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March 29, 2005

ANNUAL INFORMATION FORM

For the year ended 
December 31, 2004

CAMBIOR INC.

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Table of Contents

|ITEM I       | NAME AND
    INCORPORATION                | 7                                        
|------------ | ----------------------------------------- | -----------------------------------------
|ITEM II      | INTERCORPORATE
    RELATIONSHIPS          | 7                                        
|ITEM
    III | GENERAL DEVELOPMENT
    OF THE BUSINESS   | 11                                       
|1.           | THREE-YEAR
    HISTORY                    | 11                                       
|2.           | SIGNIFICANT ACQUISITIONS                  | 13                                       
|3.           | RISK
    FACTORS                          | 14                                       
|ITEM IV      | NARRATIVE
    DESCRIPTION OF THE BUSINESS | 14                                       
|1.           | MINING
    ACTIVITIES - PROCESS           | 14                                       
|2.           | MINING
    ACTIVITIES - PRODUCTS          | 16                                       
|             | 2.1                                       | Gold                                     
|             | 2.2                                       | Niobium                                  
|             | 2.3                                       | Bauxite                                  
|3.           | MINING
    ACTIVITIES - CANADA            | 18                                       
|             | 3.1                                       | Gold Production                          
|             | 3.2                                       | Ferroniobium
    Production              
|4.           | MINING
    ACTIVITIES - INTERNATIONAL     | 26                                       
|             | 4.1                                       | South America:
    Guiana Shield         
|             | 4.2                                       | United States:
    Carlota Copper Project
|5.           | EXPLORATION AND BUSINESS DEVELOPMENT      | 39                                       
|             | 5.1                                       | General                                  
|             | 5.2                                       | Business
    Development                 
|             | 5.3                                       | Exploration -
    Canada                 
|             | 5.4                                       | Exploration - Andes                      
|             | 5.5                                       | Exploration -
    French Guiana          
|             | 5.6                                       | Exploration -
    Guyana                 
|             | 5.7                                       | Exploration -
    Suriname               
|             | 5.8                                       | Outlook                                  
|6.           | MINERAL
    RESERVES AND RESOURCES        | 43                                       
|7.           | OTHER
    ASPECTS OF THE BUSINESS         | 50                                       
|             | 7.1                                       | Marketing of
    Production              
|             | 7.2                                       | Government
    Regulation                
|             | 7.3                                       | Environment                              
|             | 7.4                                       | Community Relations                      
|             | 7.5                                       | Taxes                                    
|             | 7.6                                       | Mining Development
    and Construction  
|             | 7.7                                       | Intellectual
    Property                
|             | 7.8                                       | Competition                              
|             | 7.9                                       | Sale of Production                       
|             | 7.10                                      | Employee Relations                       
|8.           | DIVIDENDS                                 | 60                                       
|9.           | LITIGATION                                | 61                                       
|ITEM V       | DESCRIPTION OF
    CAPITAL STRUCTURE      | 61                                       
|ITEM VI      | MARKET FOR
    SECURITIES                 | 61                                       
|ITEM
    VII | DIRECTORS AND
    OFFICERS                | 63                                       
|1.           | DIRECTORS                                 | 63                                       
|2.           | EXECUTIVE
    OFFICERS                    | 65                                       
|3.           | SHAREHOLDINGS OF DIRECTORS AND OFFICERS   | 66                                       

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|4.                                                                     | CORPORATE
    CEASE TRADE ORDERS OR BANKRUPTCIES                               | 66
|---------------------------------------------------------------------- | ------------------------------------------------------------------------------ | --
|ITEM VIII AUDIT COMMITTEE                                              | 67                                                                            
|1.                                                                     | COMPOSITION AND RELEVANT EDUCATION AND EXPERIENCE OF MEMBERS                   | 67
|2.                                                                     | MANDATE OF
    THE AUDIT COMMITTEE                                             | 69
|3.                                                                     | POLICIES
    AND PROCEDURES FOR THE ENGAGEMENT OF AUDIT AND NON-AUDIT SERVICES | 70
|4.                                                                     | EXTERNAL
    AUDITOR SERVICE FEES                                              | 70
|ITEM IX INTEREST OF
    MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS | 71                                                                            
|ITEM X TRANSFER AGENT AND
    REGISTRAR                                | 72                                                                            
|ITEM XI MATERIAL CONTRACTS                                             | 72                                                                            
|ITEM XII INTERESTS OF
    EXPERTS                                      | 72                                                                            
|1.                                                                     | NAMES OF
    EXPERTS                                                           | 72
|2.                                                                     | INTERESTS
    OF EXPERTS                                                       | 72
|ITEM XIII ADDITIONAL
    INFORMATION                                   | 72                                                                            
|                                                                       |                                                                                |   
|SCHEDULE A - Audit Committee Charter                                   |                                                                               

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List of Maps and Tables

|                                        |   
|--------------------------------------- | --
|Cambior's Corporate Structure           | 9 
|Cambior's Mines and Projects - Location | 10
|                                        |   

Explanatory Notes:  All dollar amounts presented in this Annual
  Information Form are expressed in US dollars, unless otherwise indicated.
  Production results are in metric units, unless otherwise
  indicated.
  Cambior Inc. carries on business in Canada.
  The subsidiaries of Cambior Inc. carry on business in Canada and elsewhere. In
  this Annual Information Form, the words "Company" and "Cambior" are used
  interchangeably and in each case refer, as the context may require, to all or
  any of Cambior Inc. and its subsidiaries.
  Unless otherwise specified, reference
  herein to the 2004 Annual Report are references to Cambior's Annual Report for
  the year ended December 31, 2004, which is available on SEDAR at
  www.sedar.com. All such references are incorporated
  herein.
  The information in this Annual
  Information Form is complemented by the Company's Audited Consolidated Annual
  Financial Statements for the year ended December 31, 2004 and the management's
  discussion and analysis thereon, which are available on SEDAR at
  www.sedar.comand the Company's website atwww.cambior.com.


Cautionary Note to US Investors

The United States Securities and Exchange
Commission (the "SEC") allows mining companies, in their filings with the SEC,
to disclose only those mineral deposits they can economically and legally
extract or produce. The Company uses certain terms in this document, such as "mineral
resources", that are recognized and mandated by Canadian securities
regulators but are not recognized by the SEC. US investors are urged to
consider closely the disclosure on the technical terms in section 6 of Item IV
hereof.

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Page 1

Special Note Regarding Forward-Looking Statements

This Annual Information Form contains or
incorporates by reference certain information that may constitute
"forward-looking statements". All statements other than statements of historical
fact set forth herein, including, without limitation, statements regarding
production and sales targets and timetables, cost estimates, financial results,
potential mineralization and reserves, exploration results, future plans and
objectives of the Company, including (without limitation) work programs,
evolution of development projects, exploration budgets and targets, and
disclosure relating to reduction of hedging and off-balance sheet transactions,
contractual commitments and litigation matters are forward-looking statements
that may involve a number of known and unknown risks, uncertainties and other
factors. These statements relate to analysis and other information that are
based on forecasts of future results, estimates of amounts not yet determinable
and assumptions of management.

Statements concerning mineral reserves and
resources estimates are also deemed to constitute forward-looking statements to
the extent that they involve estimates of the mineralization that will be
encountered if the property is developed, and in the case of mineral reserves,
such statements reflect the conclusion based on certain assumptions that the
mineral deposit can be economically exploited.

Forward-looking statements, which involve
assumptions and describe the Company's future plans, strategies and expectations
are generally identifiable by use of the words "may", "will", "should",
"continue", "expect", "anticipate", "estimate", "believe", "intend", "plan" or
"project" or the negative of these words or other variations on these words or
comparable terminology. There can be no assurance that such statements will
prove to be accurate and actual results and future events could differ
materially from those anticipated in such statements.

The following are some of the important
factors that could cause actual results or outcomes to differ materially from
those discussed in the forward-looking statements: hazards normally encountered
in the mining business including unusual or unexpected geological formations,
rock bursts, cave-ins, floods and other conditions; delays and repair costs
resulting from equipment failure; liability under environmental legislation;
uncertainties as to estimation of mineral reserves and resources; competition
for mining properties with Canadian and foreign companies that may have
substantially greater financial and other resources; requirement of additional
financing; risk related to hedging and non-hedge derivative instruments;
fluctuations in the market price of gold, niobium, bauxite and fuel and foreign
currencies relative to the Canadian currency; labour strikes; community
relations; risks involved with investments in emerging countries including
stability of legislation and policy, unilateral revocation of mining rights and
political instability; obtaining permits; federal, state and provincial
legislation governing the acquisition and ownership of mining rights; mining
duties; income taxes; labor, health, safety standards; exports and other related
matters. Although the Company has attempted to identify important factors that
could cause actual results to

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Page 2

differ materially from expectations, intentions, estimates or
forecasts, there may be other factors that cause results to differ from what is
anticipated, estimated or intended.

Any forward-looking statement speaks only of
the date on which it is made and the Company undertakes no obligation to update
any forward-looking statement or statements to reflect events or circumstances
after the date on which the statement is made or to reflect the occurrence of
unanticipated events. New factors emerge from time to time, and it is not
possible for the Company to predict which factor will arise.Readers are
cautioned not to place undue reliance on forward-looking statements.

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Page 3

Glossary

Mining Terms

By-product:a secondary metal or
mineral product recovered in the milling process.

Carbon-in-leach (CIL) process:
a modification of CIP whereby carbon is added directly into the
slurry during leaching as opposed to CIP where carbon is added after leaching is
complete.

Carbon-in-pulp (CIP) process:a process used to recover dissolved gold from a cyanide leach slurry. Coarse
activated carbon particles are moved counter-current to the slurry, absorbing
gold as they pass through the circuit. Loaded carbon is removed from the slurry
by screening. Gold is recovered from the loaded carbon by stripping in a caustic
cyanide solution followed by electrolysis.

