8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                                December 1, 1999
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                        (Date of earliest event reported)




                         HUNTSMAN PACKAGING CORPORATION
                         ------------------------------
             (Exact name of registrant as specified in its charter)



             Utah                       333-40067               87-0496065
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(State or other jurisdiction of    (Commission File No.)      (I.R.S. Employer
incorporation or organization)                               Identification No.)



                                500 Huntsman Way
                           Salt Lake City, Utah 84108
                                 (801) 584-5700
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          (Address of principal executive offices and telephone number,
                              including area code)



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ITEM 5. OTHER EVENTS

        On December 1, 1999, Huntsman Packaging Corporation announced that it is
beginning a process to evaluate a variety of financial alternatives to monetize
the interest of Jon M. Huntsman, the majority shareholder and Chairman of the
Company. The alternatives being considered include a potential initial public
offering, a recapitalization of the Company, a management buy-out of Mr.
Huntsman's interest, and an outright sale of the business. Mr. Huntsman intends
to use the proceeds to fund his many charitable causes, most notably the
Huntsman Cancer Institute, located in Salt Lake City, Utah, which opened in
September of this year.

        A copy of the press release issued by Huntsman Packaging Corporation in
connection with the announcement is filed as Exhibit 99.1 to this report and
incorporated herein by reference.


ITEM 7. FINANCIAL STATEMENTS, PRO FORMA INFORMATION AND EXHIBITS.

        (c) Exhibits

            99.1    Press release dated December 1, 1999.



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                                   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 thereunto duly authorized.


                                            HUNTSMAN PACKAGING CORPORATION



                                            /s/ SCOTT K. SORENSEN
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                                            Scott K. Sorensen
                                            Executive Vice President and
                                            Chief Financial Officer, Treasurer



Date:  December 10, 1999



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                                INDEX TO EXHIBITS



Exhibits
               
99.1              Press Release dated December 1, 1999.

EX-99.1

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                                                                    EXHIBIT 99.1



             HUNTSMAN PACKAGING CORPORATION TO EXPLORE ALTERNATIVES
                      TO SELL MAJORITY SHAREHOLDER'S STAKE


Salt Lake City, UT, December 1, 1999 - Huntsman Packaging Corporation today
announced that it is beginning a process to evaluate a variety of financial
alternatives to monetize the interest of Jon M. Huntsman, the majority
shareholder and Chairman of the Company. Mr. Huntsman said he intends to use
the proceeds to fund his many charitable causes, most notably the Huntsman
Cancer Institute, located in Salt Lake City, Utah, which opened in September of
this year.

Mr. Huntsman owns approximately 61 percent of the stock of the Company. Richard
P. Durham, who is the President and Chief Executive Officer of the Company, and
his wife, Christena Huntsman Durham, own or control approximately 35 percent of
the stock. Other members of senior management own or control the remaining 4
percent.

Huntsman Packaging was formed in 1992 to acquire Goodyear Tire & Rubber
Company's Film Products Division. Since that time, the Company has acquired and
successfully integrated twelve additional strategic film and flexible packaging
businesses. Today, Huntsman Packaging is a leading producer of value-added film
and flexible packaging products for the personal care, medical, food, industrial
and agricultural markets. The Company operates 24 manufacturing and research and
development facilities worldwide and employs approximately 3,800 people. Its pro
forma 1999 revenues are expected to be approximately $825 million.

Monetizing Mr. Huntsman's interest in Huntsman Packaging follows similar actions
in recent months by Mr. Huntsman to divest non-core businesses to fund
charitable causes. In December 1998, Huntsman Corporation sold its global
styrenics business to Nova Corporation, and in March 1998, affiliates of
Huntsman Corporation sold their interests in Polycom Huntsman, Inc. to Spartech
Corporation.

Mr. Huntsman commented, "I am extremely pleased with the outstanding performance
of Huntsman Packaging, which, over the past two and a half years, has tripled
its revenues and grown its cash flow by nearly five-fold. I am proud of the
outstanding track record of the Huntsman Packaging management team in expanding
the business through internal investment and acquiring and integrating numerous
other successful businesses. Although Huntsman Packaging continues to reach
record levels of profitability and possesses outstanding growth potential, I
believe the time has come for me to redeploy these funds into our Huntsman
Cancer Institute and our other charitable causes."

Mr. Durham stated, "We are honored to help Jon fulfill his life-long dream of
converting his vast business interests into funds that will be used to relieve
human suffering around the world."

Huntsman Packaging has engaged Salomon Smith Barney to act as exclusive
financial advisor to the Company's board of directors in evaluating financial
alternatives. The alternatives being considered include a potential initial
public offering, a recapitalization of the Company, a management buy-out of Mr.
Huntsman's interest, and an outright sale of the business.


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None of Mr. Huntsman's petrochemical or plastics businesses, including Huntsman
Corporation, are affected by today's announcement. Huntsman Corporation is North
America's largest privately-held chemical company. Its operating companies
manufacture basic products for the world's most essential industries, including
chemicals, plastics, automotive, agriculture, construction, high-tech, health
care, textiles, detergent, and personal care. Huntsman-held companies today have
revenues of approximately $8 billion, more than 16,000 employees, and facilities
in 34 countries.