Registration No. 33-_____

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                             SONOCO PRODUCTS COMPANY
             (Exact name of registrant as specified in its charter)


          South Carolina                                         57-0248420
  (State or other jurisdiction of                             (I.R.S. Employer
  incorporation or organization)                             Identification No.)

              Post Office Box 160, Hartsville, South Carolina 29551
              (Address of principal executive offices and zip code)

                             SONOCO PRODUCTS COMPANY
                             CENTENNIAL SHARES PLAN
                              (Full title of Plan)


       F. Trent Hill, Jr.                         Copies to:
       Chief Financial Officer                    George S. King, Jr., Esquire
       Sonoco Products Company                    Suzanne Hulst Clawson, Esquire
       Post Office Box 160                        Sinkler & Boyd, P.A.
       Hartsville, South Carolina 29551           1426 Main Street, Suite 1200
                                                  Columbia, South Carolina 29201
(Name and address of agent for service)
                                                         (803) 779-3080
             (843) 383-7000
      (Telephone number, including
    area code, of agent for service)

Calculation of Registration Fee - -------------------------------------------------------------------------------------------------------------------------------- Proposed Proposed maximum Title of securities Amount to be maximum offering aggregate offering Amount of to be registered registered(1) price per share(2) price(2) registration fee - -------------------------------------------------------------------------------------------------------------------------------- Common Stock, no par value 1,800,000 shares $26.625 $47,925,000.00 $13,323.15 - --------------------------------------------------------------------------------------------------------------------------------
(1) This registration statement also covers such indeterminable number of additional shares as may become issuable to prevent dilution in the event of stock splits, stock dividends or similar transactions pursuant to the terms of the Plan. (2) Based on the exercise price of the employee stock options pursuant to Rule 457(h)(1) under the Securities Act of 1933. Exhibit Index on page 6 PART I Information Required in the Section 10(a) Prospectus The documents containing the information specified in Part I of Form S-8 will be sent or given to employees of the Registrant chosen to participate in the Sonoco Products Company Centennial Share Plan as required by Rule 428(b)(1) promulgated under the Securities Act of 1933. PART II Item 3. Incorporation of Documents by Reference. The Registrant hereby incorporates by reference herein the following documents: (a) The Registrant's Annual Report on Form 10-K for the year ended December 31, 1997 (File No. 1-11261). (b) The Registrant's Quarterly Reports on Form 10-Q for the quarters ended March 29, 1998, June 28, 1998 and September 27, 1998; the Registrant's Periodic Reports on Forms 8-K, filed January 22, 1998 and April 14, 1998. (c) The description of the Registrant's Common Stock set forth in the Registrant's Form 8-A, filed February 14, 1995, as amended December 30, 1998. All documents subsequently filed by the Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934 (the "1934 Act"), prior to the filing of a post-effective amendment that indicates that all securities offered have been sold or which deregisters all securities then remaining unsold, shall be deemed to be incorporated by reference in this registration statement and to be a part hereof from the date of filing of such documents. Item 4. Description of Securities Not applicable. 