##### 



EXHIBIT 10.1
 MEMORANDUM OF AGREEMENT
 BETWEEN
 BOWATER CANADIAN FOREST PRODUCTS INC.
 
 AND
 BOWATER MARITIMES INC.
 
 AND
 BOWATER MERSEY PAPER COMPANY LIMITED
 
  AND
 COMMUNICATIONS, ENERGY AND PAPER WORKERS UNION OF CANADA (CEP)
 25, 39, 85, 117, 141, 141 Salaried, 142, 146, 164, 251, 252, 257, 259, 263
   June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 1 of 29




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A)
    
    Based on the understanding that the Communications, Energy and Paper Workers Union of
Canada (CEP) and its locals will recommend acceptance of this Memorandum of Agreement and
in full settlement of all items and subject to ratification, which the bargaining
committees representing the above parties agree to recommend, the Collective Agreement to
be in effect from May 1, 2004 to April 30, 2009 shall be on the same terms as the 1998-2004
Collective Agreements, except as hereinafter amended.B)
    
    All terms of this memorandum will become effective on the date of ratification for
active employees except as herein specified to the contrary. The date of ratification will
be consistent for all locations and will be determined based on the date on which the CEP
chief spokesperson confirms the ratification in writing with the Companys chief
spokesperson.C)
    
    All terms of this memorandum, if not ratified in accordance with the previously agreed
Group Bargaining Protocol will expire on July 31, 2005.(Words importing the masculine gender shall include the feminine and vice versa)
  1)
    
    Duration of Labor AgreementA five (5) year agreement from May 1, 2004 to April 30, 2009.2)
    
    Wage IncreasesGeneral wage increases as follows:
 
 3)
    
    Pay SchedulesOver the term of the 2004-2009 Agreement, the parties agree to work jointly at each mill in
order to improve the efficiency of the payroll process and reduce processing costs. Among
other things, the parties will examine the possible extension of the payday and, where
appropriate, the implementation of a bi-weekly payroll cycle.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 2 of 29




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4)
    
    Papermakers Wage ScaleThe Union has accepted the Companys verbal commitment regarding extending the scale.5)
    
    Job Classification ProgramThe parties have agreed to support the establishment of a JCP Revision Advisory Committee.
The letter of intent confirming this Committee is attached as Appendix A.The parties agree to refer the effluent treatment operator pay classification to the Joint
Classification Committee immediately following the finalization and ratification of the
recommendations that result from the JCP Advisory Revision Committee. The Committee will
process this request as a priority. Wage adjustments, if any, will be made retroactive to
the date of ratification of the collective agreement.6)
    
    Shift premiumsEffective the first day of the month following ratification of the collective agreement, the
shift premiums for hours worked between 4:00 p.m. and 12:00 p.m. and for hours worked
between 12:00 p.m. and 8:00 a.m. will be increased by $0.10. Based on work schedules in
effect at each mill, local adjustments will be made as per past practice.7)
    
    VacationsA fifth (5) week of annual vacation after 17 years of service will be granted upon
ratification. It is understood that already completed vacation schedules for 2005 will
remain unchanged as a result of additional weeks of vacation granted this year.8)
    
    Humanity FundDuring the term of the 2004-2009 collective agreement, starting in November 2005, each mill
of the Company will match each employees contribution to the Humanity Fund up to a maximum
of $20 per year, with a mill-wide yearly maximum of $10 multiplied by the number of
classified employees at the date of ratification.Upon request of employees to set up a pay deduction, each mill will administer the required
pay deduction.This deduction will be made in November of each year and transferred to the National union
thirty- (30) days following the deduction.9)
    
    Pension PlanA long-term agreement of ten (10) years, from May 1, 2004 to April 30, 2014.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 3 of 29




