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                                  EXHIBIT 10.8
 
                           THE REPAP ENTERPRISES INC.
 
                           SUPPLEMENTARY PENSION PLAN
 
August 1996 (REVISED)
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                               TABLE OF CONTENTS
 
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   SECTION I     Definitions.................................................       1
   SECTION II    Retirement Date.............................................       4
   SECTION III   Amount of Pension...........................................       5
   SECTION IV    Forms of Pension Benefits...................................       6
   SECTION V     Death.......................................................       7
   SECTION VI    Termination of Service......................................       8
   SECTION VII   Disability..................................................       9
   SECTION VIII  Amendment or Discontinuance of the Plan.....................      10
   SECTION IX    General Provisions..........................................      11
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                                   SECTION I
 
DEFINITIONS
 
     The following words and phrases as used herein shall, for the purposes of
this Plan and any subsequent amendment thereof, have the following meanings,
unless a different meaning is plainly indicated by the context:
 
"ACTUARY" means a Fellow of the Canadian Institute of Actuaries, appointed by
     the Company for the purpose of performing such duties as may be required by
     the Company.
 
"BASIC OFFSET PLAN" means the Repap Enterprises Inc. Head Office Registered
     Pension Plan, the Repap British Columbia Inc. Retirement Plan for Salaried
     Employees, the Pension Plan for Salaried Employees of Repap New Brunswick
     Inc., the Repap Manitoba Salaried Pension Plan, the Pension Plan for
     Salaried Employees of Repap New Brunswick Inc. and any other registered
     pension plan of a Participating Employer in which the Member participated.
 
"BEST AVERAGE EARNINGS" means one-third of the total of the best 36 consecutive
     months of Earnings. If a Member becomes entitled to a pension under the
     Plan after less than 36 months of Service, his Final Average Earnings shall
     be 12 times his average basic monthly Earnings over the entire period of
     his Service.
 
"BOARD OF DIRECTORS" means the Board of Directors of Repap Enterprises Inc.
 
"COMPANY" means Repap Enterprises Inc. and any company which is a successor to
     that company and which by consolidation, merger, amalgamation,
     reorganization, or otherwise assumes charge of all or substantially all of
     the business and assets of that company.
 
"EARNINGS" means the basic salary of a Member, excluding bonuses or any other
     emoluments.
 
"EFFECTIVE DATE" means January 1, 1996.
 
"EQUIVALENT ACTUARIAL VALUE" means having equivalent value when computed on the
     basis of interest and mortality assumptions recommended by the Actuary and
     adopted by the Company.
 
"FINAL AVERAGE YMPE" means the annualized average of the YMPE in the calendar
     year of retirement, termination from the Plan or death, as applicable, and
     in the preceding two calendar years.
 
"MEMBER" means an employee normally residing in Canada of a Participating
     Employer, who is not a member of another supplementary pension plan of the
     Company or an affiliate and:
 
     (a) whose Earnings on January 1, 1996 are greater than $99,375; or
 
     (b) who has elected not to include certain years of service between
        December 31, 1989 and December 31, 1995 under The Repap Enterprises Inc.
        Head Office Registered Pension Plan in order to avoid a withdrawal of
        some of his RRSP contributions.
 
"PARTICIPATING EMPLOYER" means the Company or any legal entity associated with
     the Company which has been invited by the Company to participate in the
     Plan in accordance with such terms as the Company shall deem appropriate
     and, by resolution of its board of directors or similar body, has elected
     to participate in this Plan. A Participating Employer shall cease to
     participate in this Plan when it withdraws from the Plan or when the
     Company terminates the participation of such Participating Employer.
 
As of the Effective Date, the following are Participating Employers:
 
     -  Repap Enterprises Inc.;
 
     -  Repap International (1987) Inc. (incorporated October 30, 1987);
 
     -  Repap British Columbia Inc. (acquired on July 1, 1986);
 
     -  Alcell Technologies Inc. (incorporated May 8, 1987);
 
     -  Repap New Brunswick Inc. (acquired on January 1, 1986);
 
     -  Repap Manitoba Inc. (acquired on May 1, 1989).
 
