<PAGE>
                                                                    EXHIBIT 10.8

                               FIFTH AMENDMENT TO
                                CREDIT AGREEMENT

         THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered
into as of March 18, 2003 among PACKAGING DYNAMICS, L.L.C., a Delaware limited
liability company ("Packaging"), INTERNATIONAL CONVERTER, INC., a Delaware
corporation ("ICI"; together with Packaging, individually a "Borrower" and
collectively the "Borrowers"), the Persons identified as "Guarantors" on the
signature pages hereto (the "Guarantors"), the Persons identified as "Lenders"
on the signature pages hereto (the "Lenders") and BANK OF AMERICA, N.A., a
national banking association, formerly known as NationsBank, N.A., as Agent (the
"Agent") for the Lenders. Capitalized terms used herein and not otherwise
defined herein shall have the respective meanings set forth, or incorporated by
reference, in the Credit Agreement (defined below).

                                    RECITALS

         WHEREAS, the Borrowers, the Guarantors, the Agent and the Lenders are
parties to that certain Credit Agreement dated as of November 20, 1998 (as
previously amended and as amended, modified, supplemented, extended or restated
from time to time, the "Credit Agreement");

         WHEREAS, the Borrowers and the Guarantors have requested that the
Lenders agree to amend certain provisions of the Credit Agreement; and

         WHEREAS, the Lenders have agreed to do so, as more fully set forth
below, but only upon the terms and conditions set forth herein.

         NOW, THEREFORE, in consideration of the premises and the mutual
covenants contained herein, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:

                                     PART 1

                         AMENDMENTS TO CREDIT AGREEMENT

         The Credit Agreement is hereby amended in accordance with this Part 1.

         SUBPART 1.1 Amendment to Section 1.1. Section 1.1 of the Credit
Agreement is hereby amended in the following respects:

                  (a) The definition of "Agency Services Address" is hereby
         replaced by the definition of "Agency Management Address" to read as
         follows:

                  "Agency Management Address" means Bank of America, N.A., 101
         North Tryon Street, 8th Floor, NCI-001-08-19, Charlotte, North Carolina
         28255, Attn: Agency


<PAGE>

         Management, or such other address as may be identified by written
         notice from the Agent to the Borrower.

                  (b) The definition of "Applicable Percentage" is hereby
         amended in its entirety to read as follows:

                  "Applicable Percentage" means the appropriate applicable
         percentages corresponding to the Leverage Ratio in effect as of the
         most recent Calculation Date as shown below:



<TABLE>
<CAPTION>
                                                              Applicable Percentage
                       ---------------------------------------------------------------------------------------------------
                             Eurodollar Loans                 Base Rate Loans
                       ----------------------------   -----------------------------
                       Revolving Loans                Revolving Loans                   Standby     Commercial
Pricing     Leverage    and Tranche A    Tranche B     and Tranche A     Tranche B     Letter of    Letter of   Commitment
 Level       Ratio       Term Loans      Term Loans     Term Loons       Term Loans    Credit Fee   Credit Fee      Fee
--------------------------------------------------------------------------------------------------------------------------
<S>        <C>         <C>               <C>          <C>                <C>           <C>          <C>          <C>
          <2.5 to 1.0      2.75%           3.75%           1.75%            2.75%        2.75%        1.375%       0.50%
--------------------------------------------------------------------------------------------------------------------------
          <3.0 to 1.0
II            but          3.00%           3.75%           2.00%            2.75%        3.00%        1.500%       0.50%
          >2.5 to 1.0
          -
--------------------------------------------------------------------------------------------------------------------------
          <3.5 to 1.0
III           but          3.25%           3.75%           2.25%            2.75%        3.25%        1.625%       0.50%
          >3.0 to 1.0
          -
--------------------------------------------------------------------------------------------------------------------------
          <4.0 to 1.0
IV           but           3.50%           4.00%           2.50%            3.00%        3.50%        1.750%       0.50%
          >3.5 to 1.0
          -
--------------------------------------------------------------------------------------------------------------------------
V         >4.0 to 1.0      3.75%           4.25%           2.75%            3.25%        3.75%        1.875%       0.50%
          -
--------------------------------------------------------------------------------------------------------------------------
</TABLE>

