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SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box:

[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

SONOCO PRODUCTS COMPANY - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: [ ] Fee paid previously with preliminary materials: [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed:

(SONOCO LOGO) SONOCO PRODUCTS COMPANY NORTH SECOND STREET HARTSVILLE, SOUTH CAROLINA 29550 USA March 15, 2002 TO OUR SHAREHOLDERS: You are cordially invited to attend our Annual Shareholders' Meeting to be held at the Center Theater, 212 North Fifth Street, Hartsville, South Carolina, on Wednesday, April 17, 2002, at 11:00 A.M. We have enclosed a Notice of Annual Meeting of Shareholders and Proxy Statement that cover the details of matters to be presented at the meeting. In addition to acting on the matters listed in the Notice of Annual Meeting of Shareholders, we will discuss the Company's progress, and you will be given an opportunity to ask questions of general interest to all shareholders. We have also enclosed a copy of the 2001 Annual Report, which reviews the Company's past year's events and discusses strategy and the outlook for the future (or, if you have previously consented in writing, we have delivered a single copy of the Annual Report for all shareholders at your address). We hope that you will come to the Annual Meeting in person; but even if you plan to come, we strongly encourage you to complete the enclosed proxy appointment and return it to us in the enclosed business reply envelope. Or, you can vote by telephone or via the Internet. Instructions are shown on your proxy card. If you are a shareholder of record and later find you can be present or if for any reason you desire to revoke your proxy, you can do so at any time before the voting. Your vote is important and will be greatly appreciated.

/s/ Charles W. Coker /s/ Harris E. DeLoach, Jr. Charles W. Coker Harris E. DeLoach, Jr. Chairman President & Chief Executive Officer

SONOCO PRODUCTS COMPANY NORTH SECOND STREET HARTSVILLE, SOUTH CAROLINA 29550 USA NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TIME................................. 11:00 A.M. on Wednesday, April 17, 2002. PLACE................................ The Center Theater, 212 North Fifth Street, Hartsville, South Carolina. PURPOSES............................. (1) To elect seven members of the Board of Directors, five to serve for the next three years, one for the next two years and one for the next year. (2) To approve the selection of independent accountants. (3) To transact any other business that properly comes before the meeting or any adjournment of the meeting. RECORD DATE.......................... You can vote if you were a shareholder of record at the close of business February 22, 2002. ANNUAL REPORT........................ We have enclosed a copy of the 2001 Annual Report (or, if you have previously consented in writing, we have delivered a single copy of the Annual Report for all shareholders at your address). The Annual Report is not part of the proxy soliciting material. PROXY VOTING......................... It is important that your shares be represented and voted at the meeting. Please vote in one of these three ways: (1) USE THE TOLL-FREE TELEPHONE NUMBER shown on your proxy card if you live in the United States or call the toll telephone number shown on your proxy card COLLECT if you live outside the United States; (2) VISIT THE WEB SITE shown on your proxy card and vote via the Internet; OR (3) MARK, SIGN, DATE AND PROMPTLY RETURN the enclosed proxy card in the postage-paid envelope. Any proxy may be revoked at any time prior to its exercise at the Annual Meeting.

By order of the Board of Directors, Charles J. Hupfer Secretary March 15, 2002 2

SONOCO PRODUCTS COMPANY NORTH SECOND STREET HARTSVILLE, SOUTH CAROLINA 29550 USA PROXY STATEMENT GENERAL INFORMATION INFORMATION CONCERNING THE SOLICITATION We are sending you these proxy materials in connection with the solicitation by the Board of Directors of Sonoco Products Company of proxies to be used at the Annual Meeting of Shareholders ("Annual Meeting") to be held on April 17, 2002, and at any adjournment or postponement of the meeting. "We", "our", "us", "Sonoco", and "the Company" all refer to Sonoco Products Company. The proxy materials are first being mailed on or about March 15, 2002. WHO MAY VOTE You will only be entitled to vote at the Annual Meeting if our records show that you held your shares on February 22, 2002. At the close of business on February 22, 2002, a total of 95,630,835 shares of Common Stock were outstanding and entitled to vote. Each share of Common Stock has one vote. VOTING BY PROXIES If your shares are held by a broker, bank or other nominee, they will send you instructions that you must follow to have your shares voted at the Annual Meeting. If you hold your shares in your own name as a record holder, you may instruct the proxy agents how to vote your shares by completing, signing, dating and mailing the proxy card in the enclosed postage-paid envelope; by dialing the toll-free or collect telephone numbers shown on your proxy card; or by accessing the Internet Web site shown on your proxy card. Of course, you can always come to the meeting and vote your shares in person. The proxy agents will vote your shares as you instruct. If you sign and return your proxy card without giving instructions, the proxy agents will vote your shares FOR each person named in this Proxy Statement as a nominee for election to the Board of Directors and FOR approval of the selection of PricewaterhouseCoopers LLP as the Company's independent accountants for the fiscal year ending December 31, 2002. The proxy agents will vote according to their best judgment on any other matter that properly comes before the Annual Meeting. At present, the Board does not know of any other such matters. 3

