Bemis Company (BMS)

Item 1.02         Termination of a Material Definitive Agreement

Termination of Equity Commitment Agreement

As noted in Item 1.01, the Equity Commitment Agreement was terminated on July 29, 2009 pursuant to the Amendment.  The description of the Equity Commitment Agreement under Item 1.01 of the Company’s Current Report on Form 8-K as filed with the Securities and Exchange Commission (“SEC”) on July 9, 2009 is incorporated herein by reference.

With the exception of the transactions described herein or in Item 1.01 of the Company’s Current Report on Form 8-K filed with the SEC on July 9, 2009, the Company is not aware of any other material relationship between it and the Sellers, PPPI or their affiliates.

Termination of Commitment Letter for Bridge Financing

As permitted by the Amendment, as noted in Item 1.01, on July 29, 2009, the Company terminated the previously reported Commitment Letter.  The description of the Commitment Letter under Item 1.01 of the Company’s Current Report on Form 8-K as filed with the SEC on July 9, 2009 is incorporated herein by reference.

The Company engaged broker-dealer affiliates of the Commitment Parties as underwriters of the Equity Offering and the Debt Offering on customary terms of compensation for such services.

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ITEM 1.02.  TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

In connection with entering into the Credit Agreements described above, on April 29, 2008, the Company terminated its previous $500 million Revolving Credit Agreement among Bemis Company, Inc., various financial institutions, and J.P. Morgan, as Administrative Agent, dated as of September 2, 2004.  This agreement was scheduled to expire on September 2, 2009.

SIGNATURES

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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ITEM 1.02.  TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

The new Management Agreements referred to in Item 1.01 replace the agreements with executive officers of the Company as previously in effect.

SIGNATURES

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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