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The Company and the Union will jointly approach the government authorities with the
objective of getting permission to extend the amortization period of the solvency deficit
payment. A letter of intent supporting this commitment is attached as Appendix B.For Dolbeau, subject to confirmation by both parties of the implementation details, verbal
agreement was reached on introduction, as of January 1, 2006, of a new method to determine
credited service in a pro-rated manner for up to 1,300 hours (1,400 hours as of January 1,
2008) worked in any given year compared to an employees annual work schedule, after which a
full years credit will be extended, without exceeding 12 months of credited service.For Dolbeau, effective January 1, 2006, continuous employment will no longer accrue for the
calculation of the bridging supplement for employees not making contributions to the Pension
Plan. The Company and Union will work together to present options illustrated in Appendix C
to affected employees.For all mills and locals, starting with new requests made after the date of ratification,
when correcting a bona fide error or mistake to credited service in a Pension Plan,
including past service, any increase in such service will be subject to the employee making
contributions for the length of the increase in credited service, using the most recent
employee contribution formula and rate of pay.For all mills, effective May 1, 2009, the pension plan rules will be modified such that an
active employee retiring at age 57 or more with at least 20 years of continuous service will
be entitled to an unreduced pension and bridge benefit, subject to the minimum reductions
imposed under the regulations of the Income Tax Act.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 4 of 29




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PENSION PLAN (see Notes 1, 2, 3 and 4)
 Year 1
    
    
    Year 2
    
    
    Year 3
    
    
    Year 4
    
    
    Year 5
    
    
    Year 6
    
    
    Year 7
    
    
    Year 8
    
    
    Year 9
    
    
    Year 10Benefits
    
    2004
    
    
    2005
    
    
    2006
    
    
    2007
    
    
    2008
    
    
    2009
    
    
    2010
    
    
    2011
    
    
    2012
    
    
    2013(Effective May 1, except when specified otherwise.)Formula (%),
including Liverpool
employees hired after
the date of
ratification
    
    
    
    
    
    
    1.70
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.75
    %Formula (%), for
Liverpool employees
hired prior to
ratification date(see
Note 3)
    
    
    
    
    
    
    1.625/2
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.7/2
    %Post-retirement
adjustment * (January
1)
CPI x 50%, Max: 5%
(see Note 2)
    
    
    
    
    
    
    ü
    
    
    
    
    
    
    
    ü
    
    
    
    
    
    
    
    ü
    
    
    
    
    
    
    
    ü
    
    
    
    
    
    
    
    ü* For retirements
after May
1st, 1987
(May 1st,
1984 for Thunder Bay
only)6% to April 30;
    
    6.5% toApril 30;
    
    7% to April 30;Employee Contributions
    
    
    
    
    
    6% from
    
    
    6
    %
    
    6.5% from
    
    7% from
    
    7.5% from
    
    
    7.5
    %
    
    
    7.5
    %
    
    
    7.5
    %
    
    
    7.5
    %Jan-01
    
    
    
    
    
    May-01
    
    May-01
    
    May-01
 Note 1: Pension amendments will be implemented in two steps. The plan will be first amended
in 2005 and this first amendment will cover changes occurring between Jan. 1 st , 2005 and
Dec. 31 st , 2008 including indexation in 2005 and 2007. A second amendment will be made
in 2009 and will cover changes taking place between Jan. 1 st , 2009 and April 30, 2014
including indexation in 2009, 2011 and 2013. To be effective, these amendments must comply with
laws and regulations in effect when filings are made.
 Note 2: The pension adjustment formula is based on the Consumer Price Index for the 12-month
period ending in October of the preceding year (rounded to the nearest tenth of one per cent),
subject to a maximum 5% adjustment. For calculation purposes, the Consumer Price Index means the
all-items index (1992=100, or if not available, the latest series available) published by
Statistics Canada.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 5 of 29




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Note 3: (Liverpool only): On May 1 st , 2005, the plan is amended to replace the current
pension formula of 1.55% / 2% by 1.625% / 2%. In addition, the base year is extended as follows:
 Calculation date ( earlier of retirement, termination, death or termination of the plan)  May 1, 2004 to April 30, 2005:2001;
May 1, 2005 to April 30, 2006:2002;
May 1, 2006 to April 30, 2007:2003;
May 1, 2007 to April 30, 2008:2004;
Or after May 1, 2008:2005.
 On May 1 st , 2009, the Liverpool plan is amended to replace the pension formula of
1.625%/2% by 1.7%/2%. In addition, from May 1, 2009, the base year is extended as follows:
 Calculation date ( earlier of retirement, termination, death or termination of the plan)  May 1, 2009 to April 30, 2010:2006;
May 1, 2010 to April 30, 2011:2007;
May 1, 2011 to April 30, 2012:2008;
May 1, 2012 to April 30, 2013:2009;
Or after May 1, 2013:2010.
 Note 4: At Liverpool, as described in Appendix D, employees hired prior to ratification will
retain eligibility to the unique Mersey pension provisions. New hires from date of ratification
will be covered by the industry standard pension provisions.
 1946 Pension Plan (Dalhousie)
   Portability
  
