Good morning everyone and welcome to the Sealed Air conference call discussing the company's third quarter 2010 results. This call is being recorded. Leading the call today we have William V. Hickey, President and Chief Executive Officer; and David H. Kelsey, Senior Vice President and Chief Financial Officer. After managements' prepared comments, they will be taking questions. (Operator Instructions) And now at this time I'd like to turn the call over to Amanda Butler, Director of Investor Relations. Please go ahead Ms. Butler.

Thank you and good morning everyone. Before we begin our call today, I'd like to remind you that statements made during this call stating management's outlook or predictions for the future are forward-looking statements. These statements are made solely on information that is now available to us and our future performance may be different due to a number of factors. Many of these factors are listed in our most recent Annual Report on form 10-K, which you can find on our website at sealedair.com. We also discuss financial measure that do not confirm to US GAAP. You may find important information on our use of these measures and their reconciliation to US GAAP in the financial tables that we have included in our earnings release. And now I will turn the call over to Bill Hickey, our CEO. Bill.

Thank you Amanda and good morning everyone. During today's call I will be highlighting our business performance for the third quarter and Dave will discuss details of our financial results. After Dave's remarks, we will take your questions both from the phone lines and from webcast participants using text-in questions. Earlier today we reported a 26% increase in our reported third quarter earnings per share of $0.43 and on an adjusted basis we achieved a 13% increase. Our third quarter sales showed ongoing improvement in end market demand and new business gained with our solutions across various applications and regions. Our consolidated sales increased 5% to $1.1 billion, with 5% higher volumes and 1% higher price mix. These gains were partially offset by 1% unfavorable foreign exchange. Volume performance improved in the quarter even as year-to-year comparisons were slightly more challenging. Our Protective Packaging segment led the growth with a 9% or $28 million increase, which represented over half of our volume growth in the quarter. Another bright spot was in our food business, where volumes rose 3%, largely driven by 5% increase in our food packaging business in North America and a 7% increase in that segments Latin American region. I should also note that equipment sales remained strong in all businesses, increasing 10% on a consolidated basis, but with a slightly note lower margin contribution. Total company price mix turned the corner and was positive in the quarter, as earlier pricing actions and favorable contract adjustments yielded $11 million of benefits in the third quarter. Price mix was largely driven by a $14 million or a 3% increase in North America from our food businesses. These benefits were slightly muted by relatively flat price mix performance in the Protective packaging segment as that business has not yet received…

Thank you, Bill. Bill has already commented on the components of our sales growth. Given the year-over-year volatility of exchange rates, I would like to provide some further detail on foreign currency exchange. Compared to the third quarter of 2009, our sales were unfavorably impacted by $10 million from foreign currency translation as the Euro weakened against the U.S. dollar by approximately 11%. Our Euro denominated sales were in the high teens as a percent of total company sales. Year-over-year the unfavorable impact of the Euro was partly offset by the strengthening of our diversified basket of other currencies such as the Australian dollar and the Canadian dollar. Gross profit for the quarter increased 3% or $9 million to $321 million. Excluding unfavorable foreign currency translation of $3 million, gross profit would have been $12 million or 4% higher than 2009. Gross profit growth was largely driven by volume growth in our industrial businesses. Also contributing to our higher gross profit were $11 million in favorable product price mix from our previously announced pricing actions in contract pricing adjustments, benefits realized from our supply chain productivity improvements and benefits from producing products in our new low cost facilities in developing region. These benefits were partially offset by approximately $25 million of increased resin cost compared to last year. Third quarter marketing administrative and development expenses decreased 4% or $7 million to $173 million. Excluding favorable foreign currency translation of $2 million, these expenses would have decreased $5 million. This decrease was due to lower provisions for variable incentive compensation expenses, as our year-to-date results were not achieving our compensation program targets fully. We continue to invest in new product developments and these costs are higher year-over-year. For the full year operating expenses are expected to be approximately 16% net sales…

Thank you, Dave. Operator we now like to open up the call to any questions from the participants and we'll follow-up with any text questions from our webcast participants as well.

Thank you very much. (Operator Instructions) Your first question comes from the line of George Staphos of Bank of America. Please proceed sir. George Staphos – Bank of America: Thanks. Hi everyone, good morning.

Good morning George. George Staphos – Bank of America: I guess my first question is around pricing. As I recall from earlier in the year and even last year, the company I think stated that it would be a bit more aggressive and timely in raising prices to offset inflation in input costs. We talk about global manufacturing, we talk about new products, we talked about emerging markets, but at the end of the day it seems to me that getting resin pass-through still winds up being the biggest thing that we talk about or that you talk about in your press releases. So from here on now, why should we expect that you will be more aggressive in passing through resin when you have very little that we could see in protective packaging in the third quarter?