"PENSIONABLE SERVICE" means Service commencing on the later of the date of the
     acquisition by Repap Enterprises Inc., as shown in subsection 1.11, of the
     Participating Employer where the Member was working when he first
 
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     started working for a Repap company; or the Member's date of hiring; or
     January 1, 1986, up to a maximum of 30 years excluding Service after age
     65.
 
"PLAN" means this Repap Enterprises Inc. Supplementary Pension Plan, as amended
     from time to time.
 
"PLAN YEAR" means the period from January 1 to December 31.
 
"SERVICE" means employment of a Member with a Participating Employer including
     periods, as determined by the Company, of authorized absence with or
     without pay. Subject to Section VII, Service shall include any period while
     a Member receives benefits under the long term disability insurance plan of
     a Participating Employer up to age 65. Service is severed by voluntary
     cessation of employment by the Member, discharge by a Participating
     Employer, death or retirement.
 
"SPOUSE" means the person of the opposite sex who, at the date the Member
     commences to receive his pension or as of the day preceding the Member's
     death, whichever occurs first:
 
     (a) is married to the Member; or
 
     (b) has been living in a conjugal relationship with an unmarried Member for
        a period of not less than 3 years or for a period of not less than one
        year if --
 
        (i) at least one child is born, or to be born, of their union;
 
        (ii) they have adopted, jointly, at least one child while living
           together in a conjugal relationship; or
 
        (iii) one of them has adopted at least one child who is the child of the
           other, while living together in a conjugal relationship.
 
However, if the Basic Offset Plan contains a definition of a Spouse which is
different from this definition, the definition of the Basic Offset Plan shall be
used.
 
"VALUE" means the value calculated by the Actuary as of a fixed date of a
     pension or a deferred pension which shall not be less than the value
     determined in accordance with the "Recommendations of the Minimum Transfer
     Values of Pensions" issued by the Canadian Institute of Actuaries.
 
"YEAR'S MAXIMUM PENSIONABLE EARNINGS" ("YMPE") means the Year's Maximum
     Pensionable Earnings for the year as defined in the provisions of the
     Canada Pension Plan or the Quebec Pension Plan, whichever may be applicable
     in any particular instance.
 
In the Plan, reference to the male gender will include the female gender and
vice versa, and references to the singular shall include the plural, and vice
versa, unless the context otherwise indicates.
 
                                   SECTION II
 
                                RETIREMENT DATE
 
     The normal retirement date of a Member for the purposes of the Plan shall
be the first day of the month following attainment of age 65. The late
retirement date of the Member shall be the first day of the month next following
his actual retirement but in no event shall his late retirement date be later
than the end of the calendar year in which he attains his 71st birthday, even
though he continues to be employed by a Participating Employer.
 
     For the purposes of the Plan, where a Member retires at any time up to 10
years before his normal retirement date, the early retirement date of such a
Member shall be the first day of the month following his retirement, or the
first day of any subsequent month designated by the Member, but not later than
the month in which his normal retirement date occurs.
 
                                  SECTION III
 
                               AMOUNT OF PENSION
 
     Each Member who retires on his normal retirement date shall receive an
annual pension of an amount equal to 1.25% of his Best Average Earnings up to
his Final Average YMPE plus 2% of his Best Average Earnings in excess of his
Final Average YMPE multiplied by his years of Pensionable Service, with a
proportionate adjustment for a fraction of a year in completed months, but in no
event shall such annual pension on his normal retirement date be
 
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greater than 60% of his Best Average Earnings. Such annual pension shall be
reduced by the amount payable under the Basic Offset Plan in respect of the
Member's years of Pensionable Service.
 
     No less than 30 days prior to the retirement date of a Member, or upon the
death or termination of a Member, the Controller of the Company, shall, on the
advice of the Actuary, establish the actual amount of annual pension which the
Member is entitled to receive under this Section III, or in the event of the
death of the Member, the amount his Spouse is entitled to receive according to
the terms of Section V.
 
     A Member who retires on an earlier retirement date pursuant to subsection
2.2 of Section II shall receive an annual pension commencing on his earlier
retirement date of an amount equal to the annual pension determined in
accordance with subsection 3.1 of this Section III which will be reduced; such
reduction shall be 1/3 of 1% for each calendar month, if any, by which the date
on which his pension commences precedes his 60th birthday.
 
