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EXHIBIT 99.03
FORM OF
INSTRUCTION TO REGISTERED HOLDER AND/OR DEPOSITORY
TRUST COMPANY PARTICIPANT FROM BENEFICIAL OWNER
For
Caraustar Industries, Inc.
Offer to Exchange its
7 1/4% Senior Exchange Notes due 2010 and 9 7/8% Senior Subordinated Exchange
Notes due 2011
that have been registered under the Securities Act
for any and all of its outstanding
7 1/4% Senior Notes due 2010 and 9 7/8% Senior Subordinated Notes due 2011
that were issued and sold in a transaction
exempt from registration under the
Securities Act of 1933, as amended
THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY
TIME, ON , 2001, UNLESS THE OFFER IS EXTENDED. TENDERS MAY BE
WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
To Registered Holder and/or Depository Trust Company Participant:
The undersigned hereby acknowledges receipt of the Prospectus dated June
, 2001 (the "Prospectus") of Caraustar Industries, Inc., a North
Carolina corporation (the "Company"), and the accompanying Letter of Transmittal
(the "Letter of Transmittal"), that together constitute the Company's offer (the
"Exchange Offer") to exchange its 7 1/4% Senior Exchange Notes due 2010 and
9 7/8% Senior Subordinated Exchange Notes due 2011 (the "Exchange Notes"), which
have been registered under the Securities Act of 1933, as amended (the
"Securities Act"), for all of its outstanding 7 1/4% Senior Notes due 2010 and
9 7/8% Senior Subordinated Notes due 2011 (the "Original Notes"). Capitalized
terms used but not defined herein have the meanings ascribed to them in the
Prospectus.
This will instruct you, the registered holder and/or Depository Trust
Company Participant, as to the action to be taken by you relating to the
Exchange Offer with respect to the Original Notes held by you for the account of
the undersigned.
The aggregate face amount of the Original Notes held by you for the account
of the undersigned is (FILL IN AMOUNT):
$ of the 7 1/4% Senior Notes due 2010; and/or
$ of the 9 7/8% of Senior Subordinated Notes due 2011.
With respect to the Exchange Offer, the undersigned hereby instructs you
(CHECK APPROPRIATE BOX):
[ ] To TENDER the following Original Notes held by you for the account of
the undersigned (INSERT PRINCIPAL AMOUNT OF OUTSTANDING DEBT TO BE
TENDERED (IF LESS THAN ALL)): $________
[ ] NOT to TENDER any Original Notes held by you for the account of the
undersigned.
If the undersigned instructs you to tender the Original Notes held by you
for the account of the undersigned, it is understood that you are authorized to
make, on behalf of the undersigned (and the undersigned, by its signature below,
hereby makes to you), the representations and warranties contained in the Letter
of Transmittal that are to be made with respect to the undersigned as a
beneficial owner, including but not limited to the representations, that (i) the
undersigned is not an "affiliate" of the Company, (ii) any
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Exchange Notes to be received by the undersigned are being acquired in the
ordinary course of its business, (iii) the undersigned has no arrangement or
understanding with any person to participate in a distribution (within the
meaning of the Securities Act) of Exchange Notes to be received in the Exchange
Offer, and (iv) if the undersigned is not a broker-dealer, the undersigned is
not engaged in, and does not intend to engage in, a distribution (within the
meaning of the Securities Act) of such Exchange Notes. The Company may require
the undersigned, as a condition to the undersigned's eligibility to participate
in the Exchange Offer, to furnish to the Company (or an agent thereof) in
writing information as to the number of "beneficial owners" within the meaning
of Rule 13d-3 under the Exchange Act on behalf of whom the undersigned holds the
Original Notes to be exchanged in the Exchange Offer. If the undersigned is a
broker-dealer that will receive Exchange Notes for its own account in exchange
for Original Notes, it represents that the Original Notes to be exchanged for
Exchange Notes were acquired by it as a result of market-making activities or
other trading activities and acknowledges that it will deliver a prospectus in
connection with any resale of such Exchange Notes; however, by so acknowledging
and by delivering a prospectus, the undersigned will not be deemed to admit that
it is an "underwriter" within the meaning of the Securities Act.
SIGN HERE
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NAME OF BENEFICIAL OWNER(S)
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SIGNATURE
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NAME(S) (PLEASE PRINT)
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(ADDRESS)
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(TELEPHONE NUMBER)
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(TAXPAYER IDENTIFICATION OR SOCIAL SECURITY NUMBER)
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DATE
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