EXHIBIT 99.2

  STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL
   OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS


I, Andrew A. Campbell, state and attest that:

(4)  To the best of my knowledge, based upon a review of the covered reports of
     Pactiv Corporation, and, except as corrected or supplemented in a
     subsequent covered report:

     -    no covered report contained an untrue statement of a material fact as
          of the end of the period covered by such report (or in the case of a
          report on Form 8-K or definitive proxy materials, as of the date on
          which it was filed); and

     -    no covered report omitted to state a material fact necessary to make
          the statements in the covered report, in light of the circumstances
          under which they were made, not misleading as of the end of the period
          covered by such report (or in the case of a report on Form 8-K or
          definitive proxy materials, as of the date on which it was filed).

(5)  I have reviewed the contents of this statement with Pactiv Corporation's
     audit committee.

(6)  In this statement under oath, each of the following, if filed on or before
     the date of this statement, is a "covered report":

     -    Annual Report on Form 10-K (for the fiscal year ended December 31,
          2001) of Pactiv Corporation;

     -    all reports on Form 10-Q, all reports on Form 8-K and all definitive
          proxy materials of Pactiv Corporation filed with the Commission
          subsequent to the filing of the Form 10-K identified above; and

     -    any amendments to any of the foregoing.



/S/ ANDREW A. CAMPBELL                         Subscribed and sworn to
Andrew A. Campbell                             before me this 2nd day of
Chief Financial Officer                        August, 2002.
(principal financial officer)
                                               /S/ CHRISTINE M. URBANIK
                                               -------------------------------
Date:  August 2, 2002                          Notary Public
                                               My Commission Expires: 03/01/05