-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QRv1S06Io1M7VrcLnqhOQUA7+jtCGNG2vdNhvAMNj8KnNjqVbzfaYzukt1qda6w5 9OMf/JxvFGsi3i27Tw+gbw== 0000230498-08-000022.txt : 20080318 0000230498-08-000022.hdr.sgml : 20080318 20080318155229 ACCESSION NUMBER: 0000230498-08-000022 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080318 FILED AS OF DATE: 20080318 DATE AS OF CHANGE: 20080318 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Porter James B CENTRAL INDEX KEY: 0001429983 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12613 FILM NUMBER: 08696406 BUSINESS ADDRESS: BUSINESS PHONE: 6782917423 MAIL ADDRESS: STREET 1: 504 THRASHER STREET CITY: NORCROSS STATE: GA ZIP: 30071 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rock-Tenn CO CENTRAL INDEX KEY: 0000230498 STANDARD INDUSTRIAL CLASSIFICATION: PAPERBOARD CONTAINERS & BOXES [2650] IRS NUMBER: 620342590 STATE OF INCORPORATION: GA FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 504 THRASHER STREET CITY: NORCROSS STATE: GA ZIP: 30071 BUSINESS PHONE: (770) 448-2193 MAIL ADDRESS: STREET 1: PO BOX 4098 CITY: NORCROSS STATE: GA ZIP: 30091 FORMER COMPANY: FORMER CONFORMED NAME: ROCK TENN CO DATE OF NAME CHANGE: 19931223 3 1 edgar.xml PRIMARY DOCUMENT X0202 3 2008-03-18 0 0000230498 Rock-Tenn CO RKT 0001429983 Porter James B 504 THRASHER STREET NORCROSS GA 30071 0 1 0 0 Executive Vice President No securities are beneficially owned 0 D Robert B. McIntosh (attorney-in-fact pursuant to power of attorney filed with the SEC) 2008-03-18 EX-24 2 attach_1.htm 
Exhibit 24



POWER OF ATTORNEY





 KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes and appoints James A. Rubright, the Chairman of the Board and the Chief Executive Officer of  Rock-Tenn Company (the "Company"), Robert B. McIntosh, the Senior Vice President, Secretary and General Counsel of the Company and Steven C. Voorhees, the Executive Vice President and Chief Financial Officer of the Company, and each of them, the true and lawful agents and attorneys-in-fact of the undersigned, with full power to appoint a substitute or to execute and file with the Securities Exchange Commission on behalf of the undersigned or on behalf of any trust with respect to which the undersigned serves as a trustee, any Form 3s, Form 4s or Form 5s (or any amendments thereto) required to be so executed and filed by the undersigned or any such trust with respect to which the undersigned serves as trustee under Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Act"), and the rules and regulations promulgated thereunder.  
The undersigned hereby gives to said agents and attorneys-in-fact, and to each of them, full power and authority to act in the premises, including, but not limited to, full power and authority to determine in his or their sole discretion the time when, purpose for and manner in which any powers herein conferred shall be exercised.  The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any of them, or any substitute or substitutes, may do by virtue hereof.  This power of attorney shall remain valid and in full force and effect until the earlier of (i) the date on which the undersigned is no longer subject to the reporting requirements under Section 16(a) of the Act and the rules and regulations promulgated thereunder and (ii) the date on which this power of attorney is revoked in writing by the undersigned.



 IN WITNESS WHEREOF, the undersigned has duly executed this Power of Attorney this 13th day of March, 2008.





     /s/ James B. Porter

      James B. Porter





Sworn to and subscribed

before me this 13 day of

March, 2007



Erin A. Procopio

Notary Public

Onon County

STATE OF NEW YORK



My Commission expires:



March 13, 2011

[Notarial Seal]
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