Concentrate:a product containing
the valuable metal and from which most of the waste material in the ore has been
eliminated.

Contained ounces:ounces in the
ground without reduction due to mining loss or processing loss.

Converter:a furnace in which the
pyrochlore concentrate is converted into ferroniobium and heat is produced by
the oxidation reaction.

Cut-off grade:the lowest grade of
mineralized material considered economic; used in the estimation of mineral
reserves in a given deposit.

Deferred development:development of
underground infrastructure to be used over an extended period. Costs related to
this activity are capitalized.

Deferred stripping:additional waste mining in excess of the average stripping ratio for some period
of time during the mine plan in an open-pit operation. Costs related to this
additional waste mining are capitalized when occurring and charged back to
operating costs when waste mining is less than the average stripping ratio.

Depletion:the decrease in quantity
of mineral reserves in a deposit or property resulting from extraction or
production.

Dilution:an estimate of the amount
of waste or low-grade mineralized rock which will be mined with the ore as part
of normal mining practices in extracting an orebody.

Grade:the relative quantity or
percentage of metal or mineral content.

ISO 14001:a standard established by
the International Organization for Standardization setting forth the guidelines
for an environmental management system.

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Page 4

ISO 9001:a standard established by
the International Organization for Standardization setting forth the guidelines
for a quality management system.

Kaizen: a management system of
continuous improvement that empowers employees to change business processes and
contribute to achieving corporate objectives.

Leach/heap leach:to
dissolve minerals or metals out of ore with chemicals. Heap leaching gold
involves the percolation of a cyanide solution through crushed ore heaped on an
impervious pad or base.

Mineral reserves:mineral reserves are divided into two categories; proven and probable mineral
reserves, which are more particularly defined herein under section 6 of Item
IV.

Mineral resources:mineral resources are divided into three categories; measured, indicated and
inferred, which are more particularly defined herein under section 6 of Item
IV.

Qualified person:an
individual who is an engineer or geoscientist with at least five years of
experience in mineral exploration, mine development or operation, mineral
project assessment, or any combination of these, has experience relevant to the
subject matter of the mineral project and the technical report, and is a member
in good standing of a professional association.

Recovery:the
proportion of valuable material obtained during the mining or processing.
Generally expressed as a percentage of the material recovered compared to the
total material present.

Restoration:operation consisting of
restoring a mining site to a satisfactory condition.

Stope: the underground excavation from which the ore is
extracted.

Stoping: the process of mining the orebody.

Stripping: the process of removing overburden or waste
rock to expose ore.

SX-EW processing:solvent extraction and electrowinning processing. Recovery of a metal from an
ore by means of acid leaching and organic extraction, combined with
electro-chemical processes.

Tailings:the material that remains
after all metals or minerals considered economic have been removed from ore
during milling.

Tailings pond:a containment area
used to deposit tailings from milling.

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Page 5

Financial Terms

2001 Financial Creditors:means the
banking syndicate party to the 2001 Agreement.

2001 Agreements:means the amended and restated restructuring agreement, the second amended and
restated $65 million credit facility agreement and the $55 million prepaid gold
forward sale agreement, simultaneously closed on January 12, 2001, with the 2001
Financial Creditors.

2003 Credit Facility:means the amended and restated $65 million credit facility agreement entered
into with a syndicate of international financial institutions on February 7,
2003.

2003 Financial Creditors:means the syndicate of international financial institutions party to the 2003
Credit Facility, including the counter party to the Prepaid Gold Forward Sales
Agreement.

AMEX:American Stock Exchange.

Forward sales:the sale of a
commodity for delivery at a specified future date and price, usually at a
premium to the spot price.

Hedge:a risk
management technique used to manage commodity price, interest rate, foreign
currency exchange or other exposures arising from regular business transactions.

Hedging:a future transaction made
to protect the price of a commodity as revenue or cost and secure cash flows.

Margin:money or securities
deposited with a broker as security against possible negative price
fluctuations.

Mine operating cost:the average cost of producing an ounce of gold. Includes deferred stripping
costs, refining and transportation costs and by-product credits, but excluding
royalties, depreciation and restoration.

Royalty:cash payment or physical
payment (in-kind) generally expressed as a percentage of Net Smelter Returns ("NSR")
or mine production.

Spot price:the current price of a
metal for immediate delivery.

TSX:the Toronto Stock Exchange.

Volatility:propensity for
variability.A market or share is volatile when it records rapid
variations.

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Page 6
Conversion Table

|                   |   |                        
|------------------ | - | -----------------------
|METRIC SYSTEM      |   | IMPERIAL SYSTEM        
|                   |   |                        
|1 metre (m)        | = | 3.2808 feet (ft)       
|                   |   |                        
|1 kilometre (km)   | = | 0.6214 mile (mi)       
|                   |   |                        
|1 gram (g)         | = | 0.0322 troy ounce (oz) 
|                   |   |                        
|1 kilogram (kg)    | = | 2.2046 pounds (lbs)    
|                   |   |                        
|1 tonne (t)        | = | 1.1023 tons (t)        
|                   |   |                        
|1 gram/tonne (g/t) | = | 0.0292 ounce/ton (oz/t)
|                   |   |                        

|             |   |                               
|------------ | - | ------------------------------
|SYMBOLS USED |  
|             |   |                               
|             |   |                               
|Al2O3        | = | aluminum oxide                
|             |   |                               
|Au           | = | gold                          
|             |   |                               
|Cu           | = | copper                        
|             |   |                               
|FeNb         | = | ferroniobium                  
|             |   |                               
|Nb           | = | niobium                       
|             |   |                               
|Nb2O5        | = | niobium pentoxide (pyrochlore)
|             |   |                               
|SiO2         | = | Silica                        
|             |   |                               

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Page 7
Item I  Name and Incorporation

The Company was incorporated on November 7,
1973 under the name "Niobec Inc." and was continued under Part IA of the
Companies Act (Québec) pursuant to a certificate of continuance dated November
29, 1985. At the time of its continuance, the Company amended its articles to
enable itself to issue shares to the public. The Company's articles were again
amended on March 14, 1986 to change its name to "Cambior Inc.".

Cambior's articles were restated on January 1,
1988 when the Company amalgamated with Rouanda Mines Inc., a wholly-owned
subsidiary of Cambior, itself a product of the amalgamation between Aiguebelle
Resources Inc. and another wholly-owned Cambior subsidiary. The Company's
articles were again restated on January 1, 1994 when Cambior amalgamated with
VSM Exploration Inc., a wholly-owned Cambior subsidiary acquired through private
purchases followed by an insider bid.

The Company's registered office is located at
1075, 3rd Avenue East, Val-d'Or, Québec, Canada, J9P 6M1, and its executive
office at 1111 St. Charles Street West, East Tower, Suite 750, Longueuil,
Québec, Canada, J4K 5G4.

Item II  Intercorporate Relationships

Cambior Inc. currently owns all of its
Canadian assets directly and serves as the holding company for the other
companies in the group. A diagram featuring Cambior's main assets and
privately-held subsidiaries (with the jurisdiction of incorporation for each
of them shown in brackets under its name)is set forth on page 9. All
shares held by Cambior in these subsidiaries are voting shares, except for the
Class III non-voting Preference Shares of OGML (as defined below) which Cambior
owns in totality.The location of Cambior's principal
assets is illustrated on the page following the diagram.

Rosebel Gold Mines N.V. ("RGM"), a 95%-owned
1 subsidiary of Cambior, was incorporated on May 8, 2002 pursuant to
the Commercial Code of Suriname. RGM holds the mining rights and assets
comprising the Rosebel mine and manages operations thereat. More detailed
information on this subsidiary and the Rosebel property is given in subsection
4.1.1 of Item IV below. RGM's registered office is at Heerenstraat NR8,
Paramaribo, P.O. Box 2973, Suriname.

OMAI Gold Mines Limited ("OGML"), a 95%-owned
subsidiary of Cambior, was incorporated on August 15, 1991 pursuant to the
Companies Act of the Co-operative Republic of Guyana ("Guyana"), and continued
on February 3, 1997 under section 339 of the Companies Act 1991 (Guyana). OGML
holds the mining rights and the assets

|1 | As the Government of Suriname
    also holds Class B voting shares since Rosebel mine's commencement of
    commercial production, its overall participation in RGM's share capital is
    slightly different than 5% (6% as at December 31, 2004). However, all Class
    B shares will be redeemed over the next years and, in any event, no
    dividends will be paid prior to the full redemption of Class B shares.
    Therefore, only Class A shares are considered for the purposes of reflecting
    each shareholder's true and permanent participation in RGM's share capital.
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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Page 8

comprising the Omai mine and manages
operations thereat. More detailed information on this subsidiary and the Omai
mine is given in subsection 4.1.2 of Item IV below.OGML's registered office
is at 176-D, Middle Street, Cummingsburg, P.O. Box 12249, Georgetown, Guyana.

OMAI Bauxite Mining Inc. ("OBMI"), a 70%-owned
subsidiary of Cambior, was incorporated on June 25, 2004 pursuant to the Companies Act 1991(Guyana). OBMI holds the rights and assets comprising the
Omai bauxite mine complex and manages operations thereat. More detailed
information on this subsidiary and the Omai bauxite mine is given in subsection
4.1.3 of Item IV below. OBMI's registered office is at 176-D, Middle Street,
Cummingsburg, P.O. Box 12249, Georgetown, Guyana.