There are a couple of things in protective George just to point out. One is, the European price increase went into effect on September 1 and Europe actually had a resin increased earlier than kind of North America. North America had their resin price increases and resin price increases actually didn’t occur until really the last month of the quarter. So we are out there within 30 to 45 days of the increase with all price increases, kind of the second and the numbers aren’t clear here, because we have this item called price mix. And on the protective business, one of the largest single growth products was the inflatable product line, which grew about 16.9%, and that does have a lower margin than the rest of the protective business. So that is appearing in the price mix column. It’s appearing as you are attributing it to price, but it’s actually a mixed component of it. If you take that out the number’s essentially flat. So it does have an impact when you folks look at price mix. And I think the third item was there were some rebate adjustments in the quarter and that occurs when customers hit certain volumes, they hit certain rebate levels. So you put all of those together, I think getting our price increases out quicker is something we have done. The price mix, the mix component of it, obviously we’ve got to find a better way to communicate that to you and kind of rebates just happens during the year. So those were essentially the three components, and you will see with Europe, that Europe actually had only one month of price increase, the U.S. really didn’t have any months of it, but again the U.S. price increase, cost increases were occurred at the very end of the quarter. So the answer is we are more aggressive. I think 30 to 45 days is pretty reasonable, which is a lot faster than Sealed Air had historically done and it will always be a 30 to 45 day lag George.

Okay. Bill, I appreciate that. I guess the follow-on I had, you had mentioned that you will effectively offset this, that’s my wording not yours, but I thought that’s what you were saying, by the fourth quarter, but you also said into 2011; so again around the same theme. Why would it take into 2011 to offset the input cost pressures you’ve seen? Thank you.

I will just say, it’s about to be conservative there. I mean, the price increases kind of roll through, and I sure like to target it all through the end of this year, but we just gave ourselves a little way.

Okay, thank you.

Your next question comes from the line Ghansham Panjabi of Robert W. Baird. Please proceed. Matt Wooten – Robert W. Baird: Good morning. It’s actually Matt Wooten sitting in for Ghansham. How would global beef price increases and changes in consumption effecting the volume distribution across your food business?

We haven’t seen that much of an effect. I mean interestingly enough, beef is actually up in the third quarter versus the first half, even though prices are up somewhat. U.S. exports are up, primarily on actually the strength of the Australian dollar, which actually has opened up markets to U.S. beef competitively that Australia had previously supplied and if you ask the questions about Australia, Australia beef exports are actually down. But as far as your question on beef consumption related to prices, we haven’t seen much of an impact in overall consumption. We’ve seen it shift around the world. Brazil because of the strength of currency is actually consuming more beef at home than export, but that’s probably the best I can give you right now as flavor of things around the world. Matt Wooten – Robert W. Baird: Okay, and then a follow-on if I could. There’s been quite a lot of M&A activity in the plastic packaging niche over the last 18 to 24 months. Has there been any impact until there and do you guys expect to be more aggressive on M&A in 2011?

We’ve always been in net of acquiring in this industry and we continue to look for the right asset. So we’ll see what happens.

Thank you.

Your next question comes from the line of Rosemarie Morbelli of Ingalls & Snyder. Please proceed. Rosemarie Morbelli – Ingalls & Snyder: Good morning all.

Good morning. Rosemarie Morbelli – Ingalls & Snyder: Bill, the reason for your guidance, I understand you are narrowing the ranch, but what was in your assumptions that would have gotten you either to $1.70 and have changed, which will only get toward the high end, to $1.62?

Well, I think a lot of it was more stable resins. I mean, if you look earlier in the year, most projections were flat resin through the balance of 2010. The increases that occurred at the end of the third quarter, the $25 million that Dave referred to in his comments was not there when we did the earlier guidance in the year, Rosemarie and we’ve been pretty good on the outlook for volume, but a higher volume would have given us at the upper end, but I’d say that the most significant piece has been the higher input cost that occurred that were not in the original outlook. Rosemarie Morbelli – Ingalls & Snyder: Okay, that is helpful, and if I may, at 14.5% your food packaging margin is at its highest point. How high do you think it can grow as volume increases? What is some kind of a long-term goal on…?