                           The Applicable Percentage for purposes of calculating
                  the applicable interest rate for any day for any Loan, the
                  applicable rate of the Commitment Fee for any day for purposes
                  of Section 3.4(a), the applicable rate of the Standby Letter
                  of Credit Fees for any day for purposes of Section 3.4(b) and
                  the Commercial Letter of Credit Fees for any day for purposes
                  of Section 3.4(b)(ii) shall, in each case, be determined and
                  adjusted quarterly on the date (each a "Calculation Date" five
                  Business Days after the date by which the Borrower is required
                  to provide the officer's certificate in accordance with the
                  provisions of Section 7.1(d); provided that if the Borrower
                  fails to provide the officer's certificate required by Section
                  7.1(d) on or before the most recent Calculation Date, the
                  Applicable Percentages for such Calculation Date shall be
                  based on Pricing Level V from such Calculation Date until such
                  time that an appropriate officer's certificate is provided
                  whereupon the Pricing Level shall be determined by the then
                  current Leverage Ratio. Each Applicable Percentage shall be
                  effective from one Calculation Date until the next Calculation
                  Date. Any adjustment in the Applicable Percentages shall be
                  applicable to all existing Loans and Letters of Credit as well
                  as any new Loans made or Letters of Credit issued.

                           The Borrower shall promptly deliver to the Agent, at
                  the address set forth on Schedule 11.1 and at the Agency
                  Management Address, at the time the officer's




                                        2

<PAGE>


                  certificate is required to be delivered by Section 7.1(d),
                  information regarding any change in the Leverage Ratio that
                  would change the existing Pricing Level pursuant to the
                  preceding paragraph.

                  (c) Clause (c) of the definition of "Change of Control" is
         hereby amended in its entirety to read as follows:

                           (c) members of the Sponsor Group shall fail to own
                  beneficially, directly or indirectly, in the aggregate at
                  least 42.5% of the outstanding Voting Stock of the Parent,

         SUBPART 1.2 Amendments to Section 7.2. Sections 7.2(a) and (d) of the
Credit Agreement are hereby amended in their entirety to read as follows:

                  7.2 Financial Covenants.

                           (a) Leverage Ratio. The Credit Parties shall cause
                  the Leverage Ratio, measured as of the last day of each fiscal
                  quarter, to be less than or equal to the ratio shown below for
                  the period corresponding thereto:

<TABLE>
<CAPTION>
               Period                                                 Ratio
               ------                                                 -----
<S>                                                               <C>
               January 1, 2001 through June 30, 2001              4.35 to 1.00
               July 1, 2001 through September 30, 2001            4.10 to 1.00
               October 1, 2001 through December 31, 2001          4.00 to 1.00
               January 1, 2002 through March 31, 2002             3.75 to 1.00
               April 1, 2002 through September 30, 2002           3.50 to 1.00
               October 1, 2002 through December 31, 2002          3.25 to 1.00
               January 1, 2003 through March 31, 2003             3.10 to 1.00
               April 1, 2003 through June 30, 2003                3.00 to 1.00
               July 1, 2003 through December 31, 2003             2.75 to 1.00
               January 1, 2004 through March 31, 2004             2.50 to 1.00
               April 1, 2004 and thereafter                       2.00 to 1.00

</TABLE>
                                  ************

                           (d) Fixed Charge Coverage Ratio. The Credit Parties
                  shall cause the Fixed Charge Coverage Ratio, for the twelve
                  month period ending on the last day of each fiscal quarter of
                  the Borrower, to be greater than or equal to the ratio shown
                  below for the period corresponding thereto:





                                        3

<PAGE>


<TABLE>
<CAPTION>
       Period                                               Ratio
       ------                                               -----
<S>                                                     <C>
       January 1, 2002 through September 30, 2002       1.10 to 1.00
       October 1, 2002 through December 31, 2002        1.15 to 1.00
       January 1, 2003 and thereafter                   1.15 to 1.00
</TABLE>

                                     PART 2

                      CONDITIONS PRECEDENT TO EFFECTIVENESS

         SUBPART 2.1 Conditions Precedent. This Amendment shall become effective
as of the date hereof upon the satisfaction (or waiver in writing by each of the
Lenders) of each of the following conditions precedent:

                  (a) Executed Amendment. Receipt by the Agent of counterparts
         of this Amendment, which collectively shall have been duly executed on
         behalf of (i) the Borrowers, (ii) the Guarantors and (iii) the Required
         Lenders.

