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UNITED STATES
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
Date of Report: (Date of earliest event reported): April 28, 2005
Rock-Tenn Company
(Exact name of registrant as specified in charter)
Georgia 0-23340 62-0342590
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
504 Thrasher Street, Norcross, Georgia 30071
(Address of principal executive offices) (Zip Code)
(770) 448-2193
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02. Results of Operations and Financial Condition
On April 28, 2005, Rock-Tenn Company ("Rock-Tenn") issued a press release
announcing that Rock-Tenn and Gulf States Paper Corporation ("Gulf States") have
entered into an agreement pursuant to which Rock-Tenn will acquire the assets of
Gulf States' Pulp and Paperboard and Paperboard Packaging business ("GSPP"). The
press release included historical financial information and pro forma financial
information regarding GSPP.
The press release announced that Rock-Tenn would discuss the details of the
transaction during its conference call on Thursday, April 28, 2005, at 11:00
a.m. ET (the "Conference Call").
A copy of the press release is attached hereto as Exhibit 99.1 and hereby
incorporated herein.
The press release announced that the Conference Call would be webcast and could
be accessed, along with a copy of the press release and other relevant financial
and statistical information related to the transaction, on Rock-Tenn's
website at www.rocktenn.com.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release (furnished pursuant to Item 2.02)
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.
ROCK-TENN COMPANY
(Registrant)
Date: April 28, 2005 By: /s/ Steven C. Voorhees
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Steven C. Voorhees
Executive Vice-President and
Chief Financial Officer
(Principal Financial Officer,
Principal Accounting Officer and
duly authorized officer)
INDEX TO EXHIBITS
Exhibit Number and Description
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99.1 Press Release (furnished pursuant to Item 2.02)