2 Item 5. Interests of Named Experts and Counsel. Not applicable. Item 6. Indemnification of Directors and Officers. Under the South Carolina Business Corporation Act of 1988 (the "Corporation Act"), a corporation has the power to indemnify directors and officers who meet the standards of good faith and reasonable belief that conduct was lawful and in the corporate interest (or not opposed thereto) set forth in the Corporation Act. The Corporation Act also empowers a corporation to provide insurance for directors and officers against liability arising out of their positions even though the insurance coverage is broader than the power of the corporation to indemnify. Under the Corporation Act, unless limited by its articles of incorporation, a corporation must indemnify a director or officer who is wholly successful, on the merits or otherwise, in the defense of any proceeding to which he was a party because he is or was a director or officer against reasonable expenses incurred by him in connection with the proceeding. The Registrant's Articles of Incorporation do not provide otherwise. The provisions of the Corporation Act which deal with indemnification are codified at Sections 33-8-500 through -580 of the Code of Laws of South Carolina 1976, amended. In addition, the Company maintains directors' and officers' liability insurance for the benefit of its directors and officers. Item 7. Exemption from Registration Claimed. Not applicable. Item 8. Exhibits. 4 Sonoco Products Company Centennial Share Plan 5 Opinion of Sinkler & Boyd, P.A. 15 Letter from PricewaterhouseCoopers LLP regarding unaudited interim financial information 23.1 Consent of PricewaterhouseCoopers LLP 23.2 Consent of Sinkler & Boyd, P.A. (included in Exhibit 5). 24 Power of Attorney Item 9. Undertakings. The undersigned Registrant hereby undertakes: (1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement: (i) To include any prospectus required by section 10(a)(3) of the Securities Act of 1933; (ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective registration statement; (iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement; 3 Provided, however, that paragraphs (1)(i) and (1)(ii) of this undertaking do not apply if the registration statement is on Form S-3, S-8 or Form F-3 and the information required to be included in a post-effective amendment by those paragraphs is contained in periodic reports filed with or furnished to the Commission by the registrant pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement. (2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. (3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. (4) That, for purposes of determining any liability under the Securities Act of 1933, each filing of the Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. (5) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue. 4 SIGNATURES The Registrant Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Hartsville, State of South Carolina on December 30, 1998. Sonoco Products Company s/Peter C. Browning By:---------------------------------------------- Peter C. Browning Chief Executive Officer s/F. Trent Hill, Jr. By:---------------------------------------------- F. Trent Hill, Jr. Chief Executive Officer and Principal Accounting Officer 5 Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on December 30, 1998. s/P. C. Browning - -------------------------- P. C. Browning President and Chief Executive Officer and Director *s/F. T. Hill, Jr. - -------------------------- F. T. Hill, Jr. Principal Financial and Accouning Officer *s/C. J. Bradshaw - -------------------------- C. J. Bradshaw Director *s/R. J. Brown - -------------------------- R. J. Brown Director *s/C. W. Coker - -------------------------- C. W. Coker Director *s/F. L. H. Coker - -------------------------- F. L. H. Coker Director *s/J. L. Coker - -------------------------- J. L. Coker Director *s/T. C. Coxe, III - -------------------------- T. C. Coxe, III Director *s/H. E. DeLoach, Jr. - -------------------------- H. E. DeLoach, Jr. Director *s/A. T. Dickson - -------------------------- A. T. Dickson Director *s/R. E. Elberson - -------------------------- R. E. Elberson Director *s/J. C. Fort - -------------------------- J. C. Fort Director *s/P. Fulton - -------------------------- P. Fulton Director *s/B. L. M. Kasriel - -------------------------- B. L. M. Kasriel Director *s/E. H. Lawton, Jr. - -------------------------- E. H. Lawton, Jr. Director *s/H. L. McColl, Jr. - -------------------------- H. L. McColl, Jr. Director *s/D. D. Young - -------------------------- D. D. Young Director *By: s/F. Trent Hill, Jr. ---------------------- F. Trent Hill, Jr. Attorney-in-Fact 6 EXHIBIT INDEX EXHIBIT 4 Sonoco Products Company Centennial Shares Plan 5 Opinion of Sinkler & Boyd, P.A. 15 Letter from PricewaterhouseCoopers LLP regarding unaudited interim financial information 23.1 Consent of PricewaterhouseCoopers LLP 23.2 Consent of Sinkler & Boyd, P.A. (included in Exhibit 5) 24 Power of Attorney 7