CBJ Caiman Inc. ("CBJ Caiman") was created on
November 29, 2003 by the merger, pursuant to the Canada Business Corporations
Act, of a wholly-owned subsidiary of Cambior, incorporated for said purpose
on October 22, 2003, and Ariane Gold Corp. ("Ariane"), a publicly-held
corporation the shares of which traded on the TSX. CBJ Caiman indirectly holds
mineral rights and related assets comprising the Camp Caiman project in French
Guiana, as well as other exploration projects. CBJ Caiman's registered office is
at 1111 St. Charles Street West, East Tower, Suite 750, Longueuil, Québec,
Canada, J4K 5G4.More detailed information on this
subsidiary's principal asset, the Camp Caiman project, is given in subsection
4.1.4 of Item IV below.

On August 13, 1991, Cambior USA, Inc. ("Cambior
USA"), a wholly-owned subsidiary of Cambior, acquired Carlota Copper Company.More detailed information on this subsidiary's
principal asset, the Carlota copper project, is given in section 4.2 of Item IV
below.

Cambior also holds interests, and options to
earn direct or indirect interests in exploration and development properties
located in Peru. Cambior holds such interests primarily through its wholly-owned
subsidiary, Sociedad Minera Cambior Peru S.A., which has its office at Ave. José
Casimiro Ulloa No. 312, Urb. San Antonio, Miraflores, Lima 18, Peru.

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Page 9

Cambior's Corporate Structure



> (1)

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Page 10

Cambior's Mines and Projects - Location



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Page 11Item III  General Development of the Business

1.Three-Year
History

The year 2002 was significant for the Company
as it was emerging from a financial restructuring program and was positioning
itself for future growth and profitability. In accordance with this objective,
the Company strengthened its balance sheet, negotiated a reduction of its
hedging obligations and moved the Rosebel project in Suriname to the
construction phase.

On January 10, 2002, the Company and the
Government of Suriname agreed to new business conditions and modifications to
the 1994 Mineral Agreement governing the development and operation of the
Rosebel project. The Company obtained the relinquishing by a state-owned
Surinamese company, of its options to purchase up to a 40% interest in the
Rosebel project; in return, the Government was granted a 5% carried interest in
the share capital of RGM, effective upon commencement of commercial production1.

On May 16, 2002, the Company acquired the 50% interest of
Golden Star Resources Ltd. ("Golden Star") in the Rosebel project together with
Golden Star's shares in OGML.

In June 2002, the 2001 Financial Creditors
agreed to reduce the mandatory hedging requirement under the 2001 Agreements
from 70% to 35% of the Company's production from its then existing gold mines
until 2005, and also agreed not to subject any new gold production of the
Company during the Loan Life (as defined in the 2001 Agreements) to mandatory
hedging requirements.

On December 18, 2002, RGM was granted a
25-year renewable Right of Exploitation for the Rosebel project, following the
Government's approval of the feasibility study and the environment impact
assessment. In addition, the Council of Ministers of Suriname and the National
Assembly ratified an amendment to the 1994 Mineral Agreement which includes the
business terms for the development and operation of the Rosebel project
previously agreed upon on January 10, 2002 as indicated above.

During the year 2002, the Company completed private and public
equity financings for aggregate gross proceeds of Cdn $88 million.

In 2003, while strengthening its financial
position, the Company was largely focused on the construction and development of
its Rosebel project scheduled to begin commercial production in the first
quarter of 2004.

|1 | As the Government of Suriname
    also holds Class B voting shares since commencement of commercial
    production, its overall participation in RGM's share capital is slightly
    different than 5% (6% as at December 31, 2004). However, all Class B shares
    will be redeemed over the next years and, in any event, no dividends will be
    paid prior to the full redemption of Class B shares. Therefore, only Class A
    shares are considered for the purposes of reflecting each shareholder's true
    and permanent participation in RGM's share capital.
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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Page 12

On August 1st, 2003, Cambior
started to assume, on a contractual basis, the management of the bauxite
operations and marketing activities of Government-owned Linden Mining
Enterprise, Limited ("Linmine"). Cambior had performed contract mining for
Linmine since 2000, at its deposits located in and near the town of Linden,
approximately 100 kilometres south of Georgetown. These agreements to mine and
manage terminated in December 2004, as a result of the privatization of
Linmine's bauxite mining and processing operation, as described below.

On August 12, 2003, the Company completed a
public equity offering of 40 million units for gross proceeds to the Company of
$72.2 million (Cdn $100 million). Each unit consisted of one common share and
one-half of one Series C common share purchase warrant. Each whole warrant is
exercisable at a price of Cdn $3.75 until August 12, 2008.

In August 2003, the 2003 Financial Creditors
agreed to eliminate their hedging requirement and the Company adopted a policy
that allows gold hedging only when required for project financing.

On September 19, 2003, the Company was
included in the S&P/TSX Composite Index, as well as in the sub-indices: S&P/TSX
Small Cap Index; S&P/TSX Capped Materials Index and S&P/TSX Capped Gold Index.

On November 29, 2003, the Company acquired
Ariane through a merger transaction, thereby acquiring Ariane's interest in the
Camp Caiman gold project located in French Guiana. Additional information on
this transaction and this project is provided herein under section 4.1.4 of Item
IV.

During the year 2003, the Company issued 24,754,000 Common
Shares pursuant to the exercise of previously issued warrants for aggregate
proceeds of $44 million.

On February 11, 2004, the Rosebel mine in
Suriname achieved commercial production, as scheduled. In accordance with the
Mineral Agreement between the Company and the Government of Suriname, the latter
then received 5% of the participating capital stock of RGM, the subsidiary
operating the mine, and 2,000,000 non-participating shares redeemable at
$2,000,000. During the year 2004, the Rosebel mine surpassed its 2004 budgeted
gold production.

On July 2nd, 2004, the Company
which has owned 50% of the Niobec mine since 1986, acquired Sequoia Minerals
Inc. ("Sequoia"), then owner of the other 50% interest, through a merger
transaction.

On September 3, 2004, the Company announced
that it had entered into an agreement with a group of private shareholders to
acquire a majority interest in the private Peruvian mining company Compañia
Minera Poderosa S.A. ("Poderosa"). This transaction fell-through due to an
unfavourable judgment issued against Poderosa on key mining claims.

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Page 13

On October 14, 2004, the Company completed a
public offering of 29.3 million units for gross proceeds to the Company of Cdn
$110 million. Each unit consisted of one common share and one-half of one Series
D common share purchase warrant. Each whole warrant is exercisable at a price of
Cdn $4.35 prior to October 16, 2006.

On December 8, 2004, Cambior closed a
transaction with the Government of Guyana for the privatization of certain
assets of Government-owned Linmine. Additional information on this
privatization is provided herein under section 4.1.3 of Item IV.

During the fourth quarter of 2004, the French
Government granted Cambior a 30 km2 mining concession for the Camp
Caiman project for a period of 25 years. All environmental, geotechnical and
metallurgical studies have been completed and applications for the various
operating permits are in final preparation. Alternatives in several design
aspects are being studied in order to fully utilize the Company's operating
experience gained in the Guiana Shield while complying with the French operating
requirements.

During 2004, the Company made major progress
towards its objective of becoming hedge-free for its gold operations, although
it did not eliminate all of its forward commitments by year-end due to a
stronger gold price in the fourth quarter. However, the Company positioned
itself to deliver 96% of its targeted 2005 gold production at market price. In
2004, the Company reduced its hedging commitments by 73% or 541,000 ounces to a
residual amount of 205,000 ounces committed at year-end, representing only 6% of
its proven and probable reserves.

Further information regarding the development
of the Company over the past three fiscal years can be found on pages 12 to 32
of the Company's 2004 Annual Report, on pages 2 to 27 of the Company's 2003
Annual Report and on pages 2 to 19 of the Company's 2002 Annual Report, which
are available on SEDAR at www.sedar.com and incorporated herein by
reference.

2.Significant Acquisitions

Effective July 2, 2004, Sequoia amalgamated
with a wholly owned subsidiary of Cambior (the "Amalgamation"). As a result of
the Amalgamation, CBJ Niobec Inc., the company resulting from the amalgamation,
became a wholly-owned subsidiary of Cambior.

Under the Amalgamation, Sequoia shareholders
were entitled to elect to receive, for each common share of Sequoia held, Cdn
$0.60 in cash or 0.15873 of a common share of Cambior or any combination
thereof, and Sequoia optionholders were permitted to exchange their options for
Cambior options. Pursuant to the Amalgamation, Cambior (i) paid an aggregate
cash amount of approximately Cdn $56,000,000, (ii) issued approximately
2,241,432 common shares, and (iii) Sequoia options were exchanged for options to
acquire 46,826 common shares of Cambior.

CBJ Niobec Inc. was liquidated into Cambior on January 1st,
2005 and was dissolved thereafter.

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Page 14

3.Risk Factors

By the very nature of its activities, the
Company is subject to various financial, operational and political risks in the
normal course of business that could have a significant impact on its
profitability and levels of operating cash flow. The Company assesses and seeks
to manage these risks by applying high operating standards, including careful
managing and planning of its facilities, hiring qualified personnel and
developing their skills through training and development programs, establishing
and maintaining internationally-recognized standards, independent audits and
purchasing insurance policies. For information on the Company's major risk
factors, reference is made to the discussion on Risks and Uncertainties on pages
35 to 37 of the Company's 2004 Annual Report. READERS SHOULD CAREFULLY
CONSIDER THE RISK FACTORS SET FORTH THEREIN

Item IV Narrative Description of the Business

1.Mining Activities - Process1

Cambior is involved primarily in mining and
exploring for gold and, to a lesser extent, other metals and minerals from
deposits and properties located in the Americas. In that respect, Cambior
pursues more particularly the following activities:

- 

Mineral projects are different from other
types of industrial projects because of the problems and opportunities that
arise from working with the geological environment. There are four special
features of mineral projects in this respect. Mineral deposits are:

- 

The role of the mineral industry is to find,
delineate and develop economic mineral deposits, and then to extract the
valuable mineral commodities they contain for the benefit of society. The
process of attaining economic production of minerals consists of a multi-stage
series of activities by which minerals are converted from unknown geological
resources to marketable commodities. The mineral supply process consists of
three main phases: exploration, development and production.

|1 | Text on pages 14 and 15
    describing the mineral supply process is adapted from the Basics of Mining
    Modular Course provided by the Department of Mining and Metallurgical
    Engineering, McGill University, Montreal, Québec.
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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Page 15

The physical occurrence of mineral deposits in
nature and the demand for mineral commodities in the economy provide the basic
stimuli for mineral supply. Favourable perceptions of exploration geologists and
market researchers regarding these geological and market factors combine to
guide the selection of environments for exploration.

