EX-99 2 packagingcorpex99.txt JOINT FILING AGREEMENT JOINT FILING AGREEMENT This JOINT FILING AGREEMENT is made and entered into by and among Iridian Asset Management LLC, The Governor and Company of the Bank of Ireland, IBI Interfunding, BancIreland/First Financial, Inc., and BIAM (US) Inc. The parties to this Agreement hereby agree to prepare jointly and file timely (or otherwise deliver as appropriate) all filings on Schedule 13D and Schedule 13G (the "Filings") required to be filed by them pursunat to Section 13(d) or 13(g) under the Securities Exchange Act of 1934, as amended, with respect to their respective ownership of any securities of Packaging Corporation of America that are requireed to be reportd on any Filings. Each party to this Agreement further agrees and covenants to the other parties that it will fully cooperate with such other parties in the preparation and timely filing (and other delivery) of all such Filings. Date: February 8, 2004 IRIDIAN ASSET MANAGEMENT LLC By: /s/ Jeffrey M. Elliott ---------------------------------- Jeffrey M. Elliott Executive Vice President THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND By: /s/ John Clifford ---------------------------------- John Clifford Group Secretary IBI INTERFUNDING By: /s/ Peter Nugent ---------------------------------- Peter Nugent Secretary BANCIRELAND/FIRST FINANCIAL,INC. By: /s/ Diane Morrison ---------------------------------- Diane Morrison Director BIAM (US) INC. By: /s/ Diane Morrison ---------------------------------- Diane Morrison Director