SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

O SHAUGHNESSY ROGER D

(Last)

(First)

(Middle)

SUITE 2300

222 S. 9TH ST.

(Street)

MINNEAPOLIS

55402-4099

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BEMIS CO INC [ BMS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/02/2006

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/02/2006		M		1,968⁽⁴⁾	A	$31.39	3,905	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	$18.6719	10/30/1997		A		10,000		10/30/2007⁽¹⁾	10/30/2007	Common Stock	10,000	⁽²⁾	10,000	D
Common Stock	⁽³⁾	05/02/2003	05/02/2006	M			1,968	05/02/2006⁽⁴⁾	05/02/2006	Common Stock	1,968	⁽⁷⁾	0	D
Common Stock	⁽³⁾	05/06/2004		A		1,648		05/06/2007⁽⁵⁾	05/06/2007	Common Stock	1,648	⁽⁷⁾	1,648	D
Common Stock	⁽³⁾	05/04/2006		A		797		05/04/2009⁽⁶⁾	05/04/2009	Common Stock	797	⁽⁷⁾	797	D
Phantom Stock	⁽⁸⁾	12/31/1998		A		959.883		⁽⁹⁾	⁽⁹⁾	Phantom Stock	959.883	⁽¹⁰⁾	959.883	D
Phantom Stock	⁽⁸⁾	12/31/1999		A		1,146.011		⁽⁸⁾	⁽⁸⁾	Phantom Stock	1,146.011	⁽¹¹⁾	1,146.011	D
Phantom Stock	⁽⁸⁾	12/31/2000		A		1,166.627		⁽⁹⁾	⁽⁹⁾	Phantom Stock	1,166.627	⁽¹²⁾	1,166.627	D
Phantom Stock	⁽⁸⁾	12/31/2001		A		1,111.699		⁽⁹⁾	⁽⁹⁾	Phantom Stock	1,111.699	⁽¹³⁾	1,111.699	D
Phantom Stock	⁽⁸⁾	12/31/2002		A		890.049		⁽⁹⁾	⁽⁹⁾	Phantom Stock	890.049	⁽¹⁴⁾	890.049	D
Phantom Stock	⁽⁸⁾	12/31/2003		A		977.317		⁽⁹⁾	⁽⁹⁾	Phantom Stock	977.317	⁽¹⁵⁾	977.317	D
Phantom Stock	⁽⁸⁾	12/31/2004		A		324.94		⁽⁹⁾	⁽⁹⁾	Phantom Stock	324.94	⁽¹⁶⁾	324.94	D
Phantom Stock	⁽⁸⁾	12/31/2005		A		2,346.721		⁽⁹⁾	⁽⁹⁾	Phantom Stock	2,346.721	⁽¹⁷⁾	2,346.721	D
Phanton Stock	⁽⁸⁾	03/01/2006		A		102.523		⁽⁹⁾	⁽⁹⁾	Phantom Stock	102.523	⁽¹⁸⁾	16,295.812⁽¹⁹⁾	D

Explanation of Responses:

1. Stock Option (right to buy) granted pursuant to Bemis Director's Stock Option Program exempt under Rule 16b-3: All options now exercisable.

2. Will know the price on the date of exercise.

3. Security converts to Common Stock on a one-for-one basis on date of conversion.

4. Award granted pursuant to 2001 Stock Incentive Plan exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of May 2, 2006. Payout of 1,968 shares was made on May 2, 2006.

5. Award granted pursuant to 2001 Stock Incentive Plan exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of May 6, 2007.

6. Award granted pursuant to 2001 Stock Incentive Plan exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of May 4, 2009.

7. Will know price on the date of conversion.

8. Phantom Stock units convert to one share of Common Stock. On date of payout, distribution is made in cash equivalent to value of Phantom Stock units.

9. In a single lump distribution in January following termination of service as a Director.

10. Acquired at various dates from January 1, 1998 to December 31, 1998 at prices ranging from $33.9375 to $45.125.

11. Acquired at various dates from January 1, 1999 to December 31, 1999 at prices ranging from $31.9375 to $38.3125.

12. Acquired at various dates from January 1, 2000 to December 31, 2000 at prices ranging from $31.75 to $36.5625.

13. Acquired at various dates from January 1, 2001 to December 31, 2001 at prices ranging from $32.1875 to $49.99.

14. Acquired at various dates from January 1, 2002 to December 31, 2002 at prices ranging from $48.26 to $56.78.

15. Acquired at various dates from January 1, 2003 to December 31, 2003 at prices ranging from $41.26 to $46.48.

16. Acquired at various dates from January 1, 2004 to December 31, 2004 at prices ranging from $25.81 to $27.85.

17. Acquired at various dates from January 1, 2005 to December 31, 2005 at prices ranging from $26.02 to $30.36.

18. Acquired on March 1, 2006 at a price of $30.01.

19. Phantom Stock units convert to one share of Common Stock. On date of payout, distribution is made in cash equivalent to value of Phantom Stock units.

	J J Seifert Power of Attorney	05/04/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.