No, I think we’ve said on numerous occasions that our goal for the company, and it would include each of the businesses were to get back to a 15% operating margin. So, that’s our intermediate goal, that’s what we are working towards and that’s what we are aiming for. Rosemarie Morbelli – Ingalls & Snyder: Okay, thanks.

Your next question comes from the line of Philip Ng of Jefferies. Please proceed.

Good morning guys. Just a quick question on the protective packs and business volumes have been really strong, but comps start to get a little tougher now in Q4 and next year. So I just wanted to get a feel for what kind of outlook you have in the volume from for Q4. I mean as we look at 2011 what’s the normalized run rate going forward?

Well, we are still looking for I’d say mid to high single digits as you look forward. That’s sort of where we see that business over kind of the intermediate term, and the economy’s been holding up. I know there’s always been a concern about the possibility of a slowdown later in the year or double-dip, but right now the numbers we see don’t show a double-dip, and if there is a slowing down from the 9%, we are saying from the mid to high single digit.

Okay. And I guess bigger picture just from. When you look at your portfolio products longer term, are there any areas that you wanted to get bigger in or you think there is a Board from a technology standpoint or material from a geographic perspective?

I can get bigger everything. Yes, but I do think we will increase our presence in medical. I do think, one of the things you’ve heard me say a number of times is more the business will continue to be outside the U.S. The Asian business if you look at the components, I mean, in protective business and China was up 23% and the food business in China was up 31%. So those are the parts of the world that will get a bigger share of our attention and our sales growth.

Okay. Alright, thanks guys.

Your next question comes from the line of Sara Magers of Wells Fargo Securities. Please proceed.

Good morning. I have a quick question regarding, actually just a piggyback off of George’s question on the protective packaging volumes in the quarter. Was there any kind of pre buy, given that the price increase that happened in September? I mean how did the volumes trend throughout the quarter?

Yes, actually I think July was probably our slowest month of the quarter. July was actually probably our slowest month of the quarter. August got a little bit better, September got a little bit better, but the price increase in September 1 wouldn’t have affected the quarter. So you have the back-to-school effect so to speak, but I wouldn’t see any pre-buying in Q3.

Okay, and then on the CapEx, I mean as you get closer to the end of the year, where do you expect to really come in regarding the CapEx range of $82 million, because if we keep on trend that you have been going on, through the balance, I mean through the beginning three quarters of the year, you’ll probably end around $80 million, which is the bottom end of the range. So, is there anything that you have done so far in Q4 or that you’re expecting to do in Q4 that would lead us to assume otherwise?

Dave?

It is a little incomplete of the things that we would get $40 million out the door by December 31, but there are a number of growth projects that we will be evaluating through investment, but those dollars are more likely to actually get spend in 2011. So, from a guidance perspective, it is realistic to trend us to the lower half of the range. Sara Magers – Wells Fargo Securities: Okay, great wonderful. Thank you very much.

Your next question comes from the line of Rick Skidmore of Goldman Sachs. Please proceed. Rick Skidmore – Goldman Sachs: Good morning. Just like to ask a question about case-ready and specifically what you are seeing from a competitive standpoint in case-ready? We are understanding that there is a competitor out there with a product that helps to maintain the color of the meat. So just wondering how you are seeing the competitive dynamic in that business?

We really haven’t seen anyone in the marketplace. We still think we have the leading role in case-ready, both the U.S., Europe, Latin America and Asia and we really haven’t seen any significant competitor in the marketplace. Rick Skidmore – Goldman Sachs: Okay, and then just maybe shifting. Can you just give us a better sense of how your new product pipeline looks currently?

I think the new product pipeline looks pretty good. I know I mentioned during my prepared comments that we will be participating in the International Pack Expo Exhibition in Chicago next week; it’s Sunday, Monday, Tuesday and Wednesday, and we will be exhibiting at least five new products that have not been seen before, which would be pretty exciting. So if anyone is in Chicago, you are welcome to contact Amanda and we will be happy to show you what we are showing to our customers. Rick Skidmore – Goldman Sachs: Great, Thank you.

Your next question comes from the line of Al Kabili of Macquarie, please proceed. Al Kabili – Macquarie: Hi. Thanks and good morning.

Good morning. Al Kabili – Macquarie: Just a question if you could help us clarify on this price increases in the Euro protective packing. Just even if you can give us a flavor of the average overall magnitude of those price increases? And then secondly, in terms of where you need to take pricing to recover the resin cost inflation, what percentage does that put you there in terms of what you’ve got in September that you mentioned? Thanks.

