exv4w4











Exhibit 4.4




     Unless this certificate is presented by an authorized representative of the Depository Trust
Company, a New York corporation (“DTC”), to Issuer or its agent for registration of transfer,
exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such
other name as is requested by an authorized representative of DTC (and any payment is made to Cede
& Co. or to such other entity as is requested by an authorized representative of DTC), ANY
TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL
inasmuch as the registered owner hereof, Cede & Co., has an interest herein.



     This Security is a Global Security within the meaning of the Indenture hereinafter referred to
and is registered in the name of a Depositary (as defined in the Indenture) or a nominee of a
Depositary. This Security is exchangeable for Securities registered in the name of a person other
than the Depositary or its nominee only in the limited circumstances described in the Indenture,
and may not be transferred except as a whole by the Depositary to a nominee of the Depositary or by
a nominee of the Depositary to the Depositary or another nominee of the Depositary.



SONOCO PRODUCTS COMPANY

6.50% Notes due November 15, 2013




			
	 	 	 
	 
	 	Cusip No. 835495 AF 9
	No. 1
	 	$250,000,000






     Sonoco Products Company, a corporation duly organized and existing under the laws of the State
of South Carolina (herein called the “Company”, which term includes any successor Person under the
Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co., or
registered assigns, the principal sum of Two Hundred Fifty Million Dollars on November 15, 2013,
and to pay interest thereon from November 2, 2001, or from the most recent Interest Payment Date to
which interest has been paid or duly provided for, semi-annually on May 15 and November 15 in each
year, commencing May 15, 2002, at the rate of 6.50% per annum, until the principal hereof is paid
or made available for payment. The interest so payable, and punctually paid or duly provided for,
on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose
name this Security (or one or more Predecessor Securities) is registered at the close of business
on the Regular Record Date for such interest, which shall be the May 1 or November 1 (whether or
not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such
interest not so punctually paid or duly provided for will forthwith cease to be payable to the
Holder on such Regular Record Date and may either be paid to the Person in whose name this Security
(or one or more Predecessor Securities) is registered at the close of business on a Special Record
Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be
given to Holders of Securities of this series not less than 10 days prior to such Special Record
Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of
any securities exchange on which the Securities of this series may be listed, and upon such notice
as may be required by such exchange, all as more fully provided in said Indenture.



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     Payment of the principal of (and premium, if any) and interest on this Security will be made
at the office or agency of the Company maintained for that purpose in New York, New York, in such
coin or currency of the United States of America as at the time of payment is legal tender for
payment of public and private debts; provided, however, that at the option of the
Company payment of interest may be made by check mailed to the address of the Person entitled
thereto as such address shall appear in the Security Register, or by wire transfer to the Person
entitled thereto.



     Reference is hereby made to the further provisions of this Security set forth on the reverse
hereof, which further provisions shall for all purposes have the same effect as if set forth at
this place.



     Unless the certificate of authentication hereon has been executed by the Trustee referred to
on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under
the Indenture or be valid or obligatory for any purpose.



     IN WITNESS WHEREOF, the Company has caused this instrument to be duly executed under its
corporate seal.



Dated: November 2, 2001




	 	 	 	 	 
	 	SONOCO PRODUCTS COMPANY

 	 
	 	By:  	
 	 



Attest:




                                                            




CERTIFICATE OF AUTHENTICATION





     This is one of the Securities of the series designated therein referred to in the
within-mentioned Indenture.



	 	 	 	 	 
	 	The Bank of New York, As Trustee

 	 
	 	By  	
 	 
	 	 	Authorized Officer 	 
	 	 	 	 
	 




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[REVERSE OF NOTE]




SONOCO PRODUCTS COMPANY

6.50% Notes due November 15, 2013




     This Security is one of a duly authorized issue of securities of the Company (herein called
the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of
June 15, 1991 (herein called the “Indenture”), between the Company and The Bank of New York, as
successor Trustee (herein called the “Trustee”, which term includes any successor trustee under the
Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made for
a statement of the respective rights, limitations of rights, duties and immunities thereunder of
the Company, the Trustee and the Holders of the Securities and of the terms upon which the
Securities are, and are to be, authenticated and delivered. This Security is one of the series
designated on the face hereof.



     The Securities of this series are subject to redemption upon not less than 30 days’ notice by
mail, in whole or in part, at any time at the election of the Company, at a redemption price equal
to the greater of (i) 100% of the principal amount of the Securities, or (ii) as determined by the
Quotation Agent (as defined below), the sum of the present values of the remaining scheduled
payments of principal and interest on the Securities (not including any portion of those payments
of interest accrued as of the redemption date) discounted to the redemption date on a semi-annual
basis assuming a 360 day year consisting of twelve 30 day months at the Adjusted Treasury Rate (as
defined below) plus 35 basis points plus, in each case, accrued and unpaid interest on the
Securities to the redemption date.



