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                                                                    EXHIBIT 99.3
                         HUNTSMAN PACKAGING CORPORATION

                  OFFER TO EXCHANGE UP TO $220,000,000 OF ITS
                     13% SENIOR SUBORDINATED NOTES DUE 2010
                       FOR ANY AND ALL OF ITS OUTSTANDING
                     13% SENIOR SUBORDINATED NOTES DUE 2010

                  THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M.,
        NEW YORK CITY TIME, ON                 , 2000, UNLESS EXTENDED.

                                                                          , 2000

To Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees:

     Huntsman Packaging Corporation (the "Company"), is offering, upon the terms
and subject to the conditions set forth in the Prospectus dated                ,
2000 (the "Prospectus") and the accompanying Letter of Transmittal enclosed
herewith (which together constitute the "Exchange Offer"), to exchange its 13%
Senior Subordinated Notes due 2010 (the "New Notes") for an equal principal
amount of their 13% Senior Subordinated Notes due 2010 (the "Old Notes" and
together with the New Notes, the "Notes"). As set forth in the Prospectus, the
terms of the New Notes are identical in all material respects to the Old Notes,
except that the New Notes have been registered under the Securities Act of 1933,
as amended, and therefore will not bear legends restricting their transfer and
will not contain certain provisions providing for the payment of liquidated
damages to the holders of the Old Notes under certain circumstances relating to
the Exchange and Registration Rights Agreement dated as of May 31, 2000 among
the Company, the Note Guarantors listed therein and Chase Securities Inc. and
Deutsche Bank Securities Inc.

     THE EXCHANGE OFFER IS SUBJECT TO CERTAIN CUSTOMARY CERTAIN CONDITIONS TO
THE EXCHANGE OFFER. SEE "THE EXCHANGE OFFER -- CONDITIONS" IN THE PROSPECTUS.

     Enclosed herewith for your information and forwarding to your clients are
copies of the following documents:

          1. the Prospectus, dated                , 2000;

          2. the Letter of Transmittal for your use (unless Old Notes are
     tendered by an Agent's Message) and for the information of your clients
     (facsimile copies of the Letter of Transmittal may be used to tender Old
     Notes);

          3. a form of letter which may be sent to your clients for whose
     accounts you hold Old Notes registered in your name or in the name of your
     nominee, with space provided for obtaining such clients' instructions with
     regard to the Exchange Offer;

          4. a Notice of Guaranteed Delivery;

          5. Guidelines of the Internal Revenue Service for Certification of
     Taxpayer Identification Number on Substitute Form W-9; and

          6. a return envelope addressed to The Bank of New York, the Exchange
     Agent.

     YOUR PROMPT ACTION IS REQUESTED. PLEASE NOTE THE EXCHANGE OFFER WILL EXPIRE
AT 5:00 P.M., NEW YORK CITY TIME, ON             , 2000, UNLESS EXTENDED. PLEASE
FURNISH COPIES OF THE ENCLOSED MATERIALS TO THOSE OF YOUR CLIENTS FOR WHOM YOU
HOLD OLD NOTES REGISTERED IN YOUR NAME OR IN THE NAME OF YOUR NOMINEE AS QUICKLY
AS POSSIBLE.
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     In all cases, exchanges of Old Notes accepted for exchange pursuant to the
Exchange Offer will be made only after timely receipt by the Exchange Agent of
(a) certificates representing such Old Notes, or confirmation of book entry
transfer of such Old Notes, as the case may be, (b) the Letter of Transmittal
(or facsimile thereof), properly completed and duly executed, or an Agent's
Message and (c) any other required documents.

     Holders who wish to tender their Old Notes and (i) whose Old Notes are not
immediately available or (ii) who cannot deliver their Old Notes, the Letter of
Transmittal or an Agent's Message and in either case together with any other
documents required by the Letter of Transmittal to the Exchange Agent prior to
the Expiration Date must tender their Old Notes according to the guaranteed
delivery procedures set forth under the caption "The Exchange
Offer -- Guaranteed Delivery Procedures" in the Prospectus.

     The Exchange Offer is not being made to, nor will tenders be accepted from
or on behalf of, holders of Old Notes residing in any jurisdiction in which the
making of the Exchange Offer or the acceptance thereof would not be in
compliance with the laws of such jurisdiction.

     The Company will not pay any fees or commissions to brokers, dealers or
other persons for soliciting exchanges of Notes pursuant to the Exchange Offer.
The Company will, however, upon request, reimburse you for customary clerical
and mailing expenses incurred by you in forwarding any of the enclosed materials
to your clients. The Company will pay or cause to be paid any transfer taxes
payable on the transfer of Notes to it, except as otherwise provided in
Instruction 5 of the Letter of Transmittal.

     Questions and requests for assistance with respect to the Exchange Offer or
for copies of the Prospectus and Letter of Transmittal may be directed to the
Exchange Agent by telephone at (212) 815-     or by facsimile at (212)
815-     .

                                        Very truly yours,

                                        HUNTSMAN PACKAGING CORPORATION

     NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU
OR ANY OTHER PERSON THE AGENT OF THE COMPANY, OR ANY AFFILIATE THEREOF, OR
AUTHORIZE YOU OR ANY OTHER PERSON TO MAKE ANY STATEMENTS OR USE ANY DOCUMENT ON
BEHALF OF ANY OF THE COMPANY IN CONNECTION WITH THE EXCHANGE OFFER OTHER THAN
THE ENCLOSED DOCUMENTS AND THE STATEMENTS CONTAINED THEREIN.

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