HOW TO REVOKE YOUR PROXY You may revoke your proxy at any time before it is voted. If you are a record shareholder, you may revoke your proxy in any of the following ways: - by giving notice of revocation at the Annual Meeting; - by delivering to the Secretary of the Company, North Second Street, Hartsville, South Carolina, 29550 USA, written instructions revoking your proxy; or - by delivering to the Secretary an executed proxy bearing a later date. Subsequent voting by telephone or via the Internet cancels your previous vote. If you are a shareholder of record, you may also attend the meeting and vote in person, in which case your proxy vote will not be used. HOW VOTES WILL BE COUNTED The Annual Meeting will be held if a majority of the outstanding shares of Common Stock entitled to vote (a "quorum") is represented at the meeting. If you have submitted valid proxy instructions or attend the meeting in person, your shares will be counted for the purpose of determining whether there is a quorum, even if you wish to abstain from voting on some or all matters introduced. "Broker non-votes" also count in determining whether a quorum is present. A "broker non-vote" occurs when a broker, bank or nominee who holds shares for a beneficial owner does not vote on a particular proposal because the nominee does not have discretionary voting power for that proposal and has not received voting instructions from the beneficial owner. If a quorum is present at the Annual Meeting, directors will be elected by a plurality of the votes cast by shares present and entitled to vote at the Annual Meeting. Votes that are withheld or that are not voted in the election of directors will have no effect on the outcome of election of directors. Cumulative voting is not permitted. Approval of the selection of PricewaterhouseCoopers LLP as independent accountants and approval of any other matter that may be brought before the meeting require that the votes cast in favor of the matter exceed the votes cast against the matter. Votes that are withheld or shares that are not voted will have no effect on the outcome of such matters. COST OF THIS PROXY SOLICITATION We will pay the cost of this proxy solicitation. In addition to soliciting proxies by mail, we expect that some of our officers and regular employees will solicit proxies by telephone, telefacsimile, e-mail or personal contact. None of these officers or employees will receive any additional or special compensation for doing this. 4

ELECTION OF DIRECTORS At our Annual Meeting, seven directors will be elected. Five will hold office for the next three years; one will hold office for the next two years, and one will hold office for the next year. Their terms will expire at our Annual Shareholders' Meetings in 2005, 2004 and 2003, respectively, or when their successors are duly elected and qualify. The proxy agents intend to vote FOR the election of the seven persons named below unless you withhold authority to vote for all or any of the nominees. The proxy agents will not vote for more persons than the number of nominees named. The Board of Directors recommends that you vote FOR each nominee for election. INFORMATION CONCERNING NOMINEES

- --------------- * C. W. Coker and F. L. H. Coker are brothers and are first cousins of J. L. Coker.

All nominees previously have been elected to the Board of Directors by the Common Shareholders except Mr. C. C. Fort and Mr. E. H. Lawton, III. Mr. E. H. Lawton, Jr., whose term would have expired at the 2004 Annual Meeting, reached mandatory retirement age and retired from the Board on July 12, 2001. Mr. Fort was elected by the Board on July 17, 2001, to fill the vacancy created by the retirement of Mr. Lawton, Jr. until this Annual Meeting. Mr. C. D. Spangler, Jr., whose term would have expired at the Annual Shareholders' Meeting in 2003, resigned on December 18, 2000, for personal reasons. Mr. Lawton, III was elected by the Board on July 17, 2001, to fill the vacancy created by the resignation of Mr. Spangler until this Annual Meeting. The Corporate Governance Committee of the Board of Directors recommends Mr. Fort and Mr. Lawton for election by the Common Shareholders. The Board of Directors has fixed the number of directors of the Company at 15. The Corporate Governance Committee recommends to the Board of Directors nominees to fill vacancies on the Board as they occur and recommends candidates for election as directors at Annual Meetings of Shareholders. If you wish to recommend nominees to the Corporate Governance Committee for election to the Board of Directors, you must submit in writing to the Corporate Governance Committee of the Company the names of the persons, their qualifications for service and evidence of their willingness to serve. Our Restated Articles of Incorporation require that nominations for any person who is not a director of the Company must be submitted to the Secretary at least 60 days prior to the Annual Meeting. No other nominations have been timely made for election at this Annual Meeting. 7

Members of the Board of Directors whose terms of office will continue until our Annual Shareholders' Meeting in 2003 are:

- --------------- * C. W. Coker and F. L. H. Coker are brothers and are first cousins of J. L. Coker.

Members of the Board of Directors whose terms of office will continue until the Annual Shareholders' Meeting in 2004 are:

- --------------- * C. W. Coker and F. L. H. Coker are brothers and are first cousins of J. L. Coker.

BOARD COMMITTEES During 2001, the Board of Directors held four regularly scheduled meetings and two special meetings to review significant developments affecting the Company and to act on matters requiring Board approval. To assist it in performing its duties, the Board has established five committees:

During 2001, all directors attended 75% or more of the aggregate number of meetings of the Board and committees of which they were members, except Mr. Fulton who attended 72%. 13

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS The following table shows information as of December 31, 2001, about persons known to us to be the beneficial owner of more than 5% of our Common Shares. This information was obtained from Schedules 13G filed by these entities with the Securities and Exchange Commission, and we have not independently verified it.

- --------------- (1) State Street Bank and Trust Company is a bank that holds shares in various fiduciary capacities. Of the shares shown above, 3,374,432 are held by the bank as trustee of the Company's Employee Savings and Stock Ownership Plan. (2) Alliance Capital Management L.P. is an investment advisor that manages discretionary investment accounts on behalf of its clients. Alliance Capital Management L.P. is a subsidiary of AXA Financial, Inc., a Delaware corporation, which is controlled by AXA and The Mutuelles AXA. The AXA entities have disclaimed beneficial ownership of the Sonoco shares. 14

SECURITY OWNERSHIP OF MANAGEMENT The following table shows the number of shares beneficially owned as of December 31, 2001, directly or indirectly, by each director and named executive officer.