The mineral exploration phase is a sequential
information-gathering process. In the primary exploration stage, potentially
favourable areas of land are initially selected within an environment of
interest and, then, these areas are subjected to a series of geological,
geophysical, and geochemical tests. The successful result of primary exploration
is the discovery of mineral occurrences. At this stage, the ultimate size,
quality and value of each mineral occurrence is unknown.

The mineral occurrences discovered provide
justification for the second, or delineation, stage of exploration, in which
information is obtained for estimating the size, quality and physical
characteristics of the discovery relevant to mineral extraction. The successful
result of delineation is the definition of possible economic discoveries for
evaluation.

When sufficient delineation has been
completed, a decision is made that determines whether a mineral deposit should
be developed to production. If the characteristics of the delineated deposit
provide justification for mine development, what is perceived to be an economic
mineral deposit is the end result of mineral exploration.

The development phase establishes productive
mining and mineral processing capacity. Processing may be required to upgrade
the mine product to a concentrate (or, in the case of gold, doré bars) for
transportation and sale. Thus, the construction of processing facilities is
carried out in parallel with mine development. The installation of a mill at the
mine site may be required, or a common processing facility may be used to treat
ores from a number of mines in a region.

When a mine has been developed and related
processing facilities constructed, the production phase commences. The mining
stage may include the stripping of waste for open-pit mining, the preparation of
stopes for underground mining, the development of ore reserves, drilling,
blasting, materials handling to the processing facilities, the filling of
mined-out stopes, and associated technical and planning services. The processing
stage may include, for instance, crushing, grinding, flotation, filtering and
drying for base metal ores, leaching or cyanidation followed by carbon-in-pulp
adsorption for gold ore, tailings disposal, and the loading of concentrate
products for shipment.

When mineral reserves are exhausted, the mine
is generally closed. During the rehabilitation phase, which may be initiated
several years before mine closure, the mine site must be restored to a state
compatible with the rest of the surrounding nature and topography. As well,
safeguards must be taken to reduce to a minimum future damages to the
environment that may result from surface subsidence and the exposure of
underground openings as well as mine tailings to groundwater.

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Page 16

2.Mining
Activities - Products1

2.1 Gold

Gold is a bright yellow precious metal which
is characterized by its malleability, ductility and high density. Gold is the
third best electrical and thermal conductor, behind silver and copper. Although
this metal is chemically stable (which means that its physical state does not
change under the influence of air, heat, humidity and most solvents), it may
nonetheless dissolve in certain cyanide solutions or in a mixture of nitric and
hydrochloric acid. Despite its scarcity, gold is disseminated throughout the
earth's crust. Commonly found in nature in the form of an alloy, it occurs in
quartz veins or in secondary alluvial deposits (placers) in the form of dust,
grains, flakes or nuggets (its rarest form).

From ancient times, gold has been known and
prized for its beauty, lustre, corrosion resistance and malleability. In
addition, the processing of gold into pure form is relatively easier than the
refining of most other metals. Alloyed with other metals to enhance its
hardness, gold has been used extensively in minting. In recent times, gold has
been chiefly used in jewellery and, to a lesser but progressively increasing
extent, in industrial applications, given its low chemical reactiveness.

On account of its scarcity, gold has been
widely used as a medium of exchange for international transactions, particularly
during the 19th and 20th centuries. However, World War I
disturbed the international monetary system, and the gold standard was gradually
phased out, which furthered the rise of the US dollar as the main currency in
international monetary transactions.

Gold is traded on world markets, with
benchmark prices for gold generally based on the London bullion market quotation
and which may be subject to considerable fluctuations. Gold can be readily sold
on numerous markets throughout the world and it is not difficult to ascertain
its market price at any particular time.

Due to the size of the international bullion
market and above ground stocks, individual gold producers generally do not
significantly influence pricing or total quantities offered and sold. Primary
demand for gold is in the fabrication of jewellery and industrial applications
which accounts for approximately 80% of the annual demand. Other uses include
coin and bar fabrication, dentistry and decorative applications.

Cambior's gold production is regularly shipped
to the Royal Canadian Mint, in Ottawa, Ontario, or to other refiners, to be
refined to meet market delivery standards and subsequently sold on the
international market on a competitive basis. The existence of numerous companies
and institutions capable of refining gold and the large number of gold buyers on
the market prevent Cambior from having to depend on a single refiner or
purchasing client.

|1 | Text on pages 16 to 17
    describing gold and niobium is adapted from the 1995 Grolier Multimedia
    Encyclopedia (copyright 1995 Grolier Incorporate), Mindscape Complete
    Reference Library (copyright Mindscape Inc.) and Microsoft Encarta 96
    Encyclopedia (copyright 1993-1995 Microsoft Corporation). The text on page
    17 describing bauxite is adapted from the US Geological Survey available at
    http://minerals.usgs.gov.
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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Page 17

The following table indicates the respective contributions
from each of the producing gold mines and divisions in relation to Cambior's
overall gold production for the last two years.

|                          | 2004    | 2003      
|------------------------- | ------- | ----------
|Cambior's share           |         | % of total
|                          | Ounces  | production
|Rosebel Mine (1)          | 273,700 | 39.5      
|Omai gold Mine            | 240,400 | 34.6      
|Doyon Division (2)        | 146,500 | 21.1      
|Sleeping Giant Mine (50%) | 33,500  | 4.8       
|Total                     | 694,100 | 100.0     

> (1)

2.2 Niobium

Niobium is a greyish white metal which turns
bluish when exposed to air for a long period of time. When polished, niobium
resembles steel. Niobium is noted for its malleability, ductility and electrical
conductivity. Niobium is characterized by its resistance to impacts, corrosion
and high temperatures.

Discovered in 1801, it was not until 1874 that
a Swedish scientist succeeded in isolating the niobium element for the first
time. Although the International Union of Pure and Applied Chemistry adopted and
confirmed the name "niobium" in 1950, this metal is sometimes called
"columbium". Niobium is mainly used in special alloys in the steel used in
pipelines, the automobile industry and structures, as it enhances impact
strength as well as wear and corrosion resistance. It is also used in the
manufacturing of superconducting magnets, and in medical applications such as
the design of artificial joints and pacemakers.

2.3 Bauxite

Bauxite is a naturally occurring,
heterogeneous material composed primarily of one or more aluminum hydroxide
minerals, plus various mixtures of silica, iron oxide, titania, aluminosilicate,
and other impurities in minor or trace amounts.

The principal aluminum hydroxide minerals
found in varying proportions with bauxites are gibbsite and the polymorphs
boehmite and diaspore. Gibbsite is the mineral component of the OBMI's East
Montgomery deposits. Bauxites are typically classified according to their
intended commercial application: abrasive, cement, chemical, metallurgical,
refractory, etc. The bulk of world bauxite production (approximately 80%) is
used as feed for the manufacture of alumina.

OBMI markets three non-metallurgical products: a trademarked
calcined bauxite named Refractory "A" Grade Super Calcined (RASC), a chemical
grade bauxite (CGB) and a

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Page 18

cement grade bauxite (CAB), the last two being
non-calcined products. The operation also has the capacity to produce, and will
produce if and when the market conditions are right, a limited amount of
metallurgical grade bauxite (MAZ).

3.Mining
Activities - Canada

In Québec, mining rights are governed by the
Mining Act. Until January 1st, 1966, Crown lands containing
mineralized zones could be granted as a mining concession. In 1966, the mining
concession system was replaced by a system of claims and mining leases. A claim
entitles its holder to explore for minerals on the subject land. It remains in
force for a 2-year termfrom the date it is registered and may be renewed
indefinitely subject to continued exploration works in relation thereto. A
mining lease entitles its holder to mine and remove valuable mineral substances
from the subject land. Leases are granted initially for a 20-year term and are
renewable up to three times, each for a 10-year duration.

The Mining Act was amended in June 1998
to bring material changes to the acquisition process of mining titles whereby
map designation now replaces staking, and to consolidate under the same heading
several exploration titles for different mineral substances.

All of Cambior's Canadian mines are
underground mines and, unless otherwise specified herein, are readily accessible
by existing roads and benefit from available water and electric power supply
sources.

3.1 Gold Production

In Canada, the Company currently owns interests in three gold
mines, all in commercial production.

