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                    U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               Amendment No. 1 to

                                   FORM 40-F

(Check One)

[_]  Registration statement pursuant to Section 12 of the Securities Exchange
     Act of 1934

                                       or

[X]  Annual report pursuant to Section 13(a) or 15(d) of the Securities
     Exchange Act of 1934

For the fiscal year ended  DECEMBER 31, 2006

Commission file number 1-14636

                           ABITIBI-CONSOLIDATED INC.
             (Exact name of Registrant as specified in its charter)

<TABLE>
<S>                                     <C>                                 <C>
               CANADA                                2621                           98-0171273
 (Province or other jurisdiction of      (Primary Standard Industrial            (I.R.S. Employer
   incorporation or organization)         Classification Code Number          Identification Number
                                               (if applicable))                  (if Applicable))
</TABLE>

       1155 METCALFE STREET, SUITE 800, MONTREAL, QUEBEC, CANADA H3B 5H2
             (Address of Registrant's Principal Executive Offices)

           CT CORPORATION SYSTEM, 111 8TH AVENUE, NEW YORK, NY 10011
                                 (212) 894-8400
            (Name, Address (Including Zip Code) and Telephone Number
        (Including Area Code) of Agent For Service in the United States)

 Securities registered or to be registered pursuant to Section 12(b) of the Act.

                                                        NAME OF EACH
          TITLE OF EACH CLASS                  EXCHANGE ON WHICH REGISTERED
          -------------------                  ----------------------------
             Common Shares                       New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act.
                                     NONE

Securities for which there is a reporting obligation pursuant to Section 15(d)
                               of the Act. NONE

For annual reports, indicate by check mark the information filed with this Form:

      [X] Annual Information Form       [X] Audited Annual Financial Statements

Indicate the number of  outstanding  shares of each of the issuer's  classes of
capital  or common  stock as of the close of the  period  covered by the annual
report: 440,174,994 common shares as of December 31, 2006

Indicate  by check  mark  whether  the  Registrant  by filing  the  information
contained  in this  Form is also  thereby  furnishing  the  information  to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
(the "Exchange Act"). If "Yes" is marked,  indicate the file number assigned to
the Registrant in connection with such rule.

                        Yes  ___        No   [X]

Indicate  by check  mark  whether  the  Registrant:  (1) has filed all  reports
required  to be filed by  Section  13 or 15(d) of the  Exchange  Act during the
preceding  12  months  (or for such  shorter  period  that the  Registrant  was
required  to file  such  reports);  and (2) has  been  subject  to such  filing
requirements for the past 90 days.

                        Yes  [X]         No   [_]

The Annual Report on Form 40-F shall be incorporated by reference into or as an
exhibit to, as applicable,  each of the  Registrant's  Registration  Statements
under the Securities  Act of 1933:  Form S-8 (File No.:  333-103697),  Form S-8
(File No.: 333-14184) and Form F-10 (File No.: 333-123117).


                                EXPLANATORY NOTE

     This Amendment No. 1 to the Annual Report on 40-F of  Abitibi-Consolidated
Inc.  is hereby  filed to revise or delete,  where  applicable,  references  to
independent actuarial firms in the following sections:

     o    Management's  Discussion  and  Analysis  -- Employee  Future  Benefit
          Plans;

     o    Notes to Consolidated Financial Statements -- Note 1: Employee Future
          Benefits -- Pension Benefit Plans;

     o    Notes to Consolidated Financial Statements -- Note 1: Employee Future
          Benefits -- Other Benefit Plans;

     o    Notes to  Consolidated  Financial  Statements  -- Note  21:  Employee
          Future Benefits -- B) Defined Benefit Plans;

     o    Notes to  Consolidated  Financial  Statements  -- Note  21:  Employee
          Future Benefits -- C) Other Benefit Plans; and

     o    Notes to  Consolidated  Financial  Statements  -- Note  21:  Employee
          Future Benefits -- H) Information About the Company's Defined Benefit
          Pension Plans and Other Benefit Plans in Aggregate.

