Magnera Corp — Director's Dealing 2006

May 2, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GLATFELTER P H CO (GLT)
CIK: 0000041719
Period of Report: 2006-05-01

Reporting Person: NAPLES RONALD J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-05-01	Common Stock, Par Value $.01	A	388	$18.86	Acquired	2616	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-05-01	Phantom Stock	$18.86	A	26.787	Acquired		Common Stock, Par Value $.01 (26.787)	Direct
2006-05-01	Restricted	$0	A	814	Acquired	2009-04-28	Common Stock, Par Value $.01 (814)	Direct

Footnotes

F2: These phantom stock units were accrued under the P. H. Glatfelter Company Deferred Compensation Plan for Directors on quarterly dividend payments of $.09 and will be settled in cash following termination of the reporting person's service as a Director.

F3: Expiration of these Phantom Shares will occur when the Director retires, and the share are converted to cash.

F1: As part of the Director's compensation, each director receives a retainer of $11,000.00 semi-annually, 1/3 is paid in cash, and 2/3 in GLT stock. These shares represent the stock portion of this retainer.

F4: These shares are Restricted Stock Units (RSU's). The restriction on these stock units will lapse in three years, effective one day prior to the Company's Annual Shareholder's meeting.