> 3.1.1 Doyon Division

The Doyon Division is comprised of Cambior's
wholly-owned Doyon and Mouska underground mines, located approximately 40
kilometres east of Rouyn-Noranda, in the Province of Québec, Canada. The Doyon
property covers an area of approximately 2,870 hectares and is situated on the
prolific Cadillac-Bousquet gold belt in the Abitibi region. Operating
information of the Doyon Division for the last two years is set forth in the
following table.

|DOYON DIVISION              | 2004      | 2003     
|--------------------------- | --------- | ---------
|Ounces (Au)                 | 146,500   | 217,200  
|Tonnage milled (tonnes)     | 1,172,000 | 1,278,000
|Grade milled (g Au/t)       | 4.1       | 5.6      
|Recovery (%)                | 96        | 95       
|Mine operating costs ($/oz) | 374       | 267      

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Page 19

For 2004, the Doyon Division produced 146,500
ounces of gold, at a mine operating cost of $374 per ounce, a major shortfall in
comparison to 2003 (217,200 ounces of gold produced at a mine operating cost of
$267 per ounce). The unfavourable variance is attributable to:

> (a)
>       the suspension of operations
>       at the high grade Mouska mine for 10 months to allow for the deepening of
>       the shaft to provide access to reserves located at lower levels;(b)
>       the production shortfall
>       caused by ground stability issues at the Doyon mine that resulted in a
>       revision to the long-term mining plan. The new plan called for a 30%
>       reduction in annual underground production, which thereby resulted in a
>       reduction in manpower of 130 individuals and an impairment charge of $73.2
>       million;(c)
>       the cost to rehabilitate the
>       main ramp infrastructure following the ground stability issues;(d)
>       the strengthening of the
>       Canadian currency by 7% compared to 2003 and 11% compared to 2002; and(e)
>       the processing of lower grade
>       open pit ore to compensate for the Doyon underground production shortfall.

As the current mine's reserves are more
difficult and more costly to extract, and are subject to ground stability
concerns, its financial impact on the Company's results should be less
significant in the future.

During 2004, the underground exploration work
at the Doyon-Mouska properties consisted of 18,566 metres of drilling. Some
22,368 metres of development drilling and 22,630 metres of definition drilling
were conducted from underground drifts. In addition, 1,161 metres of exploration
drilling from surface were conducted on the property.

In 2004, capital expenditures were $10.4
million and $6.8 million on the Doyon and Mouska mines, respectively. The
Company reviewed the carrying value of the Doyon mine at year-end based on its
long-term plan and related ore reserves. Mineral reserves were reduced due to
higher unit mining cost and lower mining recovery. Current proven and probable
resources at the Doyon Division stand at 4.5 million tonnes grading 6.0 g Au/t,
representing 868,000 ounces of gold contained.

Following the Doyon mine reorganization in
2004, the 2005 mining plan for the Doyon Division anticipates 834,000 tonnes of
ore milled at an average grade of 6.5 g Au/t for production of 166,000 ounces of
gold at an estimated mine operating cost of $322 per ounce. The resumption of
mining at the Mouska mine will provide high-grade ore for processing at the
Doyon mill.

Capital expenditures for 2005 are estimated at $7.4 million,
mainly for completion of shaft deepening expenditures at Mouska, for underground
exploration and mineral

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Page 20

reserve development at Doyon and 21,115 metres
of diamond drilling at Mouska. The deferred development will total 2.5
kilometres for the Doyon Division for an investment of $3.6 million. The 2005
exploration program (surface and underground) and mineral reserve development
program will include more than 28,000 metres of diamond drilling. Drilling will
focus on the search for new mineral reserves and resources at depth and on the
extensions of known ore zones.

> i) Doyon Mine

Effective January 1st, 1998,
Cambior acquired the remaining 50% undivided interest in the Doyon mine from
Barrick Gold Corporation ("Barrick"). Pursuant to this transaction, Barrick was
granted a participation right in future revenues from the Doyon mine, under
which it will receive an annual payment equal to 24.75% of (i) the surplus, if
any, of the average market price (as defined in the purchase agreement) for one
troy ounce of gold over $375, multiplied by (ii) the number of gold ounces
produced at the Doyon mine during the relevant year; this right applies to a
maximum cumulative production of 2,600,000 ounces of gold as from January 1st,
1998, up to a maximum cumulative payment to Barrick of $30 million. As at
December 31, 2004, a payment of $1.2 million had been made, and 1.4 million
ounces remained subject to Barrick's participation right. No payment was made
from 1998 to 2003.

The Doyon property is located in Bousquet
Township, 41 kilometres east of Rouyn-Noranda, in Northwestern Québec and covers
1,993 hectares. It consists of 116 claims and a mining lease that was renewed
for a 10-year period until July 2, 2010.

The Doyon mine was discovered in 1974 by
Soquem Inc. Commercial open-pit mining began in March 1980, and underground
mining in 1985. The transition to full-scale underground mining was completed on
March 31, 1989.

The mine facilities and equipment include a
conventional mill equipped with a semi-autogenous grinding mill and cyanidation
and carbon-in-pulp processing facilities, a high-density sludge plant, a water
treatment plant, a tailings pond and settling pond (both allowing for natural
degradation of the cyanide, decanting and recirculation of the water used in
milling), electrical and mechanical maintenance shops and a headframe,
mechanized mobile underground equipment, as well as a warehouse and an
administrative building. A paste backfill plant was installed at the Doyon site
and commissioned at the end of September 1998.

The Doyon mine deposit is divided in three
sectors, namely the 1.0 Zone, the 2.0 Zone and the West Zone. Given the physical
features of the deposit, the mining method used is sub-level stoping. The
mineralization of the 2.0 Zone consists mostly of large envelopes containing
gold-bearing veinlets associated with small quantities of pyrite and
chalcopyrite. The mineralization of the 1.0 Zone consists of veinlets and
accumulations of pyrite which form continuous lenses. Both zones lie within
volcanic rocks. The mineralization in the intrusive rocks lies within narrow
quartz-pyrite veins having fair continuity. The gold mineralization in the West
Zone is associated with narrow quartz

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Page 21

veins, the orientation of which varies but dominantly follows
a north-south trend. The composition of country rock is dioritic at upper levels
and tonalitic at deeper levels.

In 2004, 56,024 metres of diamond drilling
have been completed at the Doyon mine. From this total, exploration and
development drilling represented 35,280 metres while definition drilling totaled
20,744 metres. Almost all drilling is from underground drifts as only 1,161
metres are from surface.

All drill collars are surveyed and downhole
surveys conducted in exploration holes. Exploration core is split and
mineralized zones sampled on 1,0 to 1,5 metres lengths. In definition drilling,
core is usually whole sampled. In unmineralized areas, sample lengths may be up
to 3,0 metres. Most core is assayed on site at the Doyon mine laboratory.
Samples from mineralized areas are assayed by fire assay method while
unmineralized samples are assayed by atomic absorption. All values greater than
3.0 g Au/t with A.A. method are redone by fire assay.

The quality assurance procedures and assay
protocols followed at the Doyon mine conform to industry accepted quality
control methods. The quality assurance and quality control ("QA-QC program") at
Doyon includes assaying of re-numbered pulps and rejects, addition of standards
and blanks by geology department and pulps and rejects are routinely submitted
to a commercial laboratory for external check assays.

All ore extracted from the Doyon mine is
currently processed on site at the mill. Throughout 2004, the daily milling rate
averaged 3,202 tonnes of ore compared to 3,500 tonnes in 2003. As of December
31, 2004, mineral reserves of the Doyon mine indicated a reduction of 390,000
contained ounces compared to those of December 31, 2003. More detailed
information regarding mineral reserves and resources is provided below in
section 6 of Item IV.

The Doyon mine has been a significant producer
of gold for the past 25 years, with cumulative output of 5 million ounces.
Cambior believes that its land holdings in the prolific Doyon-Bousquet-LaRonde
gold camp have the potential for further discoveries as demonstrated by its
initial results on the Westwood property. The Company intends to fully pursue an
aggressive exploration program, particularly at depth on the Westwood horizon
that can benefit from the existing infrastructure.

All of Cambior's rights, title and interest in
and to the Doyon mine were hypothecated in favour of its creditors under the
1999 credit agreements. Such hypothecation was maintained in favor of the 2001
Financial Creditors in connection with the 2001 Agreements and is still
hypothecated in favour of the 2003 Financial Creditors in connection with the
2003 Credit Facility. The Company reviewed the carrying value of the Doyon mine
at year-end 2004 based on its long-term plan and updated mineral reserves and
determined that an impairment loss of $71.2 million was necessary. In addition,
a restructuring cost of $1.9 million was recorded for a total charge of $73.2
million. For more information on Doyon's impairment loss, please refer to note 4
of the Company's Audited Consolidated Annual Financial Statements for the year
ended December 31, 2004.

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Page 22

> ii) Mouska Mine

The Mouska property is adjacent to the western
border of the Doyon property. Cambior owns this 876-hectare property through 22
claims and two mining leases, one expiring in 2011 and the second in 2018. The
principal facilities include a headframe, a service building housing electrical
and mechanical shops and an administrative office. There is no mill on site as
all of the ore mined is processed at the Doyon milling facilities. Access to
underground is via a main shaft of 485 metres and an internal shaft of 555
metres, which was deepened by 215 metres in 2004. The internal shaft (winze) is
located 1.2 km from the main shaft.

The Mouska deposit can be described as a
lode-type deposit, the economic mineralization of which is confined in narrow
quartz veins (less than one metre) having good lateral continuity. Economic
lenses are found both in volcanic rocks (andesite) and in the Mooshla intrusive
(diorite). It is in the latter environment that the current reserves and the
best potential for additional reserves are found. Considering the geometry of
the deposit, shrinkage stoping is being used for mining operations.

Cambior acquired the Mouska property in 1986,
in connection with the privatization of most of Soquem Inc.'s assets. The
property's production is subject to two royalties. The first, a 2% royalty on
the value of gold recovered is payable to Newmont Mining Corporation. The second
royalty is a 0.2% royalty on gold produced, payable to the estate of an
individual. The Company paid $118,000 in 2004 in respect of these two royalties.

Underground exploration at Mouska began in
October 1987, pre-production development followed in May 1990, and commercial
production commenced in June 1990. To date, the Mouska mine produced 506,000
ounces of gold from the extraction of 1.4 million tonnes of ore at an average
grade of 12.0 g Au/t.