- --------------- (1) The directors and the named executive officers have sole voting and investment power over the shares unless otherwise indicated in the footnotes. The number includes shares subject to currently exercisable options, granted by the Company under the 1983 Key Employee Stock Option Plan, the 1991 Key Employee Stock Plan (the "1991 Plan") and the 1996 Non-Employee Directors' Stock Plan for the following directors and named executive officers: C. J. Bradshaw -- 14,600; R. J. Brown -- 23,149; F. L. H. Coker -- 14,600; J. L. Coker -- 14,600; T. C. Coxe, III -- 84,758; A. T. Dickson -- 14,600; Paul Fulton -- 14,600; B. L. M. Kasriel -- 25,090; H. L. McColl, Jr. -- 14,600; T. E. Whiddon -- 3,000; D. D. Young -- 10,200; C. W. Coker -- 809,308; H. E. DeLoach, Jr. -- 515,500; C. L. Sullivan, Jr. -- 65,000; R. E. Holley -- 170,322; J. C. Bowen -- 122,556; and F. T. Hill, Jr. -- 211,721. Also included are shares held in the Company's Dividend Reinvestment Plan (11,036) and shares held in the Company's Employee Savings and Stock Ownership Plan (47,835). Shareholdings do not include Restricted Stock Rights, which have been deferred until retirement, granted under the 1991 Plan or Deferred Compensation and Restoration Units. Shareholdings do not include the awards listed in the Long-Term Incentive Plans -- Awards in Last Fiscal Year table shown on Page 23. (2) Percentages not shown are less than 1%. (3) Includes 507 shares of Common Stock owned by Mrs. Fulton. Mr. Fulton disclaims beneficial ownership of these shares. (4) Includes 11,882 shares of Common Stock owned by Mrs. McColl. Mr. McColl disclaims beneficial ownership of these shares. (5) Includes 238,010 shares of Common Stock owned by trusts and an estate for which Mr. DeLoach is trustee and personal representative, respectively. Mr. DeLoach has no pecuniary interest in these trusts and the estate and disclaims beneficial ownership of these shares. (6) Issuance of these shares, most of which have vested, has been deferred until retirement; thus, no voting rights are associated with them. (7) These figures represent deferred compensation units and restoration units connected with the Sonoco Savings Plan. No voting rights are associated with these units. (8) Mr. Hill resigned on February 11, 2002. 16

EXECUTIVE COMPENSATION COMMITTEE REPORT TO SHAREHOLDERS The Executive Compensation Committee of the Board of Directors (the "Committee") is responsible for setting the remuneration levels for executives of the Company. It also oversees the Company's various executive compensation plans, as well as the overall management compensation program. Additionally, the Committee reviews and plans for top management succession and reviews executive job performance. The Committee periodically evaluates the Company's executive compensation program in terms of appropriateness, including competitive positioning relative to other companies' practices. The Committee obtains independent and impartial advice from external compensation consulting firms in order to maintain objectivity in executing its responsibilities. The Committee met four times during 2001 and had met once in 2002 as of the printing of this report. PHILOSOPHY The executive compensation program has been designed to attract, motivate, reward and retain senior management by providing competitive total compensation opportunities based on performance, teamwork and the creation of shareholder value. The program currently consists of salary, annual cash bonus awards, annual stock options, periodic contingent share awards, perquisites and employee benefits. In order to determine competitive compensation levels, the Company participates in a number of surveys conducted by independent consulting firms. In these surveys, executive compensation levels are developed by looking at large numbers of similar positions across American industry and reflect adjustments based on company revenues. The Dow Jones Containers & Packaging Group Index ("Index"), which includes the Company, was used in the five-year shareholder return performance graph that appears on Page 21. The companies in this Index also are included, as available, among the companies whose survey data is used in the Company's compensation studies. From time to time, the Company contracts with independent consulting firms to perform customized compensation studies of companies in its industry group and/or of companies having similar long-term financial performance results. The total compensation package for executives for 2001 was generally structured to be competitive with the 75th percentile of total pay practices for executives of similar size corporations if challenging annual financial targets and corresponding longer term increases in shareholder value were achieved. The base salary midpoints were targeted to be at the median of surveyed market rates. Incentive compensation, consisting of annual cash bonuses, annual stock option awards and periodic contingent share awards, constitutes the Company's performance-based compensation element. The levels of the combined award opportunities reflected 75th percentile competitive total annual and long-term incentive compensation opportunities for similar positions. These awards provided opportunities to motivate and reward executives for exceptional performance. If performance targets were not met, total compensation levels would fall below competitive median practice. In further support of the Company's pay-for-performance philosophy, executive perquisites were limited and provided a lower level of benefits than the market median. The benefits program for executives provided a benefit that was somewhat higher than the market median. This benefits program, in particular the retirement and life insurance plans, was designed to enhance retention of executives until normal retirement age. 17

