UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):

~~July~~August 1911, 2011

GRAHAM PACKAGING COMPANY INC.

(Exact name of registrant as specified in its charter)

Delaware

001-34621

52-2076126

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

2401 Pleasant Valley Road

York, Pennsylvania 17402

(717) 849-8500

(Address, including zip code, and telephone number, ~~including area code, of registrant’s principal executive offices)~~

including area code, of registrant’s principal executive offices)

Not Applicable

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

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

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a–12 under the Exchange Act (17 CFR 240.14a–12)

¨	Pre–commencement communications pursuant to Rule 14d–2(b) under the Exchange Act (17 CFR 240.14d–2(b))

¨ Pre–commencement communications pursuant to Rule 13e–4(c) under the Exchange Act (17 CFR 240.13e– 4(c))

Item 8 2.0102. ~~Other~~Results ~~Events~~of Operations and Financial Condition.

On ~~July~~ August 1911, 2011, Graham Packaging Company Inc. (~~“Graham~~the ~~Packaging~~“Company”) issued a press release announcing ~~that its wholly-owned subsidiaries, Graham Packaging Company, L.P. and GPC Capital Corp. I, are amending~~ the ~~terms~~results of the ~~tender~~ ~~offers~~Company’s ~~and~~operations ~~consent solicitations~~ for ~~their~~the ~~8.25%~~second ~~Senior~~quarter ~~Notes~~ended ~~due January~~June 130, ~~2017 and 8~~2011.~~25%~~ ~~Senior~~The ~~Notes~~press ~~due~~release ~~October 1,~~is ~~2018,~~furnished as ~~set~~Exhibit ~~forth~~99.1 ~~in the Offer~~ to ~~Purchase~~this Report and ~~Consent~~is ~~Solicitation~~hereby ~~Statement~~incorporated ~~dated~~by ~~July 6,~~reference ~~2011~~in ~~and~~this ~~the related Consent Letter~~Item 2.02.

AAs ~~copy~~provided in General Instruction B.2 of Form 8-K, the ~~press~~information ~~release~~and isexhibit ~~included~~contained ~~herein~~in this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as ~~Exhibit~~amended, ~~99.1~~nor ~~and~~shall isthey be deemed to be incorporated ~~herein~~by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

~~FORWARD~~Item 9.01 ~~LOOKING~~- ~~STATEMENTS~~Financial Statements and Exhibits

Information provided and statements contained in this report that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Such forward-looking statements only speak as of the date of this report and the registrant assumes no obligation to update the information included in this report. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about the registrant’s industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond the registrant’s control. Accordingly, readers are cautioned that any such forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict, including, without limitation, specific factors discussed herein and in other releases and public filings made by the registrant (including its filings with the Securities and Exchange Commission). Although the registrant believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking statements. Unless otherwise required by law, the registrant also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made in this report.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
Exhibit 99.1		Press Release, dated July 19, 2011.
99.1		Press Release, dated August 11, 2011, reporting results of operations (This exhibit is furnished and not filed.)

Signatures

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

	GRAHAM PACKAGING COMPANY INC.
Date: July 19, 2011	By:	/s/ David W. Bullock
Date: August 11, 2011	By:	/S/ DAVID W. BULLOCK
	Name:	David W. Bullock
	Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
Exhibit 99.1		Press Release, dated July 19, 2011.


99.1		Press Release, dated August 11, 2011, reporting results of operations (This exhibit is furnished and not filed.)

Filing Compare · Graham Packaging Co Inc.