SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


        Date of Report (Date of earliest event reported): January 23, 2006
                                                          --------------

                               PACTIV CORPORATION
             (Exact name of registrant as specified in its charter)

                                    Delaware
                                    --------
         (State or other jurisdiction of incorporation or organization)

                  1-15157                          36-2552989
            ------------------------   ---------------------------------
            (Commission File Number)    (IRS Employer Identification No)


               1900 West Field Court, Lake Forest, Illinois 60045
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (847) 482-2000


- -------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[_]  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

[_]  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[_]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

[_]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))







Item 2.02. Results of Operations and Financial Conditions
- ---------------------------------------------------------

On January 23, 2006, the Company issued a press release announcing the Company's
fourth quarter and full year 2005 earnings. This press release, filed as Exhibit
99.1 to this  Current  Report  on  Form  8-K,  is  incorporated  herein  by this
reference.

Item 9.01. Financial Statements and Exhibits
- ---------------------------------------------

(c)  Exhibits

     Exhibit No.   Description
     -----------   -----------
     99.1          Press Release dated January 23, 2006



                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Date:  January 23, 2006

PACTIV CORPORATION


By: /s/ James V. Faulkner, Jr
    ------------------------------------
      James V. Faulkner, Jr.
      Vice President and General Counsel