In 2004, 6,787 metres of exploration diamond
drilling have been completed at the Mouska mine. All drilling was performed from
underground drifts. All drill collars are surveyed and downhole surveys
conducted in exploration holes. The logging and sampling of drill holes is done
in accordance with industry standards. Exploration core (BQ size, 35,1mm) is
split and mineralized zones sampled on 0.5 to 1,0 metres lengths. In
unmineralized areas, sample lengths are usually 1,0 metre. All assays were
performed at the Doyon mine laboratory. All samples are assayed by fire assay
method.

The quality assurance procedures and assay
protocols followed at the Mouska mine conform to industry accepted quality
control methods. The QA-QC program at Mouska includes assaying of re-numbered
pulps and rejects, addition of standards and blanks by geology department and
pulps and rejects are routinely submitted to a commercial laboratory for
external check assays.

The underground exploration and development
drilling during 2004 allowed the renewal of a major portion of its mineral
reserves. More detailed information regarding mineral reserves and resources
is provided below in section 6 of Item IV.

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Page 23

All of Cambior's right, title and interest in and to the
Mouska mine remains hypothecated pursuant to the 2003 Credit Facility, in favor
of the 2003 Financial Creditors.

> 3.1.2 Sleeping Giant Mine

The Sleeping Giant property covers an area of
2,908 hectares comprising 71 claims and three mining leases, one expiring in
2008 and the others in 2018, and is located 80 kilometres north of Amos, Québec.
Title to the property is held equally by Aurizon Mines Ltd. ("Aurizon") and
Cambior, subject to two royalties: the first is a 2% royalty on gross operating
earnings (as defined in the relevant agreement) held by Central Asia Goldfields
Corporation; and the second is a 15% net profits interest (as defined in the
relevant agreement) held by Mattagami Lake Exploration Ltd. on the greater part
of the Sleeping Giant mine. No payment has been required pursuant to these
royalties thusfar, and none is expected to be required in 2005. The Sleeping
Giant mine also includes a 900-tonne per day capacity mill, a headframe and
ancillary surface facilities as well as a tailings pond.

The Sleeping Giant mine is a high-grade
lode-type gold deposit. The narrow (50 cm or less) smoky quartz veins are
characterized by a high sulphide content (5% to 50%). Vein continuity varies
between 50 and 500 metres laterally and between 100 and 750 metres vertically.
Some veins remain open at depth. Given the ore's physical characteristics,
shrinkage and room and pillar stoping are currently being used for mining
operations.

Pursuant to a joint venture agreement with
Aurizon dated January 29, 1991, Cambior acts as operator under the guidance of a
management committee consisting of two representatives of each party. During the
late 1980's, Aurizon was the sole owner and operator of the mine, but temporary
reserve depletion in 1991 resulted in a shutdown of operations. An exploration
program funded by Cambior during 1992 led to the delineation of additional
mining reserves and to Cambior's acquisition of a 50% undivided interest in the
property. Commercial gold production resumed on July 15, 1993.

In 2004, 64,311 metres of diamond drilling
have been completed at the Sleeping Giant mine. From this total, exploration and
reserve development drilling represented 51,276 metres while definition drilling
totaled 13,035 metres. All drilling is from underground drifts. Reserve
development drilling (40,451 metres) mainly established reserves in the lower
extension of zones 8, 18, 30 (levels 855-975) and upper extension of Zone 3 on
levels 485 to 605.

All drill collars are surveyed and downhole
surveys conducted in exploration holes. The logging and sampling of drill holes
is done in accordance with industry standards. Exploration core (BQ size,
35,1mm) is split and mineralized zones sampled on 0.5 to 1,0 metres lengths. In
definition drilling, core (ATW size, 30,2mm) is usually whole sampled. In
unmineralized areas, sample lengths are usually 1,0 metre. All assays are
performed on site at the Sleeping Giant mine laboratory. All samples are assayed
by fire assay method.

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Page 24

The quality assurance procedures and assay
protocols followed at the Sleeping Giant mine conform to industry accepted
quality control methods. The QA-QC program at Sleeping Giant includes assaying
of re-numbered pulps and rejects, addition of standards and blanks by geology
department and pulps and rejects are routinely submitted to a commercial
laboratory for external check assays.

A 40,350-metre reserve development drilling
program will continue in 2005 in order to extend the reserves and resources at
depth. Cambior's share of capital expenditures for 2005 is estimated at $1.9
million mainly for 1,457 metres of deferred development and 40,350 metres of
diamond drilling for reserve development.

As of December 31, 2004, the Company's share
of mineral reserves of the Sleeping Giant mine stands at 245,000 tonnes at 11.7
g Au/t, representing 91,600 ounces of gold contained. More detailed
information regarding mineral reserves and resources is provided below in
section 6 of Item IV. During the year, the Company's share of capital
expenditures totaled $3.0 million, mainly for the completion of related
infrastructure of shaft deepening, 1,338 metres of drifts and 51,277 metres of
diamond drilling for deferred development, purchasing of equipments and
development of a stope working platform.

Cambior's share of gold production from the
Sleeping Giant mine totalled 33,500 ounces in 2004. Mining operating costs for
the year were $291 per ounce. The increase in unit operating cost is mainly
related to the strengthening of the Canadian dollar against the US dollar.
Operating information for the Sleeping Giant mine for the last two years is set
forth in the following table:

|SLEEPING GIANT MINE (Cambior's 50% share) |        |       
|----------------------------------------- | ------ | ------
|                                          | 2004   | 2003  
|Ounces (Au)                               | 33,500 | 33,300
|Tonnage milled (tonnes)                   | 96,500 | 88,000
|Grade milled (g Au/t)                     | 11.1   | 12.1  
|Recovery (%)                              | 97     | 97    
|Mine operating costs ($/oz)               | 291    | 246   

Cambior's share of the targeted 2005
production is 28,000 ounces of gold at an estimated mine operating cost of $320
per ounce. The lower gold production is attributable to shortages of developed
ore tonnage in 2004. Unit costs are expected to be higher than last year due to
additional stope preparation and the strength of the Canadian dollar relative to
the US dollar. Higher depreciation charges are anticipated in 2005 as ore will
be extracted from new infrastructures completed in 2004.

The Company faces challenges in recruiting
qualified manpower due to traveling distances from the surrounding towns and
competition from other mining operations and projects. To offset the shortages,
the Company has instituted development programs for inexperienced miners.

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Page 25
All of Cambior's right, title and interest in and to the
Sleeping Giant mine (being a 50% undivided interest) remains hypothecated
pursuant to the 2003 Credit Facility, in favor of the 2003 Financial Creditors.

3.2 Ferroniobium Production

3.2.1 Niobec Mine

The Niobec mine first produces a niobium pentoxide (Nb2O5)
concentrate which is thereafter converted on site into standard grade
ferroniobium (FeNb). The Niobec mine is the only North American source of
pyrochlore (the primary niobium ore) in operation and one of three producers of
niobium with sales of niobium in the range of $45 to $50 million a year. The
mine is located on a 2,455-hectare property, comprised of two mining leases
which have been renewed until 2015 and 61 claims, 15 kilometres northwest of
Chicoutimi, in Simard Township, Québec. The property's facilities include a headframe, a pyrochlore-to-niobium pentoxide (Nb2O5)
concentrator, a concentrate-to-

The Niobec deposit is located in the southern
portion of the Saint-Honoré carbonatite, which is mainly comprised of dolomitic
carbonates in the centre and calcitic carbonates on the edges. The vertical
lenses, which are irregularly shaped, are 10 to 80 metres wide and up to 300
metres long. The deposit is open at depth. The mining method used for mining
operations is blasthole stoping.

Commercial production of concentrates at the
Niobec mine began in March 1976. Prior to July 2, 2004, Cambior held a 50%
interest in the mine on a joint venture basis with Séquoia, which held the other
50%. Under the joint venture arrangement, Cambior managed the marketing and
sales of all commercial production from the mine and Séquoia managed mining
operations, each at cost plus a nominal fee under the direction of a management
committee. Mazarin Inc., Sequoia's predecessor in interest, had purchased its
50% interest in the Niobec mine from Teck Corporation on March 2001. On July 2,
2004, Cambior acquired Sequoia through a merger transaction, thereby
consolidating the ownership of the Niobec mine. The Niobec mine has had an
excellent history of mineral reserve renewal over the 29 years that it has been
in operation.

In 2004, 19,114 metres of diamond drilling
have been completed at the Niobec mine. From this total, exploration and reserve
development drilling represented 9,214 metres while definition drilling totaled
9,900 metres. All drilling is from underground drifts.

All drill collars are surveyed and logging and
sampling of drill holes is done in accordance with industry standards.
Mineralization is well disseminated and a majority of holes are sampled
continuously from top to bottom of the hole and samples are normally 3 metres in
length. All assays are performed on site at the Niobec mine laboratory and are
assayed by fluorescence-X. Procedures and quality control at the laboratory are
integrated with the mine's ISO system. External assay checks are performed every
year even if not at the same level than for gold mines. Grade is very

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regular at Niobec and the results from external labs confirm
that the assays are highly reproducible.

The 2004 drilling campaign at the mine
increased year-end mineral reserves to 24.3 million tonnes at 0.66% Nb2O5
from 22.6 million tonnes at 0.65% Nb2O5 for approximately
18 years of production at the current mining rate. The milling capacity of the
Niobec mine is 3,500 tonnes per day. The pyrochlore concentrate produced at
Niobec is transformed into ferroniobium grading 66% niobium using an
aluminothermic process. More than 90% of the overall mineral reserves can be
mined using the current underground infrastructure, minimizing the development
expenditures required for their extraction. Niobec has received the ISO 9001 and
ISO 14001 certifications for its production processes and for its Environmental
Management System, respectively.