The Committee has taken, and it intends to continue to take, steps necessary to assure the federal tax deductibility of compensation realized by senior executives. However, to the extent that such steps would not be practical or would not be consistent with the Committee's compensation objectives, there is the possibility that future compensation, in some circumstances, may not meet tax deductibility requirements. Following is a discussion of elements of the executive compensation program, along with a description of the decisions and actions taken by the Committee, with regard to 2001 compensation. Also included is a specific discussion of the decisions regarding the compensation of Mr. DeLoach for performing the duties of President and Chief Executive Officer ("CEO"). The tables and accompanying narrative and footnotes that follow this report reflect the decisions covered by the discussions. SALARY The Company's salary ranges and resulting salaries are based on a relative valuing of the duties and responsibilities of each position. The Committee reviews the base salaries of all senior executives on an annual basis. Merit salary increases are based on consideration of each executive's performance and position in his or her salary range. Promotional salary increases are awarded to recognize increased responsibilities and accountabilities. The Committee used these criteria to determine salary adjustments for Mr. DeLoach and for each of the executive officers, except Mr. Coker. Mr. Coker, who remains an active employee of the Company as Chairman of the Board, has elected to begin receiving his supplemental executive retirement plan (SERP) benefit for which he became eligible at his normal retirement date. Upon initiation of these payments, Mr. Coker's base salary was reduced to zero. ANNUAL BONUS AWARDS The Company has an annual bonus plan that provides for cash incentive opportunities, based upon achievement of pre-determined annual financial performance goals, as well as attainment of key strategic and operational objectives. The purpose of this plan is to link a significant portion of executive pay to both the Company's operating performance for the year and to critical issues affecting the long-term health of the Company. Financial performance goals were weighted from 80% to 100% of total bonus opportunity. For senior executives with corporate responsibility, the plan's financial goals were based on corporate earnings per share from ongoing operations. For executives with business unit responsibility, one-fourth of the bonus opportunity available for financial performance was based on corporate earnings per share, and the remainder was based on business unit profit before interest and taxes. The strategic and operational objectives for 2001 were weighted from 0% to 20% of total bonus opportunity and were comprised of employee safety, growth initiatives, productivity and purchasing improvement, effective use of capital and diversity. 18

On February 5, 2002, the Committee reviewed and approved the 2001 annual bonus payments for executive officers. Initial bonus amounts were assigned to each executive officer (except Messrs. DeLoach, Sullivan, Hill, Holley and Bowen), based on the scoring of financial goal attainment and subjective evaluations of how well their strategic and operational objectives were met. In some cases, the Committee used additional discretion based on its assessment of individual performance and internal equity in the determination of final bonus amounts. Mr. DeLoach's bonus, which reflects the Committee's assessment of his contribution and efforts in 2001, is shown under the "Bonus" caption in the Summary Compensation Table on Page 22. In determining the amount, the Committee considered the challenges associated with the position of CEO, the Company's financial performance, his role in completing a major restructuring of the Company's organization and his role in carrying out a major acquisitions program. The bonus awards for Messrs. Sullivan, Hill, Holley and Bowen were determined in the same manner as the bonus award for Mr. DeLoach. In lieu of any fixed compensation, Mr. Coker participated in a special variable-pay incentive compensation plan, based solely on earnings per share goals. STOCK OPTIONS In 2001, the Committee granted to Mr. DeLoach, the executive officers and other key management employees options to purchase shares of Common Stock under a plan which previously had been approved by the Company's shareholders. The price of these options was set at the prevailing market price on the date the options were awarded. Accordingly, these options will be valuable to the recipients only if the market price of Company stock increases. Stock option awards for Mr. DeLoach and the other named officers are included in the Summary Compensation Table on Page 22 under the caption "Number of Securities Underlying Options Granted" and in the Option Grants in Last Fiscal Year table on Page 25. OTHER Effective December 31, 2001, the Committee granted awards of contingent share units to thirty-one executives, including Mr. DeLoach and four other executive officers named in the Summary Compensation Table. These awards, consisting of performance-based share units, were granted to provide corporate and business unit managers with an additional compensation opportunity that can be realized only if targeted creation of shareholder value also is achieved. The number of restricted shares granted was based on the Committee's judgment as to the appropriate size of an award, the individual's level within the Company and the earlier mentioned surveys of competitive compensation levels. Any shares disbursed as a part of this program will be funded from shares allocated in the 1991 Key Employee Stock Plan and, in order to minimize dilution, will consist entirely of previously issued shares that are acquired by the Company and retired or cancelled. The award to Mr. DeLoach reflects the Committee's recognition of his leadership in the development of a comprehensive plan for sustainable growth for the Company. The awards to the other participants also are intended to reward achievement of performance goals that are expected to lead to above-average shareholder returns. As described in more detail on Page 24, awards will vest depending on cumulative earnings per share (EPS) and average return on net assets employed (RONAE) for the three-year 19

performance period. Except for death, disability or retirement other than for cause, termination of a participant's employment prior to the end of the performance period will result in forfeiture of an award. A. T. Dickson (Chairperson) C. J. Bradshaw Paul Fulton B. L. M. Kasriel E. H. Lawton, Jr. H. L. McColl, Jr. D. D. Young 20