                  (b) Resolutions and Incumbency. Receipt by the Agent of (i)
         copies of resolutions of the Board of Directors or their equivalent for
         the Credit Parties, each approving and adopting this Amendment and
         authorizing execution and delivery hereof and (ii) an incumbency
         certificate of each Credit Party, in each case certified by a secretary
         or assistant secretary of the applicable Credit Party to be true and
         correct.

                  (c) Fees. The Agent shall have received (i) on behalf of each
         Lender that approves this Amendment by delivery to the Agent of an
         executed signature page on or before 5:00 p.m. EDT, March 18, 2003, a
         fee equal to 0.125% of the Commitments of such Lender (after giving
         effect to this Amendment) and (ii) such fees due and payable pursuant
         to that certain fee letter agreement dated as of the date hereof among
         the Borrowers and Bank of America, N.A.

                                     PART 3

                                  MISCELLANEOUS

         SUBPART 3.1 Authority/Enforceability. Each of the Credit Parties, the
Agent and the Lenders party hereto represents and warrants as follows:

                  (a) It has taken all necessary action to authorize the
         execution, delivery and performance of this Amendment.

                  (b) This Amendment has been duly executed and delivered by
         such Person and constitutes such Person's legal, valid and binding
         obligations, enforceable in accordance with its terms, except as such
         enforceability may be subject to (i) bankruptcy,



                                        4

<PAGE>


         insolvency, reorganization, fraudulent conveyance or transfer,
         moratorium or similar laws affecting creditors' rights generally and
         (ii) general principles of equity (regardless of whether such
         enforceability is considered in a proceeding at law or in equity).

                  (c) No consent, approval, authorization or order of, or
         filing, registration or qualification with, any court or Governmental
         Authority or third party is required in connection with the execution,
         delivery or performance by such Person of this Amendment.

         SUBPART 3.2 Representation and Warranties. The Credit Parties represent
and warrant to the Lenders that:

                  (a) The representations and warranties of the Credit Parties
         set forth in Section 6 of the Credit Agreement are true and correct in
         all material respects as of the date hereof except for those that
         specifically relate to an earlier date.

                  (b) No event has occurred and is continuing which constitutes
         a Default or an Event of Default.

                  (c) The Collateral Documents continue to create a valid
         security interest in, and Lien upon, the Collateral, in favor of the
         Agent, for the benefit of the Lenders, which security interests and
         Liens are perfected in accordance with the terms of the Collateral
         Documents and prior to all Liens other than Permitted Liens.

                  (d) The Credit Party Obligations are not reduced or modified
         by this Amendment and are not subject to any offsets, defenses or
         counterclaims.

         SUBPART 3.3 Reaffirmation of Credit Party Obligations. Each Credit
Party hereby ratifies the Credit Agreement and acknowledges and reaffirms (a)
that it is bound by all terms of the Credit Agreement applicable to it and (b)
that it is responsible for the observance and full performance of its respective
Credit Party Obligations.

         SUBPART 3.4 Cross-References. References in this Amendment to any Part
or Subpart are, unless otherwise specified, to such Part or Subpart of this
Amendment.

         SUBPART 3.5 Instrument Pursuant to Credit Agreement. This Amendment is
a Credit Document executed pursuant to the Credit Agreement and shall (unless
otherwise expressly indicated therein) be construed, administered and applied in
accordance with the terms and provisions of the Credit Agreement.

         SUBPART 3.6 References in Other Credit Documents. At such time as this
Amendment shall become effective pursuant to the terms of Part 2, all references
in the Credit Documents to the "Credit Agreement" shall be deemed to refer to
the Credit Agreement as amended by this Amendment.