                                                                      Appendix B
                             SONOCO PRODUCTS COMPANY


       1. Purpose. The purposes of the Sonoco Products Company Centennial Shares
Plan are (i) to  promote  the  interests  of  Sonoco  Products  Company  and its
shareholders by attracting and retaining quality Employees, (ii) to provide such
Employees with  incentive-based  compensation based upon the Company's sustained
financial performance,  supplemental to any other compensation or benefit plans,
(iii) to give  substantially  all Employees a stake in the Company's  growth and
success by focusing them on the performance of Company stock and linking them to
all  Employees  worldwide,  and  (iv) to  create  a  culture  of  ownership  and
excellence among all Employees worldwide.

       2. Definitions.  Wherever used herein, the following terms shall have the
respective meanings set forth below:

              (a)  "Award"  means a grant  of an  Option,  Cash  Bonus  or stock
appreciation right ("SAR") made in accordance with the terms of the Plan.

              (b) "Board" means the Board of Directors of the Company.

              (c) "Cash  Bonus" means an award in cash as described in Section 8
of the Plan.

              (d) "Committee" means the Executive  Compensation Committee of the
Board.

              (e) "Common Stock" means the common stock,  without par value,  of
the Company.

              (f) "Company"  means Sonoco  Products  Company,  a South  Carolina
corporation.

              (g) "Employee" means a regular,  active employee of the Company or
designated  Subsidiary who is treated as an employee in the personnel records of
the Company  for the  relevant  period,  has worked at least one full day in the
twelve  (12)  month  period  prior to or on the Grant  Date,  and shall  exclude
individuals  classified as leased from a third party,  classified as independent
contractors,  or classified by the Company as intermittent or temporary, even if
any such  classification  is  changed  retroactively  as a result  of an  audit,
litigation or otherwise.

              (h) "Grant  Date" means the date  selected by the  Committee  from
time to time,  upon which  Awards are granted to  Participants  pursuant to this
Plan.

              (i)  "Option"  means an option to  purchase  shares of the  Common
Stock as described in Section 7 of the Plan.

              (j)  "Participant"  means  an  Employee  of  the  Company  or  its
subsidiaries  who is selected by the Committee to receive an Award granted under
the Plan. An Employee who  participated in the 1997 Restricted  Stock Plan shall
not be a Participant.

              (k) "Plan" means the Sonoco  Products  Company  Centennial  Shares
Plan, as set forth herein and as amended from time to time.

              (l)  "Retirement"  means an Employee's  termination  of employment
with  the  Company  on or  after  age  55 or as  defined  under  the  applicable
retirement policy of the Company or Subsidiary.

              (m) "SAR" means a stock  appreciation right with respect to shares
of the Common Stock as described in Section 8 of the Plan.

              (n) "Subsidiary" means any corporation or business entity of which
the Company owns,  directly or  indirectly,  more than 50% percent of the voting
stock or equity interest.

       3.  Shares  Subject to the Plan.  Subject to  adjustment  as  provided in
Section 14, the number of shares of Common  Stock which shall be  available  and
reserved  for the grant of Awards  under the Plan shall not exceed 1.8  million.
The shares of Common Stock issued  under the Plan may come from  authorized  and
unissued shares or shares  purchased on the open market.  Shares of Common Stock
subject to an Award that expires unexercised,  that is forfeited,  terminated or
cancelled,  in whole or in part,  shall  thereafter again be available for grant
under the Plan, except as otherwise provided by the Committee.

                                       1


       4.  Administration.  The Plan shall be administered  by the Committee.  A
majority of the Committee shall constitute a quorum,  and the acts of a majority
shall be the acts of the Committee.

       Subject to the provisions of the Plan, the Committee shall (i) select the
Participants, determine the type of Awards to be made to Participants, determine
the  shares  subject to Awards,  and (ii) have the  power,  authority,  and sole
discretion to construe,  interpret and administer the Plan, to establish,  amend
and rescind any rules and  regulations  in order to administer and carry out the
provisions  and purposes of the Plan, to determine  the terms and  provisions of
any  agreements  entered into  hereunder,  and to make all other  determinations
necessary or advisable for the  administration  of the Plan  including,  without
limitation, factual determinations. The Committee may correct any defect, supply
any omission or reconcile any  inconsistency  in the Plan or in any Award in the
manner and to the extent it shall deem  desirable to carry it into  effect.  The
determinations  of the Committee in construing,  interpreting and  administering
the Plan, as described herein, shall be final and conclusive, and binding on all
parties. The Committee may designate persons other than members of the Committee
to carry out such  responsibilities  of the  Committee  under the Plan as it may
deem appropriate.

       5. Eligibility. The Committee shall select from time to time Employees of
the Company or its  subsidiaries  to  participate in the Plan. No Employee shall
have at any time the  right  (i) to be  selected  as a  Participant,  (ii) to be
entitled to an Award, or (iii) having been selected for an Award, to receive any
further Awards.

       6.  Awards.  Awards  under the Plan may consist of Options  (nonstatutory
stock options), Cash Bonuses or SARs. The Committee shall determine the Award to
be granted to each Participant.  The Committee may make such determination based
on the compensation of the Employee,  the location of the Employee,  or based on
such other  factors  as the  Committee  deems  appropriate.  The Award  shall be
subject to such terms and conditions as the Committee may determine.