    
    The employee will enter into the pension plan of the new mill and will
start accruing credited service under this plan from the date of
transfer of employment. This plan will recognize the service completed
under the former pension plan for purposes of eligibility for
ancillary benefits (early retirement and bridge benefit).
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 6 of 29




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
    
    The employee will stop accruing years of credited service in the
former plan. Years of service and pensionable earnings at the new mill
will be recognized in the former plan for purposes of eligibility for
ancillary benefits and calculation of final average earnings and
benefits under the former plan will be based on the formers plan
provisions in effect on the earlier of the date of termination of
employment with the Company, retirement from the Company or death.
  Pension Plan Solvency
  Pension Committee
 Joint Retirement Boards/Pension Meetings at Each Mill
   10)
    
    Job security
 For Thunder Bay, Gatineau, Dolbeau and Dalhousie MillsThe Company agrees to renew all existing job security provisions and letters relative to job
security for the duration of the collective agreement.The Company will also update these provisions and letters where applicable, changing the
effective date to May 1, 2004, and all lists of regular employees will be updated and
renewed as of the date of ratification, and if requested by the local union, as of
November 1, 2006.For Liverpool MillThe above language will also apply to Liverpool with the following amendment:Line 79 of the Collective Agreement with Local 141 Salaried will be amended as follows:
This does not preclude the Companys ability to eliminate jobs as a result of automation,
technological change or attrition or to lay-off employees due to lack of markets.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 7 of 29




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11)
    
    Severance pay
 For all mills, each collective agreement will be amended to include the following language:Permanent lay-off
In the event of a permanent paper machine, department or mill closure, the maximum amount of
severance pay will be one and one-half (1.5) weeks of pay per year of continuous service.Lay-off  12 consecutive months
If the duration of a lay-off exceeds twelve (12) consecutive months, one-half (0.5) week of
pay will be paid per year of continuous service in addition to the current provisions.The total amount of severance pay that an employee may receive will not exceed one and
one-half (1.5) weeks of pay per year of continuous service, for any reason, for any time.The number of continuous years of service shall be calculated from the last lay-off period
for which the employee received severance pay.This is effective for lay-offs commencing after the first day of the month following
ratification of the collective agreement.For the Dolbeau mill and locals 25, 85, 252Any reference to the Alliance Industrial Conversion Plan is deleted from each collective
agreement.
 12)
    
    Contracting out
 The Company agrees to renew all existing contracting-out provisions for the duration of the
collective agreement.For Liverpool only, refer to paragraph D in Appendix D.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 8 of 29




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13)
    
    Benefits
 (i)
    
    Weekly Indemnity (for all mills)
 Weekly indemnity dispute resolution mechanism
  
    
    The employee having submitted the required claim forms properly completed; and
    
    The employee having given authorization to the Company and/or the insurer to have access
to the information they require to adjudicate the claim.
      Weekly Indemnity Benefits
 For Liverpool Mill
   June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 9 of 29




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(ii)
    
    Long Term Disability
 Long Term Disability Definition
 For All Mills and All Locals
     
  (iii)
    
    Dental Plans for Active Employees(Thunder Bay, Dalhousie, Gatineau and Dolbeau Mills)
 Dental Plan  Schedule of fees
  
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 10 of 29




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Dental Plan Benefits
 For Dolbeau Mill
   Dental Plan
    
    
    Employee Contributions (add sales tax where applicable)May 1, 2005*
    
    
    May 1, 2006
    
    
    May 1, 2007
    
    
    May 1, 2008Family
    
    
    $10/month
    
    
    $15/month
    
    
    $15/month
    
    
    $20/monthSingle
    
    
    $5/month
    
    
    $6/month
    
    
    $6/month
    
    
    $8/month
 *
    
    Following ratification, employee contributions deducted in excess of the applicable amounts
from May 1, 2005 (excluding applicable arrears prior to May 1, 2005) will be reimbursed
through the payroll.
 For the following mills and locals:
    June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 11 of 29