COMPARATIVE COMPANY PERFORMANCE The following line graph compares cumulative total shareholder return for the Company with the cumulative total return of the S&P 500 Stock Index and a nationally recognized industry index, the Dow Jones Containers & Packaging Group (which includes the Company), from December 31, 1996, through December 31, 2001. The graph assumes $100 invested on December 31, 1996, in Sonoco Products Company Common Stock, the S&P 500 Stock Index and the Dow Jones Containers & Packaging Group. COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN* AMONG SONOCO PRODUCTS COMPANY**, THE S&P 500 STOCK INDEX AND THE DOW JONES CONTAINERS & PACKAGING GROUP [PERFORMANCE GRAPH]

* TOTAL RETURN ASSUMES REINVESTMENT OF DIVIDENDS ** FISCAL YEAR ENDING DECEMBER 31 21

SUMMARY COMPENSATION TABLE

- --------------- (1) None of the executive officers received perquisites or personal benefits that totaled the lesser of $50,000 or 10% of their respective salary plus bonus payments. Amounts in this column represent the above-market portion of interest credits on previously earned compensation for which payment has been deferred. (2) The number and dollar value of restricted stock rights held, including target contingent share units, and dividend equivalents, based on the closing stock price on December 31, 2001, of $26.58 per share were: H. E. DeLoach, Jr. -- 206,684 shares ($5,493,660); C. L. Sullivan, Jr. -- 41,213 shares ($1,095,442); R. E. Holley -- 25,707 shares ($683,292); J. C. Bowen -- 25,707 shares ($683,292); F. T. Hill, Jr. -- 21,079 shares ($560,280); and C. W. Coker -- 51,798 shares ($1,376,791). 22

(3) All other compensation for 2001 consisted of the following components for each named officer:

--------------- (a) Comprised of contributions to the Sonoco Savings Plan and accruals to individual accounts in the Company's Omnibus Benefit Restoration Plan in order to keep employees whole with respect to Company contribution amounts that were limited by tax law. (4) Award of 100,000 units of restricted stock rights that become vested on December 31, 2005, if Mr. DeLoach is actively employed by the Company on that date. Dollar amount shown is based on the per share stock price of $21.625 on December 31, 2000, the date of grant. Dividend equivalents are being added to these rights. (5) Mr. Sullivan received an award of 10,000 restricted stock rights upon his employment as a corporate officer of the Company. The rights accumulate dividend equivalents and vest in three generally equal increments on September 1 of 2003, 2004 and 2005. The dollar amount shown is based on the per share stock price of $19.1875 on September 1, 2000, the date of grant. LONG-TERM INCENTIVE PLANS -- AWARDS IN LAST FISCAL YEAR

Awards are made in the form of contingent Company share units. The vesting of awards is tied to growth in earnings (cumulative EPS) and improved capital effectiveness (average RONAE) over a three-year period as described in the Compensation Committee's Report on Page 17. For two-thirds of the designated shares, threshold vesting is earned if three-year cumulative EPS is 96.25% of target, and maximum vesting is earned if three-year cumulative EPS is 105.82% or more of target. For the remaining one-third of the designated shares, threshold vesting is earned if three-year average RONAE is 95.24% of target, and maximum vesting is earned if three-year average RONAE is 104.76% of target. For both measures, the target shares vest when performance is 100% of target. The stock units applicable to each performance measure will be forfeited if the minimum (threshold) performance level is not achieved. Dividend equivalents with respect to such shares are automatically reinvested in additional stock units, subject to vesting conditions previously described. OPTION EXERCISES IN LAST FISCAL YEAR AND FISCAL YEAR-END OPTION VALUES AGGREGATED OPTION EXERCISES IN 2001 AND 2001 YEAR-END VALUES

- --------------- (1) The difference between the exercise price paid and the value of the acquired shares, based on the closing price of the Company's stock on the exercise date. (2) Based on $26.58 per share, the December 31, 2001, closing price. (3) Based on exercise prices ranging from $18.0736 to $24.5455 per share. (4) Based on an exercise price of $23.80 per share. 24

OPTION GRANTS IN LAST FISCAL YEAR 2001 STOCK OPTION GRANTS

- --------------- (1) These options were granted on February 7, 2001, at the closing market price. They became exercisable on February 7, 2002, and were granted for a period of ten years, subject to earlier expiration in certain events related to termination of employment. The exercise price can be paid by cash or by the delivery of previously owned shares. Tax obligations also can be paid by an offset of the underlying shares. (2) The Grant Date Present Values were derived using the Black-Scholes Option Pricing Model in accordance with the rules and regulations of the Securities and Exchange Commission and are not intended to forecast appreciation of the Company's stock price. The options had a grant date present value of $4.79. The Black-Scholes model was used with the following assumptions: stock price volatility of 20%, dividend yield of 2.59%, risk-free investment rate of 4.9% and a five-year option life. 25

PENSION TABLE Named executive officers participate in a non-contributory defined benefit program that provides for a maximum annual lifetime retirement benefit equal to 60% of final average compensation, computed as a straight life annuity, based on the highest three of the last seven calendar years. In order to receive the full benefit the executive must have at least 15 years of service and retire no earlier than age 65. Eligible spouses (married one year or longer at the executive's retirement date) receive survivor benefits at a rate of 75% of the benefit paid to the executives. The total benefit provided by the Company is offset by 100% of primary U.S. Social Security.