     Each Member who retires on a later retirement date in accordance with
subsection 2.1 of Section II shall receive an annual pension which shall be the
Equivalent Actuarial Value of the annual pension which would have been payable
at his normal retirement date based on his Best Average Earnings and his
Pensionable Service to his normal retirement date.
 
     The annual pensions established under subsection 3.2 of this Section III
shall be paid by the Participating Employer for whom the Pensionable Service was
rendered.
 
                                   SECTION IV
 
                           FORMS OF PENSION BENEFITS
 
     The normal form of pension payable under this Plan shall be a monthly
payment payable on the first day of each month, commencing on the Member's
normal, early or late retirement date, and continuing thereafter during the
lifetime of the Member in an amount equal to 1/12 of the annual pension
determined as provided in Section III hereof, and subject to all of the
provisions and conditions of this Plan, including specifically Section V.
 
     The Company shall have the power to establish such optional forms of
pension of Equivalent Actuarial Value on the recommendation of the Actuary, as
may be considered by it to be appropriate, provided that such other optional
forms are not contrary to the provisions of any applicable federal or provincial
laws, rules, guidelines or regulations that may be or are hereafter enacted or
promulgated. Election by a Member of some other optional form of benefit shall
be subject to such conditions as may be prescribed by the Company, including
determination of the eligible Spouse.
 
     For example, a Member may elect a joint and survivor pension providing for
a reduced pension payable to the Member during his lifetime with an amount equal
to 100% of such reduced pension, as elected by the Member, continuing after his
death to his surviving Spouse or former Spouse during her lifetime.
 
                                   SECTION V
 
                                     DEATH
 
     If a Member dies in the Service before his normal retirement date, the
following shall apply:
 
      (a)   DEATH BEFORE EARLY RETIREMENT DATE
 
     If the Member would not have been entitled to receive an immediate pension
under the provisions of Section 2.2 had he ceased membership on the date of his
death, his surviving Spouse or, if the Member is not survived by his Spouse, his
estate shall receive a lump sum payment equal to the Value of his deferred
pension to which he would have been entitled under Section 6.1 had he ceased to
be a Member on the date of his death for a reason other than his death;
 
      (b)   DEATH ON OR AFTER EARLY RETIREMENT DATE
 
     If the Member would have been entitled to receive an immediate pension
under the provisions of this Plan had he retired on the date of his death:
 
           (i)    his surviving Spouse shall receive an annual pension equal to
                the greater of --
 
                -  the annual pension the Spouse would have been entitled to
                   receive under the provisions of Section 5.2 had the payment
                   of the Member's pension commenced on the day preceding the
                   death of the Member; and
 
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                -  the annual pension which can be purchased with the Value of
                   the pension the Member would have been entitled to receive
                   under Section 3.3 had he retired immediately before death,
 
           (ii)   If the Member is not survived by his Spouse, his estate shall
                receive a lump sum payment equal to the Value of the pension the
                Member would have been entitled to receive under Section 3.3 had
                he retired immediately before death.
 
     In the event of the death of a Member who is in receipt of a pension under
Section 4.1, his surviving Spouse, if any, shall receive a pension equal to 60%
of the pension the Member was receiving at the time of his death. The Spouse's
pension is payable during her lifetime only.
 
     In the event of the death of a Member who is in receipt of a pension under
Section 4.2, payments shall be made under this Plan as required by any
guaranteed period of payments still remaining or according to the survivor
pension elected.
 
                                   SECTION VI
 
                             TERMINATION OF SERVICE
 
     If the Member terminates his Service or the Member's Service is terminated,
at any time up to 10 years before his normal retirement date, for any reason
other than retirement, disability or death, such Member shall receive a deferred
pension payable from his normal retirement date equal to his accrued pension as
determined by the Actuary, in accordance with Section III. The Member may elect
to receive, on his early retirement date, a pension of Equivalent Actuarial
Value.
 
     If the Member terminates his Service or the Member's Service is terminated,
after being eligible to receive a pension, for any reason other than retirement,
disability or death, such Member shall be entitled to the benefits provided
under subsections 2.2 and 3.3.
 