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Dental Plan
    
    
    Employee Contributions (add sales tax where applicable)May 1, 2005*
    
    
    May 1, 2006
    
    
    May 1, 2007
    
    
    May 1, 2008Family
    
    
    $10/month
    
    
    $15/month
    
    
    $15/month
    
    
    $20/monthSingle
    
    
    $5/month
    
    
    $6/month
    
    
    $6/month
    
    
    $8/month
 *
    
    Following ratification, employee contributions deducted in excess of the applicable amounts
from May 1, 2005 (excluding applicable arrears prior to May 1, 2005) will be reimbursed
through the payroll.
 For the Mersey Mill and Locals 141, 141 Salaried and 259:
  For the Thunder Bay Mill
  (iv)
    
    Extended Health Care Plans for Active Employees
 For Thunder Bay and Dolbeau Mills
    June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 12 of 29




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For Thunder Bay Mill
  Surviving Spouse Health Care Coverage
    Lifetime Maximum
  For Dolbeau Mill
  For Gatineau and Dalhousie Mills
   June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 13 of 29




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st
  For Liverpool Mill
  (v)
    
    Vision care
  (vi)
    
    Definition of Spouse (for Thunder Bay Mill only)
     June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 14 of 29




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(b)
    
    Are not married to each other and are living together in a conjugal
relationship,
 (i)
    
    Continuously for a period of not less than one year, or(ii)
    
    In a relationship of some permanence, if they are the natural or adoptive
parents of a child, both as defined in the Family Law Act.
 (vii)
    
    Children with Disabilities
  (viii)
    
    Basic Life Insurance
  (ix)
    
    Accidental Death & Dismemberment
  (x)
    
    Optional Life Insurance
 For All Mills and All Locals
  th st
   June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 15 of 29




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a)
    
    The existing Union-managed plan is still being offered; andb)
    
    The employee has maintained both uninterrupted participation and optional
coverage for himself/herself to the said Union -managed plan.(xi)
    
    Dependent Life Insurance
  14)
    
    Retiree Life Insurance
 For all mills and locals
  15)
    
    Maternity/Parental Leave
  16)
    
    Non-Discrimination
  17)
    
    Local Issues and Contract Language
   June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 16 of 29




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Appendix A
 LETTER OF INTENT
FROM THE COMPANY
TO
CEP and its locals governed by the Job Classification Plan
 Forest Products Industrys Job Classification Plan (JCP)
        June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 17 of 29




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Appendix B
 LETTER OF INTENT
BETWEEN THE COMPANY
AND
CEP and its locals
 25, 39, 85,117, 141, 141 Salaried, 142, 146, 164, 251, 252, 257, 259, 263
 Pension Plans  Joint Request to Government Authorities
   June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 18 of 29




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Appendix C
 Retirement Plan 1994  Dolbeau Mill
 Explanation of the change to be implemented on January 1, 2006
  Options offered to concerned employees up to January 1, 2006
 1)
    
    Enroll in the plan before January 1, 2006 and pay contributions
 Impact:
    
    a)
    
    Credited service will accumulate for the calculation of the
basic pension from the date of enrolment;b)
    
    Credited service will continue to accumulate
after January 1, 2006 for purpose of calculating the bridging
supplement for early retirement after having completed at least 20
years of continuous service.
 or
 Do not enroll in the plan and do not pay contributions to the plan.
 Impact:
    
    a)
    
    Maintain credited service accumulated as of
December 31, 2005 for purpose of calculating the
bridging supplement payable in case of early retirement after having
completed at least 20 years of continuous service;b)
    
    Credited service will no longer accumulate on
and after
January 1, 2006 for purpose of calculating such bridging supplement.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 19 of 29




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APPENDIX D
 Framework for Resolution
of Mersey Mill Specific Issues
 June 22, 2005
 A. Health and Dental Benefits
  1.
    
    Effective on the first day of the month following ratification of the
Collective Agreement, the Company commits to cover the medical and dental costs of all
active employees and their dependents, less the negotiated employee contributions for
dental coverage.2.
    
