PursuantTable to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Contents

Table of Contents

Table of Contents

PursuantTable to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT ~~PURSUANT~~Pursuant TOto ~~SECTION~~ Section 13 ORor 15(d) OFof ~~THE SECURITIES~~the ~~EXCHANGE~~Securities ~~ACT~~Exchange OFAct of 1934

~~Date of report (Date of earliest event reported) July 28~~December 20, ~~2005~~2006

Date of Report (Date of earliest event reported)

ATLANTIS PLASTICS, INC.

(Exact Name of Registrant as Specified in ~~its~~ Charter)

DELAWARE		001-09487		06-1088270
(State or Other Jurisdiction of Incorporation)		(Commission File ~~No.~~Number)		(IRS Employer Identification No.)

1870 The Exchange, Suite 200, Atlanta, Georgia		30339
(Address of Principal Executive Office)		(Zip Code)

1870 THE EXCHANGE, SUITE 200
ATLANTA, GEORGIA
30339

~~Registrant’s~~(Address ~~telephone~~of ~~number,~~Principal ~~including~~Executive ~~area~~Offices) ~~code:~~ (~~800)~~Zip ~~497-7659~~Code)

~~Not Applicable~~(800) 497-7659

(~~Former~~Registrant’s ~~Name~~telephone ~~or Former Address~~number, ifincluding ~~Changed~~area ~~Since Last Report~~code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

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

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

TABLE OF CONTENTS

	Item 2.02. Results of Operations and Financial Condition
	Item 1.01 Entry into a Material Definitive Agreement
	Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant
	Item 9.01. Financial Statements and Exhibits
	Signatures
SIGNATURES
Ex-99.1
EX-10.1

Item 21.~~02.~~01 ~~Results~~Entry ofinto ~~Operations~~a ~~and~~Material ~~Financial~~Definitive ~~Condition~~Agreement

On ~~July~~December 2820, ~~2005~~2006, ~~Atlantis~~the ~~Plastics,~~Company ~~Inc.~~amended ~~issued~~its afirst ~~press~~lien ~~release~~senior ~~setting~~secured ~~forth~~credit ~~its~~facility ~~second~~with ~~quarter~~certain ~~fiscal~~lenders; ~~2005~~Merrill ~~earnings.~~Lynch ACapital, ~~copy~~a division of ~~Atlantis~~Merrill ~~Plastics’~~Lynch ~~press~~Business ~~release~~Financial isServices, Inc., ~~attached~~as ~~hereto~~Administrative ~~as Exhibit 99.1~~Agent, Lead Arranger and isSole ~~hereby~~Bookrunner; ~~incorporated~~and ~~herein~~General Electric Capital Corporation, as Syndication Agent (the “Credit Agreement”).

~~The~~ Borrowings ~~information~~under inthe ~~this~~Credit ~~report~~Agreement bear interest at a rate based on ~~Form~~either ~~8-K~~LIBOR ~~(including~~plus an applicable margin or an index rate (the ~~exhibit~~“Index Rate”) isplus ~~furnished~~an ~~pursuant~~applicable tomargin. ~~Item~~The applicable 2margin varies according to a pricing grid based on the Company’s leverage ratio.02 The Company and its ~~shall~~lenders ~~not~~amended bethe ~~deemed~~maximum leverage ratio and the fixed charge coverage ratio covenants in the Credit Agreement. The amendment also created a new tier to bethe ~~“filed”~~pricing ~~for~~grid that provides that, if the ~~purpose~~Company’s ofleverage ~~Section~~ratio exceeds 6.25 to 1, then borrowings under the Credit Agreement will bear interest at a rate based on either (a) 18LIBOR ofplus 4.00% or (b) the ~~Securities~~Index ~~Exchange~~Rate plus 2.00%. The ~~Act~~amendment also increased the percentage of ~~1934~~Excess orCash ~~otherwise~~Flow ~~subject~~(as defined in the Credit Agreement) the Company is required to use to prepay loans under the ~~liabilities~~Credit ofAgreement ~~that~~from ~~section~~50 percent to 75 percent..

~~The~~ Copies ~~registrant~~of ~~does~~the ~~not~~amendments ~~have,~~to the Credit Agreements are filed as Exhibit 10.1 and ~~expressly~~Exhibit 10.2 hereto. ~~disclaims,~~The ~~any~~foregoing ~~obligation~~description of the amendments to ~~release~~the ~~any~~Credit ~~updates~~Agreements ordoes ~~any~~not purport to ~~changes~~be complete, and is qualified in its ~~expectations~~entirety orby ~~any~~reference ~~change~~to inthe ~~events,~~full ~~conditions,~~text orof ~~circumstances~~such on amendments, which ~~any forward-looking~~is ~~statement~~incorporated isby ~~based~~reference herein.

~~The~~Item 2.03 ~~text~~Creation ~~included~~of ~~with~~a ~~this~~Direct ~~report~~Financial isObligation ~~available~~or onan ~~our~~Obligation ~~website~~Under ~~located~~an atOff-Balance ~~www.atlantisstock.com ,~~Sheet ~~although~~Arrangement weof ~~reserve~~a ~~the right to discontinue that availability at any time.~~Registrant

The disclosure set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits

~~(a) Financial Statements of Business Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c)~~ Exhibits. ~~Exhibit 99.1 Press Release from the registrant, dated July 28, 2005, entitled “Atlantis Plastics Announces Second Quarter 2005 Results”.~~

Signatures

	ATLANTIS PLASTICS, INC. (Registrant)
Date: July 28, 2005	By:	/s/ Anthony F. Bova
		ANTHONY F. BOVA
		President and Chief Executive Officer
Date: July 28, 2005	By:	/s/ Paul G. Saari
		PAUL G. SAARI
		Senior Vice President, Finance and Chief Financial Officer

SIGNATURES

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


	ATLANTIS PLASTICS, INC.
Date: December 27, 2006	By:	/s/ Paul G. Saari
		Paul G. Saari
		Senior Vice President, Finance and Chief Financial Officer

Second Amendment to Credit Agreement, dated as of December 20, 2006, among certain lenders; Merrill Lynch Capital, a division of Merrill Lynch Business Financial Services, Inc., as Administrative Agent, Lead Arranger and Sole Bookrunner; and General Electric Capital Corporation, as Syndication Agent.

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