     Except as otherwise stated herein, no other  information  contained in the
Annual  Report on Form 40-F,  including  the  exhibits  filed with the original
filing, is amended by this Amendment No. 1 on Form 40-F.

<PAGE>

                                   FORM 40-F/A

PRINCIPAL DOCUMENTS

The following  documents  have been filed as part of this Annual Report on Form
40-F, beginning on the following page:

     (a)*   Annual  Information  Form for the fiscal  year ended  December  31,
            2006;

     (b)    Management's  Discussion  and  Analysis  for the fiscal  year ended
            December  31,  2006  (incorporated  by  reference  to Exhibit  99.2
            hereto); and

     (c)    Consolidated   Financial  Statements  for  the  fiscal  year  ended
            December 31, 2006 (FOR A  RECONCILIATION  OF IMPORTANT  DIFFERENCES
            BETWEEN  CANADIAN AND UNITED STATES GENERALLY  ACCEPTED  ACCOUNTING
            PRINCIPLES,   SEE   NOTE   29   TO   THE   CONSOLIDATED   FINANCIAL
            STATEMENTS)(incorporated by reference to Exhibit 99.3 hereto).

*  Previously filed



                                     40-F/A1
<PAGE>


UNDERTAKING AND CONSENT TO SERVICE OF PROCESS

A.    UNDERTAKING.

      The Registrant  undertakes to make available,  in person or by telephone,
representatives  to respond to inquiries  made by the  Securities  and Exchange
Commission (the "Commission") staff, and to furnish promptly,  when requested t
do  so by  the  Commission  staff,  information  relating  to:  the  securities
registered  pursuant  to Form 40-F;  the  securities  in  relation to which the
obligation to file an annual  report on Form 40-F arises;  or  transactions  in
said securities.

B.    CONSENT TO SERVICE OF PROCESS.

      The  Registrant has  previously  filed a Form F-X in connection  with the
class of  securities  in relation to which the  obligation  to file this report
arises.

      Any change to the name or address of the agent for  service of process of
the Registrant  shall be  communicated  promptly to the Securities and Exchange
Commission by an amendment to the Form F-X  referencing  the file number of the
relevant registration statement.



                                     40-F/A2
<PAGE>


                                 SIGNATURES

      Pursuant  to  the  requirements  of  the  Exchange  Act,  the  Registrant
certifies that it meets all of the  requirements  for filing on Form 40-F/A and
has  duly  caused  this  annual  report  to be  signed  on  its  behalf  by the
undersigned, thereunto duly authorized, on June 7, 2007.


                                      ABITIBI-CONSOLIDATED INC.



                                      By: /s/ Jacques P. Vachon
                                          -------------------------
                                          Name:  Jacques P. Vachon
                                          Title: Senior Vice-President,
                                                 Corporate Affairs & Secretary






                                     40-F/A3
<PAGE>


                                 EXHIBIT INDEX
                                 -------------


EXHIBIT       DESCRIPTION
-------       -----------

  99.1*       Annual Information Form for the fiscal year ended
              December 31, 2006

  99.2        Management's Discussion and Analysis for the fiscal year
              ended December 31, 2006

  99.3        Consolidated Financial Statements for the fiscal year
              ended December 31, 2006

  99.4        Certification of Chief Executive Officer pursuant to
              Rule 13a-14(a) or 15d-14 of the Securities Exchange Act
              of 1934

  99.5        Certification of Chief Financial Officer pursuant to
              Rule 13a-14(a) or 15d-14 of the Securities Exchange Act
              of 1934

  99.6        Certification of Chief Executive Officer pursuant to 18
              U.S.C. Section 1350

  99.7        Certification of Chief Financial Officer pursuant to 18
              U.S.C. Section 1350

  99.8        Consent of PricewaterhouseCoopers LLP

-----------------------
*  Previously filed