc. common stock (formerly,
Tenneco Inc. common stock) $ 2,991,339 $ 5,112,338
Bankers Trust Company Bankers Trust Pyramid Account Cash Fund 75,412,402 -
<CAPTION>
Cost
of Assets
Selling Sold or
Identity of Party Involved Description Price(b)(c) Distributed
------------------------------------------------ -------------------------------------------- -------------- --------------
<S> <C> <C> <C>
Tenneco Automotive Inc. (formerly, Tenneco Inc.) Tenneco Automotive Inc. common stock (formerly,
Tenneco Inc. common stock) $ 2,494,908 $ 3,463,381
Bankers Trust Company Bankers Trust Pyramid Account Cash Fund 75,892,256 75,892,256
<CAPTION>
Cost
In-Kind of Assets
Exchanges Exchanged
Identity of Party Involved Description Out(c) Out
------------------------------------------------ -------------------------------------------- ------------- -----------
<S> <C> <C> <C>
Tenneco Automotive Inc. (formerly, Tenneco Inc.) Tenneco Automotive Inc. common stock (formerly,
Tenneco Inc. common stock) $ 122,650 $ 165,553
Bankers Trust Company Bankers Trust Pyramid Account Cash Fund -- --
<CAPTION>
Net Gain
Identity of Party Involved Description (Loss)
------------------------------------------------ -------------------------------------------- --------------
<S> <C> <C>
Tenneco Automotive Inc. (formerly, Tenneco Inc.) Tenneco Automotive Inc. common stock (formerly,
Tenneco Inc. common stock) $ (1,011,376)
Bankers Trust Company Bankers Trust Pyramid Account Cash Fund --
</TABLE>
(a) Purchase price equals cost of asset and includes expenses incurred in
connection with transactions (i.e., commissions, transfer fees, etc.).
(b) Selling price is net of expenses incurred in connection with transactions.
(c) Current value of asset on transaction date is equal to the purchase/selling
price and in-kind exchanges in/out.
NOTE: This schedule is a listing of series of transactions (for
nonparticipant-directed investments) in the same security which exceed
5 percent of the market value of the Hourly Thrift Plan assets held on
January 1, 1999.
<PAGE> 12
SIGNATURES
The Plan. Pursuant to the requirements of the Securities and Exchange Act of
1934, the Pactiv Corporation Benefits Committee have duly caused this annual
report to be signed on its behalf by the undersigned hereunder duly authorized.
PACTIV CORPORATION THRIFT PLAN
FOR HOURLY EMPLOYEES
Date: June 26, 2000 /s/ RICHARD L. WAMBOLD
---------------------------------------
Richard L. Wambold
President, Chief Executive Officer
and Chairman of the Board
<PAGE> 13
INDEX TO EXHIBIT
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<S> <C>
23 Consent of Independent Public Accountants
</TABLE>