                                        5

<PAGE>


         SUBPART 3.7 Further Assurances, The Credit Parties agree to promptly
take such action, upon the request of the Agent, as is necessary to carry out
the intent of this Amendment.

         SUBPART 3.8 GENERAL RELEASE. IN CONSIDERATION OF THE REQUIRED LENDERS
ENTERING INTO THIS AMENDMENT, THE CREDIT PARTIES HEREBY RELEASE THE AGENT, THE
LENDERS, AND THE AGENT'S AND THE LENDERS' RESPECTIVE OFFICERS, EMPLOYEES,
REPRESENTATIVES, AGENTS, COUNSEL AND DIRECTORS FROM ANY AND ALL ACTIONS, CAUSES
OF ACTION, CLAIMS, DEMANDS, DAMAGES AND LIABILITIES OF WHATEVER KIND OR NATURE,
IN LAW OR IN EQUITY, NOW KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED TO THE
EXTENT THAT ANY OF THE FOREGOING ARISES FROM ANY ACTION OR FAILURE TO ACT UNDER
THE CREDIT AGREEMENT OR UNDER THE OTHER CREDIT DOCUMENTS ON OR PRIOR TO THE DATE
HEREOF.

         SUBPART 3.9 GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND
OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED AND
INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

         SUBPART 3.10 Counterparts/Telecopy. This Amendment may be executed by
the parties hereto in several counterparts, each of which shall be deemed to be
an original and all of which shall constitute together but one and the same
agreement. Delivery of executed counterparts of the Amendment by telecopy shall
be effective as an original and shall constitute a representation that an
original shall be delivered.

         SUBPART 3.11 Successors and Assigns. This Amendment shall be binding
upon and inure to the benefit of the parties hereto and their respective
successors and assigns.

         SUBPART 3.12 General. Except as amended hereby, the Credit Agreement
and all other Credit Documents shall continue in full force and effect.





         [The remainder of this page has been left blank intentionally.]




                                        6


<PAGE>


         Each of the parties hereto has caused a counterpart of this Amendment
to be duly executed and delivered as of the date first above written,



BORROWERS:                        PACKAGING DYNAMICS, L.L.C.


                                  By: /s/ Henry C. Newell
                                     ----------------------------------
                                  Name:   Henry C. Newell
                                        -------------------------------
                                  Title:  Chief Financial Officer
                                         ------------------------------


                                  INTERNATIONAL CONVERTER, INC.,
                                  as a Borrower and a Guarantor


                                  By: /s/ Henry C. Newell
                                     ----------------------------------
                                  Name:   Henry C. Newell
                                        -------------------------------
                                  Title:  Chief Financial Officer
                                         ------------------------------



GUARANTORS:                       PACKAGING HOLDINGS, L.L.C.


                                  By: /s/ Henry C. Newell
                                     ----------------------------------
                                  Name:   Henry C. Newell
                                        -------------------------------
                                  Title:  Chief Financial Officer
                                         ------------------------------


                                  BAGCRAFT PACKAGING, L.L.C.
                                  (F/K/A BAGCRAFT ACQUISITION, L.L.C.)


                                  By: /s/ Henry C. Newell
                                     ----------------------------------
                                  Name:   Henry C. Newell
                                        -------------------------------
                                  Title:  Chief Financial Officer
                                         ------------------------------


                                  IPMC ACQUISITION, L.L.C.


                                  By: /s/ Henry C. Newell
                                     ----------------------------------
                                  Name:   Henry C. Newell
                                        -------------------------------
                                  Title:  Chief Financial Officer
                                         ------------------------------


                                  WOLF PACKAGING, INC.