       7.     Stock Options

              Subject to any  modifications  provided  pursuant to Section 8(e),
Options shall be subject to the terms specified in Sections 7(a)-(f).

I. Option Price. The Committee shall establish the Option price at the time each
Option is granted,  which  price  shall not be less than the closing  price of a
share of the Common Stock on the New York Stock  Exchange on the Grant Date,  or
the fair market value of a share of the Common Stock if it is not so listed,  as
determined by the Committee.

II.  Expiration  Date of Option.  Stock  Options shall be  exercisable  for such
period  as  specified  by the  Committee,  but in no event  may  Options  become
exercisable earlier than two years after the Grant Date (except in the case of a
Change of  Control)  or be  exercisable  for a period of more than six (6) years
after their Grant Date.

III. Vesting Date of Option.  The Option shall become  exercisable on the second
anniversary of the Grant Date or as otherwise determined by the Committee.

IV. Exercise of Option. The Committee shall establish  procedures  governing the
exercise of Options,  which may include procedures  restricting the frequency or
method(s)  of  exercise,  as well as periods  (black-out  periods)  during which
Options may not be exercised. In general, subject to such specific provisions, a
Participant shall exercise an Option as follows:

A. The  Participant  shall  submit an Option  exercise  request to the broker or
recordkeeper  designated  by the Committee  specifying  the Option and number of
shares being exercised.  The Committee may prescribe electronic,  voice or other
means of  submission of such  request.  The exercise  request shall also specify
which of the following types of exercise the Participant is making:

1.     A regular Option exercise.

2. An Option exercise and sale of all shares being purchased  through the Option
exercise.

3. An Option  exercise and sale of  sufficient  shares to cover the Option Price
(and  applicable  withholding  taxes and  transaction  fees) of the shares being
purchased  through the Option  exercise,  with the remainder of the shares to be
issued to the Participant.

                                       2


B. If the Participant requests a regular Option exercise,  the Participant shall
deliver the full Option price in cash (together with an amount to pay applicable
withholding taxes and transaction fees) to the broker or recordkeeper designated
by the Committee at the time of exercise.

C. If the Participant requests an Option exercise and sale of shares, the broker
or recordkeeper  designated by the Committee shall sell the applicable number of
shares  as  soon as  practical  following  receipt  of such  request  and,  upon
settlement  of the trade,  transfer to the Company an amount equal to the Option
price for the shares being  purchased  through the Option  exercise.  As soon as
practical  thereafter,  the proceeds from the sale or the shares of Common Stock
(less the option price, applicable withholding taxes and transaction fees) shall
be delivered to the Participant;  provided,  however, that the Participant shall
receive cash in lieu of any fractional shares.

V.  Expiration of Stock Option.  Each option and any related rights shall expire
on the earliest to occur of:

A.     six (6) years after the Grant Date of the Option;

B. if  vested,  ninety  (90) days after  termination  of  employment  because of
retirement, death, disability, dismissal, resignation or otherwise; or

C.  if not  vested,  immediately  upon  termination  of  employment  because  of
retirement, death, disability, dismissal, resignation or otherwise.

              Neither the Company nor the Committee shall have any obligation to
notify a Participant of the expiration, or impending expiration of an Award.

VI.  Rights as  Shareholder.  A  Participant  shall have none of the rights of a
shareholder  with respect to shares of Common  Stock  covered by any Award until
the  Participant  becomes the record  holder of such shares as determined by the
records of the Company's transfer agent.

       8.     Non-U.S. Employees.

              (a) Applicability. This Section 8 shall apply to each Employee who
is not based in the United States.

              (b) Schedule of Countries where Awards are Feasible. The Committee
shall  determine,  in its sole  discretion,  whether it is desirable or feasible
under local law, custom and practice to grant Awards under the Plan to Employees
described  in  Section  8(a) in each  country  outside  the United  States.  The
Committee shall approve a schedule specifying by country whether an Option, Cash
Bonus or SAR is to be granted under this Section. The schedule may differentiate
among classes of Employees  (including  international  assignees)  and locations
within a country.

