**Exhibit4.10**

NINTH SUPPLEMENTALINDENTURE

dated as ofNovember 8, 2006

to the

INDENTURE

dated as ofFebruary 5, 2003

among

CASCADES INC.,

as the Company,

THE SUBSIDIARYGUARANTORS named therein, and

THE BANK OF NEWYORK,

as Trustee,

as amended

 

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NINTH SUPPLEMENTALINDENTURE (this “*Ninth Supplemental Indenture*”),dated as of November 8, 2006, among CASCADES INC. (the “*Company*”)and CASCADES ENERGY INITIATIVE INC. (the “*New Subsidiary Guarantor*”),the existing SUBSIDIARY GUARANTORS under the Indenture referred to below (the “*Existing Subsidiary Guarantors*”), and THE BANK OF NEW YORK,a New York banking corporation, as trustee under the Indenture referred tobelow (the “*Trustee*”).

W I T N E S S E TH :

WHEREAS, theCompany has heretofore executed and delivered to the Trustee an indenture,dated as of February 5, 2003, as amended by the First Supplemental Indenture,dated as of May 20, 2003, the Second Supplemental Indenture, dated as ofDecember 30, 2003, the Third Supplemental Indenture, dated as of March 16,2004, the Fourth Supplemental Indenture, dated as of July 8,2004, the Fifth SupplementalIndenture, dated as of August 26, 2004, the Sixth Supplemental Indenture, datedas of November 30, 2004, the Seventh Supplemental Indenture, dated as of April27, 2006, and the Eighth Supplemental Indenture, dated as of September 20,2006  (as so amended, the “*Indenture*”), providing for the issuance of the Company’s 71⁄4%Senior Notes due 2013 (the “*Notes*”);

WHEREAS, theCompany has issued and outstanding $675,000,000 of Notes under the Indenture;

WHEREAS, Section4.19(a) of the Indenture provides that the Company shall cause each of itsCanadian and U.S. Restricted Subsidiaries to execute and deliver to the TrusteeSubsidiary Guarantees;

WHEREAS, the NewSubsidiary Guarantor is a U.S. Restricted Subsidiary of the Company;

WHEREAS, Section9.01 of the Indenture provides that the Company and the Trustee may amend orsupplement the Indenture without the consent of any holder of a Note to addadditional Subsidiary Guarantees with respect to the Notes as provided orpermitted under the Indenture; and

WHEREAS, pursuantto Sections 4.19(a), 9.01, 9.06 and 10.03 of the Indenture, the Trustee, theCompany, the Existing Subsidiary Guarantors and the New Subsidiary Guarantorare authorized to execute and deliver this Supplemental Indenture;

NOW THEREFORE, inconsideration of the foregoing and for other good and valuable consideration,the receipt of which is hereby acknowledged, the Company, the ExistingSubsidiary Guarantors, the New Subsidiary Guarantor, and the Trustee mutuallycovenant and agree for the equal and ratable benefit of the Holders of theNotes as follows:

1.                                       Definitions.(a) Capitalized terms used herein without definition shall have the meaningsassigned to them in the Indenture.

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(b)  Forall purposes of this Ninth Supplemental Indenture, except as otherwise hereinexpressly provided or unless the context otherwise requires:  (i) the terms and expressions used hereinshall have the same meanings as corresponding terms and expressions used in theIndenture; and (ii) the words “herein,” “hereof” and “hereby” and other wordsof similar import used in this Ninth Supplemental Indenture refer to this NinthSupplemental Indenture as a whole and not to any particular section hereof.

2.                                       Agreementto Guarantee.  The New SubsidiaryGuarantor hereby agrees, jointly and severally with all other SubsidiaryGuarantors, to guarantee the Company’s obligations under the Notes on the termsand subject to the conditions set forth in Article 10 of the Indenture and tobe bound by all other applicable provisions of the Indenture.  From and after the date hereof, the NewSubsidiary Guarantor shall be a Subsidiary Guarantor for all purposes under theIndenture and the Notes.

3.                                       Ratificationof Indenture; Ninth Supplemental Indenture Part of Indenture.  Except as expressly amended hereby, theIndenture is, in all respects, ratified and confirmed and all the terms,conditions and provisions thereof shall remain in full force and effect.  This Ninth Supplemental Indenture shall forma part of the Indenture for all purposes, and every Holder of Notes heretoforeor hereafter authenticated and delivered shall be bound hereby.

4.                                       Miscellaneous.

4.1                                 GoverningLaw.  THIS NINTH SUPPLEMENTAL INDENTURESHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATEOF NEW YORK BUT WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OFLAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTIONWOULD BE REQUIRED THEREBY.

4.2                                 TrusteeMakes No Representation.  The Trusteemakes no representation as to the validity or sufficiency of this NinthSupplemental Indenture, or for or in respect of the recitals contained herein.

4.3                                 Counterparts.  The parties may sign any number of copies ofthis Ninth Supplemental Indenture.  Eachsigned copy shall be an original, but all of them together represent the sameagreement.

4.4                                 Effectof Headings.  The Article and Sectionheadings herein are for convenience only and shall not affect the constructionthereof.

4.5                                 Conflictwith TIA.  If any provision of thisNinth Supplemental Indenture limits, qualifies or conflicts with any provisionof the TIA, that is required under the TIA to be part of and govern anyprovision of this Ninth Supplemental Indenture, the provision of the TIA shallcontrol.  If any provision of this NinthSupplemental Indenture modifies or excludes any provision of the TIA that maybe so modified or excluded, the provisions of the TIA shall be deemed to applyto the Indenture as so modified or to be excluded by this Ninth SupplementalIndenture, as the case may be.