    Active employees monthly contributions to MPA-HD for the dental plan will be
as follows:
 Dental Plan
    
    
    Employee Contributions (add sales tax where applicable)First of the month
following ratification
    
    
    May 1, 2006
    
    
    May 1, 2008Family
    
    
    $10/ month
    
    
    $15/ month
    
    
    $20/ monthSingle
    
    
    $5 / month
    
    
    $6/ month
    
    
    $8/month
 3.
    
    For the duration of the 2004  2009 Collective Agreement, payments will be made
on the basis of the 2004 MPA-HD benefits schedule, plus upgrades from the pattern
settlement for areas where the 2004 MPA-HD benefits are less than those in the pattern
settlement. The benefits schedule will not change during the life of the Collective
Agreement. Both for active and retired members of MPA  HD, payment of any `ad hoc`
claims outside the agreed upon schedule of coverage will be made at the decision and
expense of the Association and will not be refunded by the Company.4.
    
    The Company will contribute towards the Associations normal administrative
costs based on equivalency to the value of the active employee medical and dental
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 20 of 29




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expenses as a percentage of total medical and dental expenses. This shall be included in
MPA-HDs monthly billing to the Company.5.
    
    The Company, on a one-time basis, will fund a working reserve in the amount of
$100,000 to provide working capital for payment of claims in advance of the monthly
billing. This money is considered an advance loan which at all times belongs to the
Company.6.
    
    Any shortfall in funding at the point of implementation of this new arrangement
will not be the responsibility of the Company.7.
    
    Any surplus at the time of implementation of this new arrangement will belong
to the members of the Association.8.
    
    MPA  HD will submit monthly bills to the Company including details of the
previous months claims activities. This report will include a breakdown of claims by
category of coverage, separating active employees and dependents, and retired members
and their dependents.9.
    
    Retirees will become responsible for the full costs allocated to them and their
dependents by January 1, 2009. Until that time active employees will continue to be
responsible for any subsidization of retiree costs in advance of retirees assuming
responsibly for their full costs. Retiree contributions will increase to cover the cost
of all retiree claims by applying a standard percentage increase to all retirees until
they all reach the full contribution level.10.
    
    The Company, at its discretion and expense may perform audits of the
Associations finances.11.
    
    The Company will receive on a timely and yearly basis, a copy of the financial
statements of MPA  HD.12.
    
    The Company will also receive in a timely fashion a copy of any changes made to
MPA  HD by-laws.
  B. Pension
 Employees hired prior to date of ratification
 1.
    
    The formula for the base pension calculation will be improved to 1.625%/2.0% in 2005
and to 1.7%/2.0% in 2009.
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 21 of 29




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2.
    
    Effective May 1, 2009, the plan will be amended to reflect early retirement without
reduction in pension or bridging for active employees when they reach age 57 with at least
20 years of continuous service, subject to limits arising from legislation.3.
    
    The minimum requirement for hours worked to constitute a full year of credited service
under the Mersey plan will be increased from 1200 hours to 1300 hours in 2005, and further
increased to 1400 hours in 2007.
 Employees hired after date of ratification:
 1.
    
    Only for all new hires following date of ratification, upon eligibility, they will
participate in a pension plan structured as per the industry plan (eg, the plan in place at
Dolbeau, Gatineau, Dalhousie, etc), including among others the pension formula and
definition of earnings.
 C. Weekly Indemnity
  D. Contracting Out
  E. Pension Service
  F Minimum Pension Disability Policy
   June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 22 of 29




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24 June
 24 June
 For Bowater Canadian Forest Products
Inc., Bowater Maritimes Inc. and
Bowater Mersey Paper Company Ltd.
Pour Bowater Produits forestiers du
Canada inc., Bowater Maritimes Inc.
et Bowater Mersey Paper Company Ltd.
    