              (c) Terms of Option,  Cash  Bonus and SAR.  If the  Committee  has
determined  on the  schedule  described  in Section  8(b) that it is feasible to
grant an Option, Cash Bonus or SAR at a location for a Grant Date, each Employee
under this Section  specified in the schedule  shall be granted an Option,  Cash
Bonus or SAR,  as  applicable,  on such Grant Date.  Each such  Option  shall be
granted  under and shall be subject  to the terms in Section 7,  except for such
modifications  or  additional  terms  and  conditions  as  the  Committee  deems
appropriate under Section 8(e). Each Cash Bonus and each SAR shall be subject to
Section 8(d).

              (d) Cash Bonuses and Stock Appreciation Rights. A Cash Bonus shall
entitle  the  Participant  to receive a payment in cash in an amount and at such
times as the Committee shall determine. Each Cash Bonus shall be subject to such
terms  and  conditions  as the  Committee  deems  appropriate,  which  terms may
include,  without  limitation,  vesting and  termination  provisions  similar to
options and payment  "triggering"  events  based on  specified  increases in the
Company's stock price.

              A SAR shall entitle the  Participant  to receive an amount in cash
equal to the increase of the fair market  value of a specified  number of shares
of  Common  Stock on the date of  exercise  over the fair  market  value of that
number of shares of Common Stock on the Grant Date of the SAR. Each SAR shall be
subject  to  Section 7 as though  the  reference  to the term  "Option"  in such
section were a reference  to the term "SAR,"  except for such  modifications  or
additional terms and conditions as the Committee deems appropriate under Section
7(e).  The  Participant  shall  exercise an SAR by  submitting  an SAR  exercise
request to the broker or  recordkeeper  designated  by the Committee in the same
manner  as a  request  for an  Option  exercise  and  sale of all  shares  being
exercised, except as otherwise provided by the Committee.

                                       3


              (e) Special Terms.  In order to facilitate the making of any Award
under Section 8, the Committee may provide for such modifications and additional
terms  and  conditions  ("special  terms")  in Awards  to  Participants  who are
employed by the Company outside the United States (or who are foreign  nationals
temporarily within the United States) as the Committee may consider necessary or
appropriate  to  accommodate  differences  in local law,  policy or custom or to
facilitate  administration  of the Plan.  The special terms may provide that the
grant  of an Award is  subject  to (a)  applicable  governmental  or  regulatory
approval  or other  compliance  with  local  legal  requirements  and/or (b) the
execution by the  Participant  of a written  instrument in the form specified by
the  Committee,  and that in the event such  requirements  or conditions are not
satisfied,  the grant shall be void.  The special terms may also provide that an
Award shall become exercisable if an Employee's employment with the Company ends
as a result of  workforce  reduction,  realignment  or similar  measure  and the
Committee  may  designate a person or persons to make such  determination  for a
location.   The  Committee  may  adopt  or  approve  sub-plans,   appendices  or
supplements to or amendments,  restatements, or alternative versions of the Plan
as it may consider  necessary or appropriate  for purposes of  implementing  any
special terms,  without thereby affecting the terms of the Plan as in effect for
any  other  purpose.   The  special  terms  and  any  appendices,   supplements,
amendments, restatements or alternative versions, however, shall not include any
provisions that are  inconsistent  with the terms of the Plan as then in effect,
unless the Plan could have been amended to eliminate such inconsistency  without
further approval by the Board.

              (f) No Acquired  Rights.  No  individual in any country shall have
any right to receive an Award,  except as expressly provided for under the Plan.
All Awards made at any time are subject to the prior approval of the Committee.

       9. Award  Documentation.  Each Award under the Plan shall be evidenced by
an  agreement,  certificate  or other  document  setting  forth  the  terms  and
conditions, as determined by the Committee,  which shall apply to such Award, in
addition to the terms and conditions specified in the Plan.

       10. Change of Control. In the event of a change of control of the Company
or a liquidation,  reorganization,  merger,  consolidation or amalgamation  with
another company in which the Company is not the surviving company, the Committee
may, in its discretion,  provide for appropriate  adjustments and settlements of
each Award  including such further  provisions and  limitations in any agreement
documenting  such Awards as it may deem  equitable and in the best  interests of
the Company.

       11. Withholding. The Company and its subsidiaries shall have the right to
deduct from any payment to be made  pursuant to the Plan, or to require prior to
the  issuance or  delivery of any shares of Common  Stock or the payment of cash
under the Plan,  any taxes  required by law (whether  federal,  state,  local or
foreign) to be withheld therefrom. The Committee may, in its discretion,  permit
a  Participant  to elect to satisfy such  withholding  obligation  by having the
Company  retain the number of shares of Common  Stock  whose fair  market  value
equals the amount  required to be  withheld.  Any  fraction of a share of Common
Stock required to satisfy such  obligation  shall be disregarded  and the amount
due shall instead be paid in cash to the Participant.