For 2004, the Company's niobium sales from the Niobec mine totaled $37.9 million compared to sales of $22.5 million in 2003.
Sales were higher due to the aforesaid acquisition of the remaining 50% interest
in the mine on July 2, 2004, for a total consideration of $48.6 million. The
2004 investment at the Niobec mine, excluding the acquisition cost for Sequoia,
amounted to $2.7 million and was used mainly on optimization projects.

Niobium revenues for 2005 are expected to be
approximately $47.0 million. Capital expenditures for 2005 are estimated at $8.0
million of which $5.6 million will be invested on a mill optimization and
expansion program to be completed in the second half of 2005. These expenditures
should, in the coming years, enable the Company to maintain its market share of
the world supply.

All of Cambior's right, title and interest in
the Niobec mine, including the 50% interest acquired from Séquoia, remains
hypothecated pursuant to the 2003 Credit Facility, in favor of the 2003
Financial Creditors.

4.Mining
    Activities - International

As of December 31, 2004, the Company held
rights or interests in three producing mines outside of Canada: (i) the Rosebel
mine located in Suriname which began commercial production in February 2004;
(ii) the Omai gold mine located in Guyana; and (iii) the Omai bauxite mine,
since December 2004, also located in Guyana. Moreover, in November 2003, the
Company acquired the Camp Caiman gold project located in French Guiana.

4.1 South America: Guiana Shield

4.1.1 Gold Production: Rosebel Mine

The Rosebel property is located in Suriname,
South America, approximately 100 kilometres south of the city of Paramaribo, the
capital of Suriname. Suriname is a former Dutch colony located on the
northeastern coast of South America. The property is accessible by plane or by
road from Paramaribo and covers 17,000 hectares in the Brokopondo district,
between the Suriname River to the East and the Saramacca River

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Page 27

to the West. The property is held by RGM, a 95%-owned1
subsidiary of Cambior. The Rosebel mine began commercial production on February
11, 2004.

The Rosebel property was optioned in 1992 by
Golden Star from Grasshopper Aluminum Company N.V. ("Grassalco"), a state-owned
mining company. Cambior held a 50% interest in the property from June 1994 to
May 2002 when it acquired Golden Star's 50% remaining interest therein for a
consideration of $8 million in cash and a gold price participation right equal
to 10% of the excess gold price above $300 per ounce for soft and transitional
ore and above $350 per ounce for hard rock ore up to a maximum of 7 million
ounces produced (the "Rosebel Transaction").

Production from the Rosebel mine is subject to
a fixed royalty of 2% of production and, a price participation of 6.5% on the
amount exceeding a market price of $425 per ounce of gold, when applicable, both
payable to Grassalco, and a fixed royalty of 0.25% of production payable to a
foundation to be established by RGM to promote the local development of natural
resources. The foundation's board should be composed of two representatives from RGM, two from Grassalco and one from the Government of Suriname.

Most of Cambior's shares of RGM were pledged
in favor of the 2003 Financial Creditors under the 2003 Credit Facility while
the remaining shares of RGM acquired by Cambior from Golden Star are pledged and
hypothecated until March 31, 2013 in favor of Golden Star under an hypothec and
pledge agreement executed by and between Golden Star and Cambior on April 1st,
2003.

A feasibility study and an environmental
impact assessment were filed with the Government of Suriname in May 1997.
Following additional drilling on the property, a revised feasibility study was
submitted to the Government in December 1997. From 1998 to year 2002, the
project remained on care and maintenance due to the low price of gold
environment.

An updated feasibility study for the project
was completed in August 2002 and submitted shortly thereafter to the Government
of Suriname, with an environmental impact assessment, for approval.

On December 18, 2002, RGM was granted a
25-year renewable Right of Exploitation for the Rosebel mine from the Government
of Suriname, following the Government's approval of the feasibility study and
the environmental impact assessment. In addition, the Council of Ministers and
the National Assembly of Suriname approved amendments to the 1994 Mineral
Agreement which sets forth the legal framework for the development and operation
of the Rosebel project. The amendments consist of, among other things, the
relinquishing by Grassalco, of its options to purchase up to a 40% interest in
the Rosebel project in return for the Government holding a 5% carried

|1 | As the Government of Suriname
    also holds Class B voting shares since commencement of commercial
    production, its overall participation in RGM's share capital is slightly
    different than 5% (currently approximately 6%). However, all Class B shares
    will be redeemed over the next years and, in any event, no dividends will be
    paid prior to the full redemption of Class B shares. Therefore, only Class A
    shares are considered for the purposes of reflecting each shareholder's true
    and permanent participation in RGM's share capital.
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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Page 28

participation in the share capital of RGM (the
Class A shares) and 2 million redeemable shares for $2 million (the Class B
shares) upon commencement of commercial production. The capital structure of RGM
provides for the full redemption of Class B shares held by the Government of
Suriname and the reimbursement of all capital invested by Cambior prior to
distribution of dividends to its shareholders.

The 1994 Mineral Agreement, as amended, is
similar, in all material respects, to the one in effect for the Omai gold mine
in Guyana. Besides covering mining rights and related matters, it outlines
various business conditions, including the right to export gold, to hold funds
in foreign bank accounts, to access local currency at market rates and to import
goods, with few exceptions, on a duty-free basis. The 1994 Mineral Agreement, as
amended, provides for an income tax rate being the lesser of the statutory rate
in effect (currently 36%) and 45%, an international dispute resolution mechanism
and a debt-to-equity capital structure of 4 to 1.

Following the acceptance of the 2002 revised
and optimized feasibility study and the environmental impact assessment, the
granting of the 25-year renewable Right of Exploitation, the securing of
satisfactory business conditions, the completion of financing and implementation
of political risk insurance coverage, the Company, through its subsidiary RGM,
officially commenced construction of the Rosebel mine in January 2003 and
commercial production began on February 11, 2004. The capital cost of the
Rosebel mine amounted to $95 million over the 14-month construction period.

The Rosebel mine's general environment and
climate is very similar to that of the Omai gold mine in Guyana, thus enabling
the Company to draw on its more than 13 years of development and operating
experience in the Guiana Shield. The Rosebel mine has advantages over the Omai
gold mine with easier access via the national highway and availability of
hydro-electrical power. RGM concluded a long-term power supply agreement with
the Government that is indexed to the price of gold, which provides for the
supply of 8 mega watts of average power and 12 mega watts for peak power to the
mine and mill facilities.

The property hosts six principal deposits as
well as numerous gold prospects in two distinct areas: the Pay Caro, East Pay
Caro and Koolhoven deposits are located on the North Limb and the Rosebel, Mayo
and Royal Hill deposits are located on the South Limb. The facilities and
equipment include a processing plant, maintenance and warehouse facilities, a
transmission line to tap into the Afobaka power generating station owned by a
major bauxite producer, and related support infrastructure.

Operating information as regards the ten months of operation
of the Rosebel mine is set forth in this table.

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Page 29

|ROSEBEL                    | 2004(1)  
|-------------------------- | ---------
|Ounces (Au)                | 273,700  
|Tonnage milled (tonnes)    | 5,067,000
|Grade milled (g Au/t)      | 1.84     
|Recovery (%)               | 94       
|Mine operating cost ($/oz) | 170      

(1)

As of December 31, 2004, the mineral reserves
at Rosebel stood at 52.9 million tonnes at 1.45 g Au/t, representing 2.5 million
ounces of gold contained, calculated by using a long-term gold price of $400 per
ounce, and based on the designed pits.

During the initial ten months of operations,
the milling capacity, which was initially planned to be 14,000 tonnes per day,
gradually increased to reach a constant milling rate above 17,000 tonnes per
day, 21% above the original design capacity. As at December 31, 2004, the mine
has processed 5.1 million tonnes at an average grade of 1.84 g Au/t for
production of 273,700 ounces, representing a 12% increase over the initial
mining plan. Mine operating costs were $170 per ounce. Production of 93,300
ounces was achieved in the fourth quarter with an average throughput of 17,200
tonnes per day at an average grade of 1.93 g Au/t.

Capital expenditures for 2004 were $42
million, mainly for the completion of Phase-1 construction and pre-production
expenditures, the initiation of Phase-2 construction, and exploration and
development drilling.

A total of 33,802 metres of diamond drilling
were completed in 2004 in a program totaling 229 holes and covering three
deposits: Pay Caro, East Pay Caro and the northwestern part of Royal Hill.

This total is broken down into the following:

|Area          | Infill   | Extension | Condemnation
|------------- | -------- | --------- | ------------
|Pay Caro      | 5,816 m  | 7,636 m   | 1,065 m     
|East Pay Caro | 2,554 m  | 5,040 m   | 0 m         
|NW Royal Hill | 3,817 m  | 4,872 m   | 3,002 m     
|Total         | 12,187 m | 17,548 m  | 4,067 m     

The new information was used to update 3D
geological models of the three deposits, resulting in an increase in resource
size. The core is HQ size in soft rock and reduced to NQ size in solid rock.
Majority of holes are sampled continuously from top to bottom of the hole and
are normally 1.0 metre in length. The core is split. All drill collars are
surveyed and downhole surveys conducted in exploration holes. The logging and
sampling of drill holes is done in accordance with industry standards. Assays
are

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Page 30

performed on site at the Rosebel mine laboratory. All samples
are assayed by fire assay method.

Industry standard quality assurance and
quality control procedures, including standards, duplicates and check assays,
are employed. In 2004, 17% of the coarse rejects and 12% of the pulps were
internally re-assayed while 7% of the rejects were re assayed by an external
laboratory.

The Rosebel mine is expected to produce
320,000 ounces in 2005 at an estimated mine operating cost of $193 per ounce.
Continued exploration and development drilling remains a primary objective. A
total of 44,000 metres of diamond drilling is planned to expand the six known
deposits and discover new ones.

