Wells Fargo Bank, National Association Uses in Addition of Section 35 Clause

Addition of Section 35 from Amendment to Rights Agreement

THIS AMENDMENT (the Rights Amendment) is entered into as of the 9th day of July 2007, by and between Graphic Packaging Corporation, a Delaware corporation (f/k/a Riverwood Holding, Inc.) (the Corporation), and Wells Fargo Bank, National Association (f/k/a Wells Fargo Bank Minnesota, National Association), as Rights Agent (the Rights Agent), in order to amend the terms of that certain Rights Agreement dated as of August 7, 2003, by and between the Corporation and the Rights Agent (the Rights Agreement).

Addition of Section 35. A new Section 35 is hereby added to the end of the Agreement, which new Section 35 shall read in its entirety as follows: Section 35. Termination. On the Final Expiration Date, (a) this Agreement shall be terminated and be without any further force or effect, (b) none of the parties to this Agreement will have any rights, obligations or liabilities hereunder and (c) the holders of the Rights shall not be entitled to any benefits, rights or other interests under this Agreement, including, without limitation, the right to purchase or otherwise acquire Preferred Stock or any other securities of the Corporation.

Addition of Section 35 from Amendment to Rights Agreement

THIS AMENDMENT (the Rights Amendment) is entered into as of the 9th day of July 2007, by and between Graphic Packaging Corporation, a Delaware corporation (f/k/a Riverwood Holding, Inc.) (the Corporation), and Wells Fargo Bank, National Association (f/k/a Wells Fargo Bank Minnesota, National Association), as Rights Agent (the Rights Agent), in order to amend the terms of that certain Rights Agreement dated as of August 7, 2003, by and between the Corporation and the Rights Agent (the Rights Agreement).

Addition of Section 35. A new Section 35 is hereby added to the end of the Agreement, which new Section 35 shall read in its entirety as follows: Section 35. Termination. On the Final Expiration Date, (a) this Agreement shall be terminated and be without any further force or effect, (b) none of the parties to this Agreement will have any rights, obligations or liabilities hereunder and (c) the holders of the Rights shall not be entitled to any benefits, rights or other interests under this Agreement, including, without limitation, the right to purchase or otherwise acquire Preferred Stock or any other securities of the Corporation.