Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
MENCOFF SAMUEL M
2. Issuer Name and Ticker or Trading Symbol
PACKAGING CORP OF AMERICA [PKG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

THREE FIRST NATIONAL PLAZA
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2016
(Street)


CHICAGO, IL 60602
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock 10/15/2013   P4 1,582.88 A $ 57.1126 227,588.88 D  
Common Stock 01/15/2014   P4 1,424.186 A $ 63.9211 229,013.066 D  
Common Stock 04/15/2014   P4 1,349.81 A $ 67.8653 230,362.876 D  
Common Stock 07/15/2014   P4 1,353.144 A $ 68.0971 231,716.02 D  
Common Stock 10/15/2014   P4 1,508.109 A $ 61.4587 233,224.129 D  
Common Stock 01/15/2015   P4 1,186.95 A $ 78.5961 234,411.079 D  
Common Stock 04/15/2015   P4 1,640.323 A $ 78.598 236,051.402 D  
Common Stock 07/15/2015   P4 2,073.477 A $ 62.6138 238,124.879 D  
Common Stock 10/15/2015   P4 1,924.128 A $ 68.0665 240,049.007 D  
Common Stock 01/15/2016   P4 2,231.836 A $ 59.1562 242,280.843 D  
Common Stock 04/15/2016   P4 2,204.317 A $ 60.4516 244,485.16 D  
Common Stock 07/15/2016   P4 1,900.551 A $ 70.7515 246,385.711 D  
Common Stock 10/14/2016   P4 1,928.605 A $ 80.4846 248,314.316 D  
Common Stock 04/15/2013   P4 436.66 A $ 44.8941 63,167.785 I Through family limited partnership
Common Stock 07/15/2013   P4 501.419 A $ 50.3912 63,669.204 I Through family limited partnership
Common Stock 10/15/2013   P4 445.921 A $ 57.1126 64,115.125 I Through family limited partnership
Common Stock 01/15/2014   P4 401.214 A $ 63.9211 64,516.339 I Through family limited partnership
Common Stock 04/15/2014   P4 380.261 A $ 67.8653 64,896.6 I Through family limited partnership
Common Stock 07/15/2014   P4 381.2 A $ 68.0971 65,277.8 I Through family limited partnership
Common Stock 10/15/2014   P4 424.856 A $ 61.4587 65,702.656 I Through family limited partnership
Common Stock 01/15/2015   P4 334.381 A $ 78.5961 66,037.037 I Through family limited partnership
Common Stock 04/15/2015   P4 462.103 A $ 78.598 66,499.14 I Through family limited partnership
Common Stock 07/15/2015   P4 584.129 A $ 62.6138 67,083.269 I Through family limited partnership
Common Stock 10/15/2015   P4 542.055 A $ 68.0665 67,625.324 I Through family limited partnership
Common Stock 01/15/2016   P4 628.741 A $ 59.1562 68,254.065 I Through family limited partnership
Common Stock 04/15/2016   P4 620.988 A $ 60.4516 68,875.053 I Through family limited partnership
Common Stock 07/15/2016   P4 535.413 A $ 70.7515 69,410.466 I Through family limited partnership
Common Stock 10/14/2016   P4 543.316 A $ 80.4846 69,953.782 I Through family limited partnership

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MENCOFF SAMUEL M
THREE FIRST NATIONAL PLAZA
CHICAGO, IL 60602
  X      

Signatures

Kent A. Pflederer, attorney in fact 02/14/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
 
Remarks:
All transactions reported herein reflect the automatic reinvestment of dividends paid on issuer's common stock through reporting person's brokerage account.  Reporting person discovered that such transactions had not been reported due to administrative oversight.

Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.