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4.6                                 Severability.  In case any provision of this NinthSupplemental Indenture shall be invalid, illegal or unenforceable, thevalidity, legality and enforceability of the remaining provisions shall not inany way be affected or impaired thereby.

4.7                                 NoThird Party Beneficiaries.  Nothingin this Ninth Supplemental Indenture, the Indenture, or the Notes, express orimplied, shall give to any Person, other than the parties hereto and theretoand their successors hereunder and thereunder, and the Holders of the Notes,any benefit of any legal or equitable right, remedy or claim under theIndenture, this Ninth Supplemental Indenture or the Notes.

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IN WITNESSWHEREOF, the parties hereto have caused this Ninth Supplemental Indenture to beduly executed as of the date first above written.
|        | Company:      |
|--------|---------------|
|   |          |
|   | CASCADES INC. |
|   |          |
|   |          |   |
|   | By:           | /s/ Robert F. Hall |
|   |          | Name: | Robert F. Hall |
|   |          | Title: | Vice President, Legal Affairs and |
|   |          |   | Corporate Secretary |

 
|        | New Subsidiary Guarantor: |
|--------|---------------------------|
|   |                      |

 
|        | CASCADES ENERGY INITIATIVE INC. |
|--------|---------------------------------|
|   |                            |
|   |                            |   |
|   | By:                             | /s/ Nathalie Théberge |
|   |                            | Name: | Nathalie Théberge |
|   |                            | Title: | Assistant Secretary |

 

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|        | Existing Subsidiary Guarantors:                |
|--------|------------------------------------------------|
|   |                                           |
|   | CASCADES BOXBOARD GROUP INC.                   |
|   | CASCADES BOXBOARD U.S., INC.                   |
|   | CASCADES CANADA INC.                           |
|   | CASCADES DIAMOND, INC.                         |
|   | CASCADES FINE PAPERS GROUP INC.                |
|   | CASCADES FINE PAPERS GROUP THUNDER BAY INC.    |
|   | CASCADES NOVA SCOTIA COMPANY                   |
|   | CASCADES TRANSPORT INC.                        |
|   | CONFERENCE CUP LTD.                            |
|   | DOPACO, INC.                                   |
|   | DOPACO CANADA, INC.                            |
|   | GARVEN INCORPORATED                            |
|   | KINGSEY FALLS INVESTMENTS INC.                 |
|   | RABOTAGE LEMAY INC.                            |
|   | SCIERIE LEMAY INC.                             |
|   | CASCADES TISSUE GROUP — PICKERING INC.    |
|   | 3815285 CANADA INC.                            |
|   | 3815315 CANADA INC.                            |
|   | 6265642 CANADA INC.                            |
|   | CASCADES BOXBOARD GROUP — CONNECTICUT LLC |

 
|        | By:    | /s/ Robert F. Hall |
|--------|--------|--------------------|
|   |   | Name:              | Robert F. Hall |
|   |   | Title:             | Secretary or Assistant Secretary |

 
|        | CASCADES AUBURN FIBER INC.                   |
|--------|----------------------------------------------|
|   | CASCADES DELAWARE LLC                        |
|   | CASCADES FINE PAPERS GROUP (SALES) INC.      |
|   | CASCADES FINE PAPERS GROUP (USA) INC.        |
|   | CASCADES MOULDED PULP, INC.                  |
|   | CASCADES PLASTICS INC.                       |
|   | CASCADES TISSUE GROUP - ARIZONA INC.         |
|   | CASCADES TISSUE GROUP - IFC DISPOSABLES INC. |
|   | CASCADES TISSUE GROUP - NEW YORK INC.        |
|   | CASCADES TISSUE GROUP - NORTH CAROLINA INC.  |
|   | CASCADES TISSUE GROUP - OREGON INC.          |
|   | CASCADES TISSUE GROUP - PENNSYLVANIA INC.    |

 

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|        | CASCADES TISSUE GROUP - SALES INC.     |
|--------|----------------------------------------|
|   | CASCADES TISSUE GROUP - TENNESSEE INC. |
|   | CASCADES TISSUE GROUP - WISCONSIN INC. |
|   | CASCADES TISSUE GROUP MARYLAND LLC     |
|   | CASCADES USA INC.                      |
|   | W.H. SMITH PAPER CORPORATION           |

 
|        | By:    | /s/ Nathalie Théberge |
|--------|--------|----------------------------|
|   |   | Name:                      | Nathalie Théberge |
|   |   | Title:                     | Assistant Secretary |

 
|        | DOPACO LIMITED PARTNERSHIP |
|--------|----------------------------|
|   | DOPACO PACIFIC LLC         |

 
|        | By:    | /s/ Lois A. Meeth                                                                    |
|--------|--------|--------------------------------------------------------------------------------------|
|   |   | Name:                                                                                | Lois A. Meeth |
|   |   | Title:                                                                               | Secretary for Dopaco Pacific LLC and |
|   |   | Secretary for Dopaco Pacific LLC, the General  Partner of Dopaco Limited Partnership |

 

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|        | Trustee:             |
|--------|----------------------|
|   |                 |   |
|   | THE BANK OF NEW YORK |
|   |                 |   |
|   |                 |   |
|   | By:                  | /s/ Lesley Daley |
|   |                 | Name: | Lesley Daley |
|   |                 | Title: | Assistant Vice President |

 

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