Yes, Europe price increases were September 1 and those were probably mid single digits and the North America is also mid single digits. And if you look at our top line numbers and your looking and saying we’re going to recover $25 million in resin, it doesn’t take too many percents of the $41.5 billion or $1 billion plus a quarter to kind of get you there.

Okay, fair enough, but the second question I suppose is on specialty resins. Could you comment on what you are seeing on the cost front on specialty resins, if you’ve seen up-tick recently there? Thank you.

Yes, the specialties have ticked up a little bit, the specialties ticked up a little bit, obviously not as dramatically as the commodities which go up $0.05 and $0.06 at a time, but they have sort of tick-up, slightly over the last few months.

Okay. Thank you very much.

Your next question comes from the line of Gil Alexander of Darfil Associates. Please proceed.

Good morning. As you look in to the future, would you have a rough idea what your capital expenditures could be in the 2011, 2013 period?

Gil, it’s great to hear from you, it’s been a while, but let me let Dave answer that question.

I think there’s been a bit of a circular answer to that. It really depends on the growth rates we see in some of the new platforms. The $80 to $100 million range that we have for our guidance this year is a good baseline for the business on a going forward basis. That covers both maintenance CapEx and sufficient incremental capacity to support mid single-digits growth rate in our core products, to the extend that we have higher growth in emerging markets or we started to get some real traction in some of our new growth platforms, then that amount would have to be ratcheted up. So the next time to sort of check in on that would be at the end of January, when we give our guidance for next year. We’ll have a much better handle on the investment requirements for some of those growth platforms. So you’ll see that both in our revenue projections and in the capital required to support those revenue projections.

Okay, operator.

Your next question comes from the line of Peter Ruschmeier of Barclays Capital. Please proceed.

Thank you, good morning.

Good morning.

I was trying to better understand the relationship between your organic sales and your margins. If I look on a year-over-year basis, your food solutions had the best year-over-year margin improvement and yet it had the slowest organic growth rate. I guess I would have expected protective packaging with a much faster organic growth rate to have better margin up-tick from the contribution margins. Can you help me to understand those relationships?

Yes, I’ll try to do it is simple as I can, but basically mixes a big component of that. In food solutions, I’ll start with that one, is a lot of that business contains outsource trays. I think you’ve heard us telling the story before, is that for our case-ready product we don’t manufacture the trays for most of the offering and we actually outsource the trays and those are made of a different material, those are styrene. As tray sales have gone down somewhat and film sales have gone up, they’ve really given a favorable mix component to the price mix on food solutions. So they kind of benefited more from the mix than the price side and food solutions also had price increases in July, so they got the full benefit of that for the quarter. On protective, we got price increases going in September and afterward and those benefits will kind of follow. So you’ve got a mix effect and a timing effect, but I understand where you are coming from, but they are two different businesses. On an apples-to-apples basis, organic growth and protective and compared to food solution at constant raw material cost, protective would be higher, yes.

Okay yes. And just lastly if I could Bill, how significant is the pending Grace settlement as you think about your business. Has this held you up from strategic steps or actions you might consider or once the settlement comes and goes is it really a businesses usual until there?

Well, it’s been somewhat of a weight on our shoulders sort to speak. It’s obviously, it’s a question investors ask. I know we frequently get questions. Now obviously as the times gone on and the settlements come closer, in the view the number of questions have gone down, but in the early years of this nine year odyssey, there was always concern that Sealed Air would be dragged back in the court. So I do think it’s been an overhang on the company. I think, it’s been somewhat of an overhang on our ability to raise capital at some point in time. Again though that’s probably gone down as the settlement has gotten closer, and it’s got a negative effect on our earnings as we spent a good bit of our cash flow for the last several years investing in asset on the balance sheet called cash, so we make the payment and the negative arbitrage on that is about $0.12 to $0.14 a share. So yes, we feel very good when this is finally over, and as we said in our press release, it will result in a $0.12 to $0.14 per share pick up in earnings per share, just from eliminating the negative arbitrage on the balance sheet, as well as freeing up our future cash flow for investment in the business or paying down debt or returning cash to shareholders.

We certainly look forward to the settlement. Thanks very much.

You have a follow-up question from the line of George Staphos of Bank of America. Please proceed.

Thanks. I got to jump back on. I wanted to the piggyback off Pete’s question there. Bill, is your read on the ramification and benefits to you still the same as was the case back really in the decade that went. Great stuff come out of bankruptcy, if $0.001 forever resolves whatever issues you might have with great deployments?

Yes, I think the settlement that we mentioned years ago essentially give us the protection of 524G, which is a code provision that directs any claims related to a specialist, to the trust, and away from the company that has that protection. So yes, we still believe that is the case.