     However, if the Member's Service is terminated at any time up to 10 years
before his normal retirement date and within a period of 2 years following a
change of control of the Participating Employer, such Member shall receive a
deferred pension payable in accordance with the early retirement provisions of
subsections 2.2 and 3.3.
 
                                  SECTION VII
 
                                   DISABILITY
 
DISABILITY
 
     A Member who is disabled, as defined hereunder, and eligible to receive
benefits under the Company's long term disability insurance plan shall, for all
purposes of the Plan, continue to be considered a Member. Any such period of
disability, during which he is eligible to receive such benefits, up to age 65,
shall be included as Service for purposes of the Plan and his annual pension to
be credited during such period shall be determined under Section III on the
assumption that his Earnings in effect immediately prior to his becoming
disabled continue unchanged. If the Member shall recover, or shall be deemed to
have recovered, from his disability, and if he is not thereupon reinstated in
employment as an employee, he shall be considered as having terminated
employment at that time and shall be entitled to the benefits provided under
Section VI.
 
     For the purpose of this Section 7.1, disability means:
 
      (a)   a Member suffering from a physical or mental impairment so as to
           prevent the performance of employment duties in which the Member was
           engaged before the impairment occurred;
 
      (b)   which is certified, in writing, by a medical doctor licensed in
           Canada or where the Member resides; and
 
      (c)   in respect of which the Member is eligible to receive benefits under
           the Participating Employer's long term disability program.
 
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                                  SECTION VIII
 
                    AMENDMENT OR DISCONTINUANCE OF THE PLAN
 
     The Board of Directors necessarily reserves the right to amend or
discontinue the Plan in whole or in part at any time. However, no amendment for
any reason shall adversely affect the pension or other benefits which a Member
had become entitled to in respect of Pensionable Service prior to the date of
such amendment
 
                                   SECTION IX
 
                               GENERAL PROVISIONS
 
     This Plan shall not constitute a contract of employment between the Company
and any Member or other person in the employ of the Participating Employer, nor
shall anything herein contained be deemed to give any Member or other person in
the employ of the Participating Employer any right to be retained in such
employ, or to interfere with the right of the Participating Employer to
discharge any Member or such other person at any time and to treat him without
regard to the effect which such treatment might have upon him as a Member of the
Plan.
 
     Except as specifically provided herein, no benefit or payment or part
thereof under the Plan to any Member or eligible Spouse shall be capable of or
be subject in any manner to anticipation, surrender, commutation, alienation,
sale, transfer, assignment, pledge, encumbrance or charge, whether voluntary or
involuntary, and any attempt to so anticipate, surrender, commute, alienate,
sell, transfer, assign, pledge, encumber or charge the same shall be void, nor
shall any such benefit, payment or part thereof be in any way liable for or
subject to the debts, contracts, liabilities, engagements, faults or torts of
any person entitled to such benefit or payment. If any Member (or eligible
Spouse) is adjudicated bankrupt or purports to anticipate, surrender, commute,
alienate, sell, transfer, assign, pledge, encumber or charge any such benefit or
payment or part thereof, voluntarily or involuntarily, the Company, in its
discretion, may hold or apply or cause to be held or applied such benefit or
payment or any part thereof to or for the benefit of such Member, (or eligible
Spouse) in such manner as the Company shall direct.
 
     In the event of bankruptcy, insolvency or winding-up of the Participating
Employer, all amounts payable to a Member, his Spouse or his estate under the
Plan shall constitute an exigible claim against the Participating Employer in
favor of such person; this claim is exigible immediately and is a lump sum equal
to the Value of the remaining payments to be made to the Member, his Spouse or
his estate under the Plan. Without limiting the generality of the foregoing,
such person shall be a creditor of the Participating Employer, within the
meaning of the Bankruptcy and Insolvency Act, having a provable claim against
the Participating Employer.
 
     The Company shall have the sole and exclusive responsability to administer
the Plan and interpret its rules.
 
     It is expressly understood that the obligation of a Participating Employer
is not solidary and that no provision of this Plan shall be construed as
creating a solidary obligation between the Participating Employers.
 
     This Plan shall be construed and interpreted in accordance with the
provisions of the laws of the Province of Quebec and the laws of Canada
applicable therein.
 
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