- --------------- (1) Final average compensation includes salary and bonus. Age, years of service and final average compensation as of December 31, 2001, for the named officers are as follows:

(2) Years of service beyond 15 do not provide for any additional benefit. (3) On May 1, 1999, Mr. Coker elected to begin receiving his supplemental retirement benefit in lieu of any fixed compensation. This benefit amounts to $955,500 per year and will not be offset by the Sonoco pension plan or Social Security until Mr. Coker retires. 26

DIRECTORS' COMPENSATION Employee directors do not receive any additional compensation for serving on the Board of Directors. Non-employee directors were paid an $11,000 quarterly retainer fee and a $1,000 attendance fee for special meetings in which they participated during 2001. Directors may elect annually to defer part or all of their retainer and special meeting fees. Directors can choose to have their deferrals earn interest credits at a market rate (the Merrill Lynch Ten-Year High Quality Bond Index) or be treated as if invested in equivalent units of Sonoco Common Stock (which are credited with reinvested dividend equivalents). Alternatively, directors can elect to receive stock options under the 1996 Non-Employee Directors' Stock Plan (the "Directors' Plan") instead of any part of their cash compensation. If a director chooses this alternative, he or she will receive an option to purchase four dollars worth of Sonoco Common Stock at the fair market value of the Common Stock on the date the option is granted for each one dollar of cash compensation the director chooses not to receive. During 2001, three directors received the following number of stock options instead of cash compensation: R. J. Brown -- 1,515 shares, E. H. Lawton, Jr. -- 6,408 shares and B. L. M. Kasriel -- 4,245 shares. Under the Directors' Plan, at the first regularly scheduled meeting of the Board of Directors during a calendar year, each non-employee director is granted an option to purchase 3,000 shares of Common Stock at a price equal to 100% of the fair market value as of the date the options are granted. Any person who later becomes a non-employee director also receives an option to purchase shares of Common Stock at the fair market value of the Common Stock on the date the option is granted. The number of shares for which options are granted is reduced 25% for each full quarter of the calendar year during which the person does not serve as a non-employee director. During 2001, each non-employee director received an option covering 3,000 shares. Effective with the first Board of Directors' meeting in 2002, the annual non-employee director's stock option was increased to 4,000 shares in accordance with the terms of this plan. Option shares are immediately vested but may not be exercised until one year after the grant date. COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION Messrs. A. T. Dickson, C. J. Bradshaw, Paul Fulton, B. L. M. Kasriel, E. H. Lawton, Jr., H. L. McColl, Jr. and Ms. D. D. Young served on our Executive Compensation Committee during the year ended December 31, 2001. Mr. Paul Fulton is a director of Bank of America Corporation. Mr. A. T. Dickson was a director of Bank of America Corporation until April 2001. Mr. H. L. McColl, Jr. was Chairman and Chief Executive Officer and a director of Bank of America Corporation until April 2001. Mr. C. W. Coker, our Chairman, is a director of Bank of America Corporation. During the third quarter of 2001, a Bank of America subsidiary managed the syndication and participated as agent to provide a 364-day committed revolving line of credit with a one-year term out option for $450,000,000 to support our commercial paper program and for general corporate purposes. Bank of America's commitment to this facility is $45,000,000. During the fourth quarter of 2001, a Bank of America subsidiary co-led a syndicate of financial institutions that underwrote, sold and distributed $250,000,000 in unsecured 12-year term notes that were used to pay down maturing commercial paper. A committed line of credit from Bank of America has been in place since 27

1987 and has been renewed, amended and increased or decreased according to our needs. Bank of America has extended other lines of credit to us as support for letters of credit, overdrafts and other corporate needs. It also provides treasury management services to us. We pay fees to the bank for these services and for the availability of the lines of credit, as well as interest on borrowed funds. All transactions were handled on a competitive basis. Management believes that the rates and provisions were as favorable to us as we could have obtained from similar sources. Mr. B. L. M. Kasriel is a member of our Executive Compensation Committee and is Vice Chairman and Chief Operating Officer of Lafarge of which Lafarge Platres International is a subsidiary. Sonoco Hongwen Paper Company, Ltd. (SHW), a subsidiary of Sonoco Asia, LLC, and Lafarge Onoda Gypsum, Shanghai, (LOGS), a subsidiary of China Plasterboard Corporation Holding Company (British Virgin Islands), a subsidiary of Lafarge Platres International, entered into an agreement in 1998 whereby LOGS will provide technical assistance to SHW in the development and manufacture of plasterboard liner. SHW will supply the plasterboard liner to LOGS at prevailing market prices. Lafarge Platres International, through China Plasterboard Corporation, has funded 50% of the capital costs ($450,000) for implementation of the project. The balance of approximately $450,000 has been met by Sonoco Asia, LLC through SHW. Ms. D. D. Young is a member of our Executive Compensation Committee and she is a director of Wachovia Corporation. Following a merger in 2001, the new Wachovia Corporation became the parent company of Wachovia Bank, N.A. and of First Union National Bank. Each bank provides a line of credit of $41,250,000 like that of Bank of America to support our commercial paper program and for general corporate purposes. We pay fees to Wachovia Bank, N.A. and to First Union National Bank for the availability of the credit lines. First Union National Bank, N.A. also provides trustee services, and we pay fees to First Union for the trustee services. Ms. Young is also an executive officer and a director of The Phoenix Companies, Inc. During 2001, we paid approximately $654,000 to The Phoenix Companies, Inc. for premiums for split-dollar life insurance policies covering certain of our officers and directors. TRANSACTIONS WITH MANAGEMENT Mr. H. L. McColl, Jr. was Chairman and Chief Executive Officer and a director of Bank of America Corporation until April 2001. Mr. C. W. Coker and Mr. Paul Fulton are directors of Bank of America Corporation. Mr. A. T. Dickson was a director of Bank of America Corporation until April 2001. See "Compensation Committee Interlocks and Insider Participation." Mr. R. J. Brown is a director of Wachovia Corporation. Following a merger in 2001, the new Wachovia Corporation became the parent company of Wachovia Bank, N.A. and of First Union National Bank. Each bank provides a line of credit of $41,250,000 like that of Bank of America to support our commercial paper program and for general corporate purposes. We pay fees to Wachovia Bank, N.A. and to First Union National Bank for the availability of the credit lines. First Union National Bank, N.A. also provides trustee services, and we pay fees to First Union for the trustee services. 28