                                  By: /s/ Henry C. Newell
                                     ----------------------------------
                                  Name:   Henry C. Newell
                                        -------------------------------
                                  Title:  Chief Financial Officer
                                         ------------------------------





                                                      PACKAGING DYNAMICS, L.L.C.
                                                   INTERNATIONAL CONVERTER, INC.
                                                                 FIFTH AMENDMENT

<PAGE>


LENDERS:                        BANK OF AMERICA, N.A., a national banking
                                association, formerly known as NationsBank,
                                N.A., in its individual capacity and as Agent


                                By: /s/ Richard C. Hardison
                                   ---------------------------------
                                Name:   Richard C. Hardison
                                     -------------------------------
                                Title:  Vice President
                                      ------------------------------








                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT

<PAGE>


                                             WACHOVIA BANK, NATIONAL ASSOCIATION


                                             By: /s/ David L. Driggers
                                                 --------------------------
                                             Name:   David L. Driggers
                                                   ------------------------
                                             Title:  Managing Director
                                                    -----------------------





                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT

<PAGE>


                                        NATIONAL CITY BANK


                                        By: /s/ Stephanie Pass
                                            --------------------------
                                        Name:   Stephanie Pass
                                              ------------------------
                                        Title:  Vice President
                                              ------------------------








                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT

<PAGE>


                                        LASALLE BANK, NA


                                        By: /s/ Aaron L. Markos
                                            ----------------------------
                                        Name:   Aaron L. Markos
                                              --------------------------
                                        Title:  Assistant Vice President
                                              --------------------------









                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT

<PAGE>


                                VAN KAMPEN SENIOR INCOME TRUST


                                By:  Van Kampen Investment Advisory Corp.


                                By: /s/ Christina Jamieson
                                   ----------------------------
                                Name:   Christina Jamieson
                                     --------------------------
                                Title:  Vice President
                                       --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT


<PAGE>


                                VAN KAMPEN PRIME RATE INCOME TRUST


                                By:  Van Kampen Investment Advisory Corp.


                                By: /s/ Christina Jamieson
                                   ----------------------------
                                Name:   Christina Jamieson
                                     --------------------------
                                Title:  Vice President
                                       --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT








<PAGE>


                                        THE CIT GROUP EQUIPMENT FINANCING, INC.



                                        By: /s/ Katie J. Saunders
                                           ----------------------------
                                        Name:   Katie J. Saunders
                                             --------------------------
                                        Title:  Senior Credit Analyst
                                               --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT



<PAGE>


                                            COMERICA BANK



                                            By: /s/ Felicia M. Maxwell
                                               ------------------------------
                                            Name:   Felicia M. Maxwell
                                                 ----------------------------
                                            Title:  Comerica Bank
                                                   --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT


<PAGE>


                                            SENIOR DEBT PORTFOLIO


                                            BY:  BOSTON MANAGEMENT AND RESEARCH,
                                                 AS INVESTMENT ADVISOR


                                            By: /s/ Payson F. Swaffield
                                               ----------------------------
                                            Name:   Payson F. Swaffield
                                                 --------------------------
                                            Title:  Vice President
                                                   --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT

<PAGE>


                                AIM FLOATING RATE FUND
                                By: INVESCO Senior Secured Management, Inc.
                                    As Attorney in fact



                                By: /s/ Joseph Rotondo
                                   ----------------------------
                                Name:   Joseph Rotondo
                                     --------------------------
                                Title:  Authorized Signatory
                                       --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT



<PAGE>


                                AVALON CAPITAL LTD.
                                By: INVESCO Senior Secured Management, Inc.
                                    As Portfolio Advisor



                                By: /s/ Joseph Rotondo
                                   ----------------------------
                                Name:   Joseph Rotondo
                                     --------------------------
                                Title:  Authorized Signatory
                                       --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT



<PAGE>


                                AVALON CAPITAL LTD. 2
                                By: INVESCO Senior Secured Management, Inc.
                                    As Portfolio Advisor




                                By: /s/ Joseph Rotondo
                                   ----------------------------
                                Name:   Joseph Rotondo
                                     --------------------------
                                Title:  Authorized Signatory
                                       --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT


<PAGE>


                                CHARTER VIEW PORTFOLIO
                                By: INVESCO Senior Secured Management, Inc.
                                    As Investment Advisor




                                By: /s/ Joseph Rotondo
                                   ----------------------------
                                Name:   Joseph Rotondo
                                     --------------------------
                                Title:  Authorized Signatory
                                       --------------------------






                                                     PACKAGING DYNAMICS, L.L.C.
                                                  INTERNATIONAL CONVERTER, INC.
                                                                FIFTH AMENDMENT