Capital expenditures for 2005 are estimated at
$25 million. An amount of $11 million will be allocated to complete the Phase 2
construction, including the installation of a primary crusher, stacker,
conveyor, effluent treatment plant and related pipelines, by July 2005.
Sustaining capital will be used to optimize the milling circuit ($3 million) in
order to maintain the current milling rate of more than 17,000 tonnes per day,
raise the tailings dams ($2.6 million) and acquire mine equipment ($1.8 million)
and for exploration and development drilling ($6.5 million).

In 2003, RGM established a community relations
team with the responsibility for maintaining good relations with surrounding
communities. Since then, this team has held numerous meetings with these
communities to address issues of concern to them including employment, training,
development of skills, and to minimize negative impacts, to the communities, of
RGM's activities.

The Company has obtained foreign investment
insurance coverage for its investment in RGM for a portion of the losses
resulting from certain political risks that may affect the Rosebel mine.
Insurance was obtained from a syndicate of insurers including Export Development
Canada (collectively the "Insurers"). The eventual proceeds of this insurance
policy are assigned pursuant to the terms of the 2003 Credit Facility in favour
of the 2003 Financial Creditors.

> 4.1.2 Gold Production: Omai Gold Mine

The Omai gold mine site lies approximately 160
kilometres south of the city of Georgetown, the capital of Guyana. Guyana is a
former British colony located on the northeastern coast of South America
covering an area of 214,970 square kilometres and hosting a population of
approximately 700,000 people. The Omai gold mine property covers 4,550 hectares
and is held through an exclusive mining licence (the "Mining Licence") granted
on December 12, 1991, to OGML, the mine operator.

Cambior and the Government of Guyana respectively own 95% and
5% of the voting common shares of OGML1. Cambior increased its
participation in OGML from 65% to

|1 | While the Government of Guyana
    also holds options entitling it to increase its shareholdings up to 32% in
    OGML, the Company has not received any indication that the Government of
    Guyana would exercise such options in the future.
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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Page 31

95% on May 16, 2002 when, in connection with
the Rosebel Transaction, it acquired all of Golden Star's shares of OGML.
Cambior has pledged all of OGML's shares in favor of the 2003 Financial
Creditors.

The relationship among Cambior, OGML and the
Government of Guyana is governed by a Mineral Agreement executed on August 16,
1991. This Agreement provides in particular for a 5% in-kind royalty on mineral
production payable to the Government of Guyana. Effective as of May 15, 2001,
the Government of Guyana agreed to reduce the aforesaid royalty from 5% to 4%
when the price of gold (determined by the London Bullion Market) is lower than
$280 per ounce. The Mineral Agreement provides the main legal framework for
activities at Omai; among other things, it allows for the exportation and sale
of gold production as well as capital and profit repatriation, and stipulates
that any disagreement between the parties thereto shall be submitted to
international arbitration.

The Omai gold property consisted, until April
2002, of two distinct deposits: the Fennell and Wenot pits. The Wenot deposit
was depleted in April 2002 and the last blast in the Fennell deposit took place
in October 2004. Since then, the mill has been exclusively processing low-grade
hard rock from the stockpiles accumulated during the initial years of
production.

Commercial gold production commenced on
January 15, 1993. Mine production has been decreasing from a peak of 354,300
ounces in 2001 and the reserves are expected to be depleted in the third quarter
of 2005, after almost 13 years of production. Cumulative production is expected
to be close to 3.8 million ounces of gold, almost twice as much as estimated in
the initial feasibility study.

The Company has already begun the
rehabilitation of the mine site and has transferred some equipment to OBMI's
bauxite operations located 100 kilometres north of the mine, as well as to the
Rosebel mine in neighbouring Suriname.

Cambior provided full financing for the
construction of the Omai gold mine in return for full reimbursement on a
priority basis of its investment plus a competitive return on investment. Once
all amounts owed to Cambior shall have been repaid, cash flow from operations,
net of royalty payments and corporate income taxes, would be available for
payment of dividends on shares of OGML. The Company has obtained foreign
investment insurance coverage for its investment in OGML. The eventual proceeds
of this insurance policy are assigned pursuant to the terms of the 2003 Credit
Facility in favour of the 2003 Financial Creditors.

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Operating information as regards the Omai gold mine for the
last two years is set forth in the following table.

|OMAI GOLD MINE1             | 2004      | 2003     
|--------------------------- | --------- | ---------
|Ounces (Au)                 | 240,400   | 271,000  
|Tonnage milled (tonnes)     | 5,545,000 | 5,748,000
|Grade milled (g Au/t)       | 1.5       | 1.6      
|Recovery (%)                | 93        | 92       
|Mine operating costs ($/oz) | 244       | 220      

|    |                                                                                                                                                                              
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Notwithstanding minority interests in OGML, Cambior takes 100% of
the Omai gold mine production into account, given the capital structure and cash
flow distribution of OGML.

During 2004, the Omai gold mine produced
240,400 ounces of gold, in line with the original 2004 mine plan with a mine
operating cost of $244 per ounce. The mill processed 5.5 million tonnes of ore
(15,200 tonnes per day) at an average grade of 1.46 g Au/t.

Mineral reserves declined over the year 2004,
despite exploration work on the Omai River and Quartz Hill properties located
adjacent to the Omai concession. At the end of the year, the mineral reserves
stood at 122,000 ounces of gold contained, based on a gold price of $400 per
ounce. Exploration expenditures in 2004 totaled $631,000 with no significant
results having been obtained to date.

A total of 4,890 metres in 23 holes was
diamond drilled on the Omai concession (693 m. in 3 holes) and the Quartz Hill
property (4,197 m. in 20 holes). Despite the fact that good geological
environments were found, the drill program failed to intersect significant
mineralization. All drill collars are surveyed and downhole surveys conducted in
exploration holes. The logging and sampling of drill holes is done in accordance
with industry standards. Assays are performed on site at the Omai gold mine
laboratory. All samples are assayed by fire assay method.

Industry standard quality assurance and
quality control procedures, including standards, duplicates and check assays,
are employed. In 2004, 5% of the coarse rejects and 10% of the pulps were
internally re-assayed while external cross checking is carried out periodically
on rejects by the geology department.

During the first nine months of 2005, the Omai
gold mill is scheduled to process 3.8 million tonnes of ore grading 0.98 g Au/t
at a recovery rate of 91%. Production is targeted at 107,000 ounces of gold at
an estimated mine operating cost of $293 per ounce. Lower gold production is
anticipated for 2005 because of a lower head grade following the depletion of
the Fennell pit. Starting in September, all further activities should be
associated with the restoration of the site.

The Company has already initiated the restoration program and
will step up its efforts to maximize the work done during the operating period
to reduce the overall cost. The

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Page 33

closure of the plant has been approved by the
Government of Guyana and costs, aligned with environmental provisions, are
expected to be approximately $4.5 million and will be funded from the Company's
cash resources.

On February 12, 2002, a Justice of the High
Court of the Supreme Court of Judicature of Guyana ordered that the
representative action brought against OGML in 1998, purporting to represent
23,000 claimants and seeking approximately $100 million in damages relating to
the Omai tailings dam failure that occurred in August 1995, be struck out for
repeated failure by the plaintiffs to file an affidavit. On March 18, 2002, the
plaintiffs filed an appeal against the February 12, 2002 dismissal. In
connection with the 1995 tailings dam incident, OGML settled over 95% of the
claims made against it by residents of the Essequibo River. These various claims
initially totalled 522 writs representing 881 claimants and the very few
remaining claims have not yet been paid because the claimants have either not
turned up to receive payment or cannot be located.

On May 29, 2003, a writ of summons was served
on OGML in connection with a class action in Guyana claiming total compensation
of approximately $2 billion for damages allegedly caused by the Omai gold mine
in Guyana since 1995. The action was filed on behalf of the same group of people
that previously filed the above-described action without success both in Québec
and Guyana. Cambior and OGML consider this action as unfounded and frivolous and
OGML is contesting same vigorously. Further information on this litigation
may be found on page 35 of the Company's 2004 Annual Report.

4.1.3 Bauxite Production: Omai Bauxite Mine

The Omai bauxite property is located in the
town of Linden, Guyana. The processing facilities are situated on the banks of
the Demerara River, approximately 60 miles from the Atlantic Ocean. The property
is accessible by paved roads from Georgetown and the Demerara River.

Cambior became involved with bauxite mining in
1999 when Linmine, a Government entity, hired OGML to perform contract mining.
In June of 2002, Cambior, the Government of Guyana, and Linmine signed an
agreement setting forth the principal terms of the future privatization of the
Linmine properties. Then, OGML undertook the overall management of the Linmine
business on a contractual basis in August of 2003. On December 8, 2004,
privatization was completed with OBMI, the sole owner and operator of most of
the former Linmine bauxite assets and facilities, being held as to 70% by
Cambior and as to 30% by National Industrial and Commercial Investments Limited,
a Government entity. Environmental liabilities associated with the bauxite
operation prior to the privatization remain with Linmine and the Government of
Guyana.

The bauxite mine is a relatively simple
operation requiring initially low investment and is expected to generate sizable
cash flow and economic growth for the restructured operation and its surrounding
community. It will also allow the Company to continue its

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Page 34

search for gold projects in Guyana, where it can leverage its
experience and infrastructure in the Guiana Shield.

The RASC production represents approximately
90% of the total revenues of the operation. As part of the privatization
agreement, Cambior and the Government have agreed to reinvest all free cash flow
during the initial five years of operation to expand the operation into other
non-metallurgical products, as well as into MAZ products (for aluminium
production) based on market conditions.

Proven and probable reserves at the mine stand
at 62.3 million tonnes at a grade of 60% Al2O3 as at
December 31, 2004, which correspond to at least 60 years of mine life at the
expected 2006 production rate.

The bauxite mineralogy is mainly gibbsite with
minor amounts of boehmite, kaolinite, quartz, hematite, siