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): NOVEMBER 4, 2004


                         PACKAGING DYNAMICS CORPORATION
             (Exact Name of Registrant as Specified in its Charter)


           DELAWARE                     000-49741             32-0009217
 (State or Other Jurisdiction         (Commission           (IRS Employer
       of Incorporation)              File Number)         Identification No.)


        3900 WEST 43RD STREET, CHICAGO, ILLINOIS           60632
     (Address of Principal Executive Offices)            (Zip Code)


                                 (773) 843-4000
              (Registrant's telephone number, including area code)


                                      N/A
         (Former Name or Former Address, if Changed Since Last Report)


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))

<PAGE>

ITEM 2.02     RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

         On November 4, 2004, Packaging Dynamics Corporation issued a press
release announcing its results of operations for the third quarter ended
September 30, 2004. A copy of the press release, dated November 4, 2004, is
furnished herewith as Exhibit 99.

         In addition to financial results determined in accordance with
generally accepted accounting principles ("GAAP"), Packaging Dynamics utilizes
non-GAAP financial measures (within the meaning of Regulation G promulgated by
the Securities and Exchange Commission) in its third quarter 2004 press
release. These measures should be considered in addition to results prepared in
accordance with GAAP, but are not a substitute for or superior to GAAP results.
Non-GAAP financial measures are used because management believes this
information provides investors useful information in evaluating the results of
the continuing operations. The non-GAAP measure of EBITDA is presented to
supplement the consolidated financial statements in accordance with GAAP.
Specifically, management believes that EBITDA is of interest to its investors
and lenders in relation to its debt covenants, as certain of its debt covenants
include EBITDA as a performance measure. Packaging Dynamics defines EBITDA as
income from operations plus depreciation and amortization. EBITDA should not be
construed as an alternative to earnings from operations as determined in
accordance with generally accepted accounting principles, as an indicator of
our operating performance, as a measure of liquidity or as an alternative to
cash flow from operating activities as determined in accordance with generally
accepted accounting principles.

         This information is furnished pursuant to Item 2.02 of Form 8-K and
shall not be deemed filed for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that section, unless specifically incorporated by reference in a
document filed under the Securities Act of 1933, as amended, or the Exchange
Act. By filing this report on Form 8-K and furnishing this information,
Packaging Dynamics makes no admission as to the materiality of any information
in this report that is required to be disclosed solely by Item 2.02.

ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS.

              (c)  Exhibits.

Exhibit No.        Description
-----------        -----------

Exhibit 99         Packaging Dynamics Corporation Press Release,
                   dated November 4, 2004.


<PAGE>


                                   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.


                                        PACKAGING DYNAMICS CORPORATION


Dated: November 4, 2004                 By:  /s/ Patrick T. Chambliss
                                             ----------------------------------
                                             Patrick T. Chambliss
                                             Vice President and Chief Financial
                                             Officer

<PAGE>



                                 EXHIBIT INDEX

Exhibit No.        Description
-----------        -----------

Exhibit 99         Packaging Dynamics Corporation Press Release,
                   dated November 4, 2004.
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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): NOVEMBER 4, 2004

                         PACKAGING DYNAMICS CORPORATION
             (Exact Name of Registrant as Specified in its Charter)

           DELAWARE                     000-49741             32-0009217
 (State or Other Jurisdiction         (Commission           (IRS Employer
       of Incorporation)              File Number)         Identification No.)

        3900 WEST 43RD STREET, CHICAGO, ILLINOIS           60632
     (Address of Principal Executive Offices)            (Zip Code)

                                 (773) 843-4000
              (Registrant's telephone number, including area code)

                                      N/A
         (Former Name or Former Address, if Changed Since Last Report)

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))
ITEM 2.02     RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

         On November 4, 2004, Packaging Dynamics Corporation issued a press
release announcing its results of operations for the third quarter ended
September 30, 2004. A copy of the press release, dated November 4, 2004, is
furnished herewith as Exhibit 99.

         In addition to financial results determined in accordance with
generally accepted accounting principles ("GAAP"), Packaging Dynamics utilizes
non-GAAP financial measures (within the meaning of Regulation G promulgated by
the Securities and Exchange Commission) in its third quarter 2004 press
release. These measures should be considered in addition to results prepared in
accordance with GAAP, but are not a substitute for or superior to GAAP results.
Non-GAAP financial measures are used because management believes this
information provides investors useful information in evaluating the results of
the continuing operations. The non-GAAP measure of EBITDA is presented to
supplement the consolidated financial statements in accordance with GAAP.
Specifically, management believes that EBITDA is of interest to its investors
and lenders in relation to its debt covenants, as certain of its debt covenants
include EBITDA as a performance measure. Packaging Dynamics defines EBITDA as
income from operations plus depreciation and amortization. EBITDA should not be
construed as an alternative to earnings from operations as determined in
accordance with generally accepted accounting principles, as an indicator of
our operating performance, as a measure of liquidity or as an alternative to
cash flow from operating activities as determined in accordance with generally
accepted accounting principles.

         This information is furnished pursuant to Item 2.02 of Form 8-K and
shall not be deemed filed for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that section, unless specifically incorporated by reference in a
document filed under the Securities Act of 1933, as amended, or the Exchange
Act. By filing this report on Form 8-K and furnishing this information,
Packaging Dynamics makes no admission as to the materiality of any information
in this report that is required to be disclosed solely by Item 2.02.

ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS.

              (c)  Exhibits.

Exhibit No.        Description
-----------        -----------

Exhibit 99         Packaging Dynamics Corporation Press Release,
                   dated November 4, 2004.
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.

                                        PACKAGING DYNAMICS CORPORATION

Dated: November 4, 2004                 By:  /s/ Patrick T. Chambliss
                                             ----------------------------------
                                             Patrick T. Chambliss
                                             Vice President and Chief Financial
                                             Officer
EXHIBIT INDEX

Exhibit No.        Description
-----------        -----------

Exhibit 99         Packaging Dynamics Corporation Press Release,
                   dated November 4, 2004.