     In the case of a partial redemption, selection of the Securities for redemption will be made
pro rata, by lot or such other method as the Trustee in its sole discretion deems appropriate and
fair; however, any redemption relating to a public equity offering of equity securities will be
made on a pro rata basis or on as nearly a pro rata basis as practicable (subject to the
Depositary’s procedures). No Securities of a principal amount of $1,000 or less will be redeemed
in part. Notice of any redemption will be mailed by first class mail at least 30 days but not more
than 60 days before the redemption date to each holder of the Securities to be redeemed at its
registered address. If any Securities are to be redeemed in part only, the notice of redemption
that relates to the Securities will state the portion of the Securities to be redeemed. New
Securities in principal amounts of $1,000 equal to the unredeemed portion of the Securities will be
issued in the name of the holder of the Securities upon surrender for cancellation of the original
Securities. Unless the Company defaults in payment of the redemption price, on and after the
redemption date, interest will cease to accrue on the Securities or the portions of the Securities
called for redemption.



     “Adjusted Treasury Rate” means, with respect to any redemption date, the annual rate equal to
the semi-annual equivalent yield to maturity of the Comparable Treasury Issue, assuming a price of
the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the
Comparable Treasury Price for that redemption date.



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     “Comparable Treasury Issue” means the United States Treasury security selected by the
Quotation Agent as having a maturity comparable to the remaining term of the Securities to be
redeemed that would be utilized, at the time of a selection and in accordance with customary
financial practice, in pricing new issues of corporate debt securities of comparable maturity to
the remaining term of the Securities.



     “Comparable Treasury Price” means, with respect to any redemption date, (i) the average of the
Reference Treasury Dealer Quotations for that redemption date, after excluding the highest and
lowest Reference Treasury Dealer Quotation, or (ii) if the Trustee obtains fewer than three
Reference Treasury Dealer Quotations, the average of the quotations.



     “Reference Treasury Dealer” means (i) each of Banc of America Securities LLC and Credit Suisse
First Boston Corporation and their respective successors; however, if any of the foregoing shall
cease to be a primary U.S. Government securities dealer in New York City (a “Primary Treasury
Dealer”), the Company will substitute another Primary Treasury Dealer; and (ii) any other Primary
Treasury Dealer selected by the Company.



     “Reference Treasury Dealer Quotations” means, with respect to each Reference Treasury Dealer
and any redemption date, the average, as determined by the Company, of the bid and asked prices for
the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount)
quoted in writing to the Trustee by the Reference Treasury Dealer at 5:00 p.m., New York City time,
on the third business day preceding the redemption date.



     “Quotation Agent” means the Reference Treasury Dealer appointed by the Company.



     If an Event of Default with respect to Securities of this series shall occur and be
continuing, the principal of the Securities of this series may be declared due and payable in the
manner and with the effect provided in the Indenture.



     The Indenture contains provisions for defeasance at any time of (a) the entire indebtedness on
this Security and (b) certain restrictive covenants upon compliance by the Company with certain
conditions, set forth therein, which provisions apply to the Securities of this series.



     The Indenture permits, with certain exceptions as therein provided, the amendment thereof and
the modification of the rights and obligations of the Company and the rights of the Holders of the
Securities of each series to be affected under the Indenture at any time by the Company and the
Trustee with the consent of the Holders of 66 2/3% in principal amount of the Securities at the
time Outstanding of each series to be affected. The Indenture also contains provisions permitting
the Holders of specified percentages in principal amount of the Securities of each series at the
time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by
the Company with certain provisions of the Indenture and certain past defaults under the Indenture
and their consequences. Any such consent or waiver by the Holder of this Security shall be
conclusive and binding upon such Holder and upon all future Holders of this Security and of any
Security issued upon the registration of transfer hereof or in exchange



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hereof or in lieu hereof, whether or not notation of such consent or waiver is made upon this
Security.



     No reference herein to the Indenture and no provision of this Security or of the Indenture
shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay
the principal of and any premium and interest on this Security at the times, place and rate, and in
the coin or currency, herein prescribed.



     As provided in the Indenture and subject to certain limitations therein set forth, the
transfer of this Security is registerable in the Security Register, upon surrender of this Security
for registration of transfer at the office or agency of the Company in any place where the
principal of and any premium and interest on this Security are payable, duly endorsed by, or
accompanied by a written instrument of transfer in form satisfactory to the Company and the
Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing,
and thereupon one or more new Securities of this series and of like tenor, of authorized
denominations and for the same aggregate principal amount, will be issued to the designated
transferee or transferees.



     The Securities of this series are issuable only in registered form without coupons in
denominations of $1,000 and any integral multiple thereof. As provided in the Indenture and
subject to certain limitations therein set forth, Securities of this series are exchangeable for a
like aggregate principal amount of Securities of this series and of like tenor of a different
authorized denomination, as requested by the Holder surrendering the same.



     No service charge shall be made for any such registration of transfer or exchange, but the
Company may require payment of a sum sufficient to cover any tax or other governmental charge
payable in connection therewith.



     Prior to due presentment of this Security for registration of transfer, the Company, the
Trustee and any agent of the Company or the Trustee may treat the Person in whose name this
Security is registered as the owner hereof for all purposes, whether or not this Security be
overdue, and neither the Company, the Trustee nor any such agent shall be affected by notice to the
contrary.



     All terms used in this Security which are defined in the Indenture shall have the meanings
assigned to them in the Indenture.



[BALANCE OF PAGE INTENTIONALLY LEFT BLANK]





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