       12.  Nontransferability.  No amount payable or other right under the Plan
shall be  subject  in any  manner to  alienation,  sale,  transfer,  assignment,
bankruptcy,  pledge,  attachment,  charge or  encumbrance of any kind nor in any
manner be subject to the debts or liabilities  of any person,  except by will or
the laws of descent and distribution,  and any attempt to so alienate or subject
any such amount,  whether  presently or  thereafter  payable,  or any such right
shall be void.

       13. No Right to Employment. No person shall have any claim or right to be
granted an Award,  and the grant of an Award shall not be  construed as giving a
Participant  the  right  to  continue  in  the  employ  of  the  Company  or its
subsidiaries.  Further,  the Company and its subsidiaries  expressly reserve the
right at any time to dismiss a Participant  without any liability,  or any claim
under the Plan,  except as  provided  herein or in any  agreement  entered  into
hereunder.

       14.  Adjustment of and Changes in Common Stock. In the event of any stock
dividend,  split or  reverse  split,  recapitalization,  merger,  consolidation,
spin-off,  combination  or exchange of shares or other  change in the  corporate
structure  or shares of stock of the  Company,  or any  distributions  to common
shareholders  other than regular cash  dividends,  the  Committee  may make such
substitution  or  adjustment,  if any,  as it deems to be  equitable,  as to the
number or kind of shares of Common Stock or other securities  issued or reserved
for  issuance  pursuant  to the Plan and to  outstanding  Awards  and the prices
therefor.  Any  determination  by the  Committee  under this Section 14 shall be
binding on all Participants and as to all Awards hereunder.

                                       4


       15. Amendment.  The Board may amend, suspend or terminate the Plan or any
portion thereof at any time.

       16. Entire Plan. This document is a complete statement of the Plan. As of
its effective date this document supersedes all prior plans, representations and
proposals,  written or oral,  relating to its subject matter.  The Company shall
not be bound by or liable  to any  person  for any  representation,  promise  or
inducement  made by any  employee  or agent of it which is not  embodied in this
document or in any authorized written amendment to the Plan.

       17.  Governing  Law.  The Plan  shall  be  construed  and its  provisions
enforced  and  administered  in  accordance  with the laws of the State of South
Carolina.

       18.  Effective Date. The Plan shall be effective as of December 31, 1998.
Subject to earlier  termination  pursuant  to Section  15, the Plan shall have a
term of six (6) years from its effective date.


                                       5


                              Sinkler & Boyd, P.A.
                                Attorneys at Law
                               The Palmetto Center
                          1426 Main Street, Suite 1200
                         Columbia, South Carolina 29201
                                 (803) 779-3080





                                December 30, 1998

Sonoco Products Company
Post Office Box 160
Hartsville, South Carolina 29551


Gentlemen:

         In connection  with the  registration  under the Securities Act of 1933
(the  "Act") of 1,800,000  shares of the common  stock (the  "Common  Stock") of
Sonoco Products  Company,  a South Carolina  corporation  (the  "Company"),  for
issuance pursuant to the Sonoco Products Company Centennial Shares Plan, we have
examined such corporate  records,  certificates  and other  documents,  and such
questions  of law,  as we  have  considered  necessary  or  appropriate  for the
purposes of this opinion.

         Upon the basis of such  examination  it is our opinion  that the Common
Stock,  when issued upon the terms and conditions set forth in the  Registration
Statement filed by the Company in connection with the registration of the Common
Stock, and upon receipt of the consideration  therefor,  will be legally issued,
fully paid and nonassessable.

         We consent to be named in the  Registration  Statement as attorneys who
will pass upon certain legal matters in connection  with the offering  described
in the Registration Statement, and to the filing of a copy of this opinion as an
exhibit to the Registration Statement. In giving such consent, we do not thereby
admit that we are in the  category of persons  whose  consent is required  under
Section 7 of the Act.

                                Very truly yours,


                                s/Sinkler & Boyd, P.A.
                                Sinkler & Boyd, P.A.