Mr. B. L. M. Kasriel is Vice Chairman and Chief Operating Officer of Lafarge. Lafarge Platres International is a subsidiary of Lafarge. See "Compensation Committee Interlocks and Insider Participation." During 2001, we purchased timber from a trust of which Mr. T. C. Coxe, III, one of our directors and a former executive officer, is trustee and more than a 10% beneficial owner. The aggregate purchase price of the timber was approximately $814,251. Ms. D. D. Young is an executive officer and director of The Phoenix Companies, Inc., and she is a director of Wachovia Corporation. See "Compensation Committee Interlocks and Insider Participation." During 2001, we sold plastic bags to Lowe's through one of their distributors. The aggregate value of these sales to Lowe's was $3,786,650. Mr. T. E. Whiddon, a director of our Company, is Executive Vice President -- Logistics and Technology of Lowe's Companies, Inc. We anticipate that we will continue to engage in similar business transactions in 2002. Our management believes the prices and terms of the transactions reported above were comparable to those we could have obtained from other sources. AUDIT COMMITTEE REPORT The Audit Committee of the Board of Directors has reviewed and discussed with management our audited financial statements for the year ended December 31, 2001. The Audit Committee has discussed with our independent accountants, PricewaterhouseCoopers LLP, the matters required to be discussed by Statements on Auditing Standards 61. The Audit Committee has also received the written disclosures and the letter from PricewaterhouseCoopers LLP required by Independence Standards Board Standard No. 1 and has discussed with PricewaterhouseCoopers LLP their independence. Based on the review and discussions referred to above, the Audit Committee recommended to the Board of Directors that the audited financial statements be included in our Annual Report on Form 10-K for the year ended December 31, 2001. The Committee has also reviewed the services provided by PricewaterhouseCoopers LLP, discussed under the captions "Financial Information Systems Design and Implementation Fees" and "All Other Fees", and has considered whether provision of such services is compatible with maintaining auditor independence. B. L. M. Kasriel (Chairperson) C. J. Bradshaw R. J . Brown J. L. Coker Paul Fulton E. H. Lawton, III T. E. Whiddon Audit Fees During 2001, PricewaterhouseCoopers LLP billed the Company an aggregate of approximately $403,000 for professional services rendered for the audit of the Company's annual financial statements for the year ended December 31, 2001, and for reviews of the financial statements included in the Company's Forms 10-Q for that year. The Company estimates that the total fees for the audit of its annual financial statements for the year ended December 31, 2001, will be approximately $1,076,000. 29

Financial Information Systems Design and Implementation Fees For the year ended December 31, 2001, PricewaterhouseCoopers LLP did not provide the Company with any professional services in connection with financial information systems design and implementation. All Other Fees For the year ended December 31, 2001, PricewaterhouseCoopers LLP billed the Company an aggregate of approximately $1,703,000 for professional services and expenses primarily related to tax compliance and consulting services. APPROVAL OF INDEPENDENT ACCOUNTANTS Upon recommendation of the Audit Committee, the Board of Directors has appointed PricewaterhouseCoopers LLP, Certified Public Accountants, as our independent accountants to examine our financial statements for the year ending December 31, 2002. You will be asked to approve this selection at the Annual Meeting. PricewaterhouseCoopers LLP, or its predecessors, has audited our books and records for many years. Representatives of PricewaterhouseCoopers LLP will be present and available to answer questions at the Annual Meeting and may make a statement if they so desire. The Board of Directors recommends that you vote FOR the approval of the selection of PricewaterhouseCoopers LLP as independent accountants for the Company for the current year. SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE Our directors and executive officers are required to file reports with the Securities and Exchange Commission and the New York Stock Exchange, showing the number of shares of any class of our equity securities they owned when they became a director or executive officer, and, after that, any changes in their ownership of our securities. These reports are required by Section 16(a) of the Securities Exchange Act of 1934. Based on a review of Section 16(a) reports and any representations made to us, it appears that all such filings were timely made, except the Company failed to file on a timely basis one report on Form 4, due December 10, 2001, for Mr. F. L. H. Coker, a director of the Company, covering sales of shares on November 15 and November 19, 2001. These sales were reported on his Form 4 filed January 9, 2002. SHAREHOLDER PROPOSALS FOR NEXT ANNUAL MEETING If you want to present a shareholder proposal to be voted on at our Annual Meeting in 2003, you must submit the proposal to the Secretary of the Company in writing by January 31, 2003. However, if you want us to include your shareholder proposal in our proxy materials for our Annual Meeting in 2003, you must be sure the Secretary of the Company receives your written proposal by November 15, 2002. All shareholder proposals must comply with the requirements of our By-Laws. The proxy agents for the 30