    For the Communications, Energy and
Paperworkers Union of Canada
Pour le Syndicat canadien des
communications, de lénergie et du
papier
 /s/ James T. Wright
    
    /s/ Signature illegible/s/ Georges Cabana
    
    /s/ Signature illegible/s/ Signature illegibleLinda Gauvin
    
    /s/ Signature illegible/s/ Signature illegible
    
    /s/ Signature illegible
 
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 23 of 29




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For
Company Representatives of Bowater
Canadian Forest Products Inc.,
Bowater Maritimes Inc. and Bowater
Mersey Paper Company Limited
Pour les représentants de Bowater
Produits forestiers du Canada inc.,
Bowater Maritimes Inc. et Bowater
Mersey Paper Company Ltd.
    
    For the Communications, Energy and
Paperworkers Union of Canada
National Representatives
Pour le Syndicat canadien des
communications, de lénergie et du
papier
Représentants nationaux
 /s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Claude St-Laurent/s/ Claudine M. Massicotte/s/ Signature illegible
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 24 of 29




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For Bowater Canadian Forest
ProductsInc.
Pour Bowater Produits
forestiers duCanada inc.
Thunder Bay Mill
Usine de Thunder Bay
    
    For the Communications, Energy and
Paperworkers Union of Canada
Pour le Syndicat canadien des
communications,de lénergie et du papier
Thunder Bay Mill  Locals 39 and 257
Usine de Thunder Bay - Sections locales
39 et257
 /s/ Signature illegible
    
    /s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 25 of 29




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For Bowater Canadian
Forest ProductsInc.
Pour Bowater Produits
forestiers duCanada
inc.
Gatineau Mill
Usine de Gatineau
    
    For the Communications, Energy andPaperworkers
Union of Canada
Pour le Syndicat canadien des communications,de
lénergie et du papier
Gatineau Mill  Locals 142 and 251
Usine de Gatineau  Sections locales 142 et 251
 /s/ Signature illegible
    
    /s/ Signature illegible/s/ Signature illegible
    
    /s/Bernard Larabrie/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 26 of 29




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For Bowater Canadian Forest
ProductsInc
Pour Bowater Produits
forestiers duCanada inc.
Dolbeau Mill
Usine de Dolbeau
    
    For the Communications, Energy and
Paperworkers Union of Canada
Pour le Syndicat canadien des
communications,de lénergie et du papier
Dolbeau Mill - Locals 25, 85 and 252
Usine de Dolbeau - Sections locales 25, 85
et 252
 /s/ Daniel Laberge
    
    /s/ Signature illegible/s/ Signature illegible
    
    /s/ Signature illegible/s/ Signature illegible/s/ Alain Alain/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 27 of 29




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For Bowater Maritimes Inc.
Pour Bowater Maritimes Inc.
Dalhousie Mill
Usine de Dalhousie
    
    For the Communications, Energy and
Paperworkers Union of Canada
Pour le Syndicat canadien des communications,
de lénergie et du papier
Dalhousie Mil  Locals 117, 146, 164 and 263
Usine de Dalhousie  Sections locales
117,146,164et 263
 /s/ Signature illegible
    
    /s/ Michael Maloy/s/ Michael Donovan
    
    /s/ Signature illegible/s/ Signature illegible/s/ Richard Roz/s/ Jerry Orapear/s/ Claude Leclair/s/ Signature illegible/s/ Signature illegible/s/ Signature illegible
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 28 of 29




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For
Bowater Mersey Paper CompanyLtd.
Pour Bowater Mersey Paper Company
Ltd.
Liverpool Mill
Usine de Liverpool
    
    For the Communications, Energy and
Paperworkers Union of Canada
Pour le Syndicat canadien des
communications,de lénergie et du
papier
Liverpool Mill  Locals 141, 141
Salaried and259
Usine de Liverpool  Sections
locales 141, 141Salaried et 259
 /s/ Bruce E. Nunn
    
    /s/ Signature illegible/s/ Signature illegible
    
    /s/ Kevin Evans/s/ Donald E. Fisher/s/ Paul R. Connally/s/ David Dagly/s/ Gordon Veinat
  June 24, 2005
    
    MEMORANDUM OF AGREEMENT
    
    Page 29 of 29




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##### 



LETTER OF INTENT
BETWEEN THE COMPANY
AND THE
COMMUNICATION, ENERGY AND PAPERWORKERS UNION OF CANADA
AND ITS LOCALS
 25, 39, 85, 117, 141, 141 Salaried, 142, 146, 164, 251, 252, 257, 259, 263
 Contracting out