SecProbe.io

August 7 , 2013

Via E -mail
Barry L. Saunders
Vice President and Chief Financial Officer
Sonoco Products Company
1 N. Second St.
Hartsville, South Carolina 29550

Re: Sonoco Products Company
 Form 10-K for Fiscal Year Ended December 31, 2012
Filed March 1, 2013
File No. 001-11261

Dear Mr. Saunders :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our co mments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional comments.

Form 10 -K for  Fiscal Year Ended December 31, 2012

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity S ecurities , page 14

1. Please provide the performance graph required by Item 2 01(e)(1)  of Regulation S -K.

Management’s Discussion and Analysis of Financial Condition and Results of Operations,
page 16

Contractual Obligations, page 24

2. We note your disclosure o f contractual obligations includes a line item for income tax
contingencies.  Please tell us whether this amount represents your liability for

Barry L. Saunders
Sonoco Products Company
August 7 , 2013
Page 2

 unrecognized tax benefits , and if so, reconcile the amount presented here to the disclosure
provided on page F24 of your Form 10 -K.

Critical Accounting Policies and Estimate s, page 28

Impairment of Goodwill, page 29

3. Please expand your disclosure to provide additional detail regarding  the process through
which goodwill is tested for impairment.  For example, y our disclosure makes reference
to the potential impact of changes in management’s expectations for future  periods.
Please address the degree of uncertainty associated with the key assumptions  used in
assessing goodwill.  As another example, your disclosure identifies the change in
projected operating profits that would result in a carrying value exceeding the fair value
of certain reporting units.  Please explain the potential events and  changes in
circumstances that could reasonably  be expected to cause this kind of change .  Refer to
Item 303(a)(3)(ii) of Regulation S -K and, for additional guidance, Section V of SEC
Interpretive Release No. 33 -8350.

4. It appears that you have disclosed the  percentage by which the fair value exceeded the
carrying value of your Plastics – Blowmolding reporting unit and your Rigid Paper –
Europe reporting unit.   However, it doe s not appear that this type of disclosure was
provided for your Plastics – Thermoforming reporting unit .  Please tell us the percentage
by which the fair value exceeded the carrying value  for this reporting unit and con firm
that you will provide this disclosure in future Exchange Act filings.

Notes to the Consolidated Financial Statements

Note 13 – Income Taxes, page F23

5. We note you have provided disclosure regarding the expiration of operating loss
carryforwards.  Pl ease revise to more clearly indicate the specific periods in which these
loss carryforwards expire.  Refer to FASB ASC 740 -10-50-3a.

6. We note the disclosure per page F24 of your Form 10 -K stating that you initiated the
repatriation of cash from certain for eign subsidiaries during the fiscal year ended
December 31, 2012.  Please describe the nature of the cash that was  repatriated.  For
example, tell us the country from which this  cash was  repatriated and explain why
management decided this was an appropriat e course of action during the fiscal year ended
December 31, 2012.  In addition, we note the disclosure stating that the undistributed
earnings of your international  subsidiaries are considered to be indefinitely  reinvested.
Please tell us about the specific reinvestment plans in place supporting this conclusion  in
light of the recent repatriation of cash described in your filing .  Refer to FASB ASC 740 -
30-25-17.

Barry L. Saunders
Sonoco Products Company
August 7 , 2013
Page 3

 7. We note you accrued the U.S. tax liability associated with the repatriation of cash from
certain foreign subsidiaries during the fiscal year ended December 31, 2012.   Please tell
us whether the recognition of this tax expense resulted in the receipt of a foreign tax
credit and describe your accounting treatment pursuant to FASB ASC 740 -10-25.

8. We note your disclosure stating that the computation of the potential deferred tax liability
associated with the undistributed earnings of your international subsidiaries deemed to be
indefinitely reinvested is not practicable.  Please tell us how the re patriation of cash from
certain foreign subsidiaries affected your ability to determine the amount of this
unrecognized deferred tax liability.

Signatures, page 39

9. Please identify the individual signing in the capacity of controller or principal accounting
officer.  See General Instructions D.(2)(a) and D.(2)(b) of Form 10 -K.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities E xchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made .

 In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of t he United States.

You may contact Jennifer O’Brien , Staff Accountant, at (202) 551 -3721 or Ethan
Horowitz, Branch Chief, at (202) 551 -3311 if you have questions regarding comments on the
financial statements and related matters.  Please contact Paul Monso ur, Staff Attorney, at (202)
551-3360 or Tim othy Levenberg , Special Counsel, at (202) 551 -3707  with any other questions.

        Sincerely,

        /s/H. Roger Schwall

        H. Roger Schwall
        Assistant Director