Company will use their discretionary authority to vote on any shareholder proposal that the Secretary of the Company does not receive before January 29, 2003. DELIVERY OF DOCUMENTS TO SHAREHOLDERS SHARING AN ADDRESS We will deliver a single copy of the Annual Report to multiple shareholders sharing one address if all of those shareholders have consented in writing to delivery of a single Annual Report to their address. Upon oral or written request to EquiServe, Post Office Box 43012, Providence, RI 02940-3012, 1-800-633-4236, we will promptly deliver a separate copy of the Annual Report to a shareholder at a shared address to which a single copy was delivered. If you are currently receiving a single copy of the Annual Report for multiple shareholders at your address and would prefer to receive separate copies in the future, please write or call us at the address or telephone number above and ask us to send you separate copies. If shareholders at your address are currently receiving separate copies of the Annual Report and you would prefer to receive only one copy at your address, you may also write to us at the address above and ask us to send only one copy. OTHER MATTERS As of the date of this statement, management knows of no business that will be presented for consideration at the meeting other than that stated in the notice of the meeting. The proxy agents will vote in their best judgment on any other business that properly comes before the meeting. TO ASSURE YOUR REPRESENTATION AT THE MEETING, PLEASE VOTE BY TELEPHONE, VIA THE INTERNET OR MARK, SIGN, DATE AND RETURN YOUR PROXY CARD AS PROMPTLY AS POSSIBLE. PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THE ACCOMPANYING PROXY. Charles J. Hupfer Secretary March 15, 2002 31

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS SONOCO PRODUCTS COMPANY NORTH SECOND STREET - HARTSVILLE, SOUTH CAROLINA 29550 - USA The undersigned hereby appoints Harris E. DeLoach, Jr., President and Chief Executive Officer, or Charles J. Hupfer, Vice President, Secretary and Treasurer, as proxy agents, each with the power to appoint his substitute, and hereby authorizes them to represent and to vote, as designated below, all the shares of Common Stock of Sonoco Products Company held of record by the undersigned on February 22, 2002, at the Annual Meeting of Shareholders to be held on April 17, 2002, or at any adjournment thereof. THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR PROPOSALS 1 AND 2. PLEASE VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. Please sign exactly as your name(s) appear(s) hereon. When shares are held by joint tenants, both should sign. When signing as an attorney, executor, administrator, trustee or guardian, please give full title as such. If a corporation, please sign in full corporate name by President or other authorized officer. If a partnership, please sign in partnership name by an authorized person. HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS? - ----------------------------------- ---------------------------------------- - ----------------------------------- ---------------------------------------- - ----------------------------------- ----------------------------------------

[X] PLEASE MARK VOTES AS IN THIS EXAMPLE 1. Election of Directors: For Withheld - ------------------------------------- All On All For SONOCO PRODUCTS COMPANY NOMINEES - THREE-YEAR TERM: Nom- Nom- All - ------------------------------------- (01) C.J. Bradshaw, (02) R.J. Brown, inees inees Except COMMON STOCK (03) J.L. Coker, (04) Paul Fulton, (05) H.L. McColl, Jr. [ ] [ ] [ ] NOMINEE - TWO-YEAR TERM: Mark box at right if an address change or comment has been [ ] (06) C.C. Fort noted on the reverse side of this card. NOMINEE - ONE-YEAR TERM: CONTROL NUMBER: (07) E.H. Lawton, III NOTE: If you do not wish your shares voted "For" a particular nominee, mark the "For All Except" box and strike a line through the name(s) of the nominee(s). Your shares will be voted for the remaining nominee(s). For Against Abstain 2. Proposal to approve the selection of PricewaterhouseCoopers LLP, Certified [ ] [ ] [ ] Public Accountants, as independent accountants of the corporation. Please be sure to sign and date this Proxy. Date 3. In their discretion the proxy agents are authorized to vote upon - ---------------------------------------------------------- such other business as may properly come before the meeting. - ------Shareholder Sign Here----------Co-owner Sign-------- DIRECTORS RECOMMEND VOTING FOR 1 AND 2. Here DETACH CARD DETACH CARD VOTE BY TELEPHONE VOTE BY INTERNET It's fast, convenient, and immediate! It's fast, convenient, and your vote is immediately Call Toll-Free on a Touch-Tone Phone. confirmed and posted. FOLLOW THESE FOUR EASY STEPS: FOLLOW THESE FOUR EASY STEPS: 1. Read the accompanying Proxy Statement/Prospectus and Proxy 1. Read the accompanying Proxy Statement/Prospectus and Proxy Card. Card. 2. Call the toll-free number: 2. Go to the Website: 1-877-PRX-VOTE (1-877-779-8683) or call collect on a touch- http://www.eproxyvote.com/son tone phone 1-201-536-8073. There is NO CHARGE for this call. 3. Enter your Control Number located on your Proxy Card. 3. Enter your Control Number located on your Proxy Card. 4. Follow the recorded instructions. 4. Follow the instructions provided. YOUR VOTE IS IMPORTANT! YOUR VOTE IS IMPORTANT! Call 1-877-PRX-VOTE anytime! Go to http://www.eproxyvote.com/son anytime! DO NOT RETURN YOUR PROXY CARD IF YOU ARE VOTING BY TELEPHONE OR INTERNET.