                                        8



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Re:  Sonoco Products Company Registration Statement on Form S-8

We are aware that our report  dated  November  11, 1998 on our review of interim
financial  information of Sonoco Products Company for the period ended September
27, 1998 and  included in the  Company's  quarterly  report on Form 10-Q for the
quarter then ended is incorporated by reference in this registration  statement.
Pursuant to Rule 436(c) under the Securities Act of 1933, this report should not
be considered a part of the registration  statement  prepared or certified by us
within the meaning of Sections 7 and 11 of that Act.


                                             s/PricewaterhouseCoopers LLP
                                               PricewaterhouseCoopers LLP

Charlotte, North Carolina
December 30, 1998



                       CONSENT OF INDEPENDENT ACCOUNTANTS


     We consent to the incorporation by reference in this Registration Statement
on Form S-8 of Sonoco Products  Company of our report dated January 30, 1998, on
our audits of the consolidated  financial  statements of Sonoco Products Company
as of December 31, 1997 and 1996,  and for each of the three years in the period
ended  December  31,  1997,  which  report is  incorporated  by reference in the
Company's Annual Report on Form 10-K.

                                             s/PricewaterhouseCoopers LLP
                                               PricewaterhouseCoopers LLP

Charlotte, North Carolina
December 30, 1998

                                        9
                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below constitutes and appoints F. Trent Hill, Jr. and Charles J. Hupfer, jointly
and severally, his true and lawful attorneys-in-fact and agents, with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign a Registration Statement on Form S-8 relating to
the Sonoco Products Company Centennial Shares Plan and any and all amendments to
such  Registration  Statement,  and to file the same, with all exhibits thereto,
and  other  documentation  in  connection  therewith,  with the  Securities  and
Exchange Commission,  granting unto said attorneys-in-fact and agents full power
and  authority  to do and  perform  each and every act and thing  requisite  and
necessary  to be done in and about the  premises,  as fully to all  intents  and
purposes as he might or could do in person,  hereby ratifying and confirming all
that  each  of  said   attorneys-in-fact   and  agents,  or  his  substitute  or
substitutes, may do or cause to be done by virtue hereof.

         Signature                 Title                                Date
s/P. C. Browning                                                October 21, 1998
- --------------------------         President and Chief
P. C. Browning                     Executive Officer
                                   and Director
s/F. T. Hill, Jr.         
- --------------------------         Principal Financial and      October 21, 1998
F. T. Hill, Jr.                    Accouning Officer
                                   
s/C. J. Bradshaw          
- --------------------------         Director                     October 21, 1998
C. J. Bradshaw                     
                          
s/R. J. Brown                                                   
- --------------------------         Director                     October 21, 1998
R. J. Brown               
                                                                
s/C. W. Coker                      
- --------------------------         Director                     October 21, 1998
C. W. Coker                                                     
                                   
s/F. L. H. Coker                 
- --------------------------         Director                     October 21, 1998
F. L. H. Coker                     
                          
s/J. L. Coker                                                   
- --------------------------         Director                     October 21, 1998
J. L. Coker               
                                                                
s/T. C. Coxe, III                  Director                     October 21, 1998
- --------------------------
T. C. Coxe, III                                                 
                                   
s/H. E. DeLoach, Jr.               
- --------------------------         Director                     October 21, 1998
H. E. DeLoach, Jr.                 
                          
s/A. T. Dickson                                                 
- --------------------------         Director                     October 21, 1998
A. T. Dickson             
                                     
s/R. E. Elberson                   
- --------------------------         Director                     October 21, 1998
R. E. Elberson                                                  
                                   
s/J. C. Fort              
- --------------------------         Director                     October 21, 1998
J. C. Fort                         
                          
s/P. Fulton                                                     
- --------------------------         Director                     October 21, 1998
P. Fulton                 
                                  
s/B. L. M. Kasriel                 
- --------------------------         Director                     October 21, 1998
B. L. M. Kasriel          
                          
s/E. H. Lawton, Jr.       
- --------------------------         Director                     October 21, 1998
E. H. Lawton, Jr.         
                          
s/H. L. McColl, Jr.       
- --------------------------         Director                     October 21, 1998
H. L. McColl, Jr.         
                          
s/D. D. Young             
- --------------------------         Director                     October 21, 1998
D. D. Young