Okay. Now the related question to that is, Bill again from my advantage point anyway, it doesn’t look like you need any more capital, but rather you probably got too much. Now again that’s our view not necessarily your. Could we see something more structural more significant in return of capital back to you various constituencies once this occurs?

George, I really wouldn’t want to speculate as to what we might do right now.

Okay, but it is one of the options that you’d be considering presumably?

There are many, many options.

Okay, I’ll leave that to the side. The last question and I’ll turn it over. Within food, could you see, could we see an accelerated pick up and demand for your packaging relative to what ranchers and freelance operators are seeing right now in terms of feed cost and margins on cattle. I guess the point being margins go down, you see accelerated slaughter, at least a short-term pick up and demand for your product, but longer-term it stunts the cattle cycle again or do you think we should have a normal cycle from here on as going forward? Thanks. Good luck on the quarter.

No, actually George that’s an excellent question. I just read yesterday afternoon, sort of an update on the cattle look, and actually the near term outlook is more cattle coming to market, probably at the expense of 2012 and some of 2011, mostly 2012. So if feed costs remain high more cattle will come to market sooner and that will be sort of a little bit of a gradual dip through the 2012 period and will built back again in 2014. So now the differences are plus or minus a couple of points. So they are not dramatic difference, but 1% increase in cattle coming to market, it means a lot to us.

Especially when you look at the margins that you’re making your food packing business are raw, but I appreciate the color and good luck in the quarter again guys. Thank you.

Thank you.

Your next question comes from the line of Stewart Scharf of S&P Equity, please proceed. Stewart Scharf – S&P Equity:

I think it’s about 3%.Dave’s got some more updated numbers, but it’s about 3% of our business. Dave, do you want just to give…

It’s probably in the ballpark $20 million to $25 million in annual revenue. Compared to the other company who was in the news earlier in the week it’s a much more modest percentage of our consolidated net earnings, less than 5% of our consolidated net earnings. So, given the nature of our business where we import semi finished product into the country, and then finish it towards customer specifications , I don’t know that we would necessarily see a cutoff in our sale to Venezuela, may just be a case of selling more finished product into the country as opposed to semi finished product. So, we certainly been watching things closely there, not just in last three days, but the last several years given the volatility of exchange rates and the challenging economy. But we do serve primarily the food industry; it’s been a business we’ve managed successfully over multiple decades and we continue to expect to have a profitable business in Venezuela. Stewart Scharf – S&P Equity: Okay. Thank you very much.

Now, Catherine, we’ve got one more question here on the telephone, and then I will look at the webcast.

You have a follow-up question from the line of Sara Magers of Wells Fargo Securities. Please proceed.

Thank you for taking my follow-up. I just have one, and it’s regarding resin. What are your assumptions for resin implied in your guidance, are you in order to get integrityin Q4, does resin prices have to say about where they were in September. I am just kind of looking for a range and what you’ve…?

I think our outlook right now is pretty flat for the rest of the year. So as in terms of where we are right now, the increases that have occurred should continue through the rest of the year.

Okay. So, flat and …?

Right, flat.

Wonderful. Great, thank you very much and good luck in the quarter.

Okay, thank you. I have a question from the webcast. Question is, is the company committed to achieving full investment grade credit ratings and what is the S&P waiting for? Completion of the [Inaudible] litigation or something else.. I really don’t think I can comment on what any of the rating agencies, maybe waiting for, obviously that’s a question they are more prepared to answer than we are. But we anticipate that when the Grace settlement occurs to the extent that it has been a cloud over the business. That the various rating agencies may take another look at Sealed Air and it’s very possible they could decide to raise our rating to investment grade. Obviously that’s the decisions that would have to made by the rating agencies and I guess any questions will have to go to them, but thank you for the question. At this point, operator, I think that concludes the questions and I would just like to make a few closing comments before we wrap up the call. I would like to thank everyone for your time and participation. Our business picked up momentum in the third quarter, which we feel will hold through the year end and into 2011. The ongoing economic recovery, strong growth in developing parts of the world, which is supported by extensive lead footprint, focus on recovering input cost and our continued commitment to innovation and investment in a differentiated pipeline of solutions, remains our focus. We believe that strong execution and a balanced approach will continue to strive improved results and allow us to achieve our long-term goals and create value for all of our stake holders. I'll reaffirm again, that I am proud and happy to be a Sealed Air shareholder and thank you for taking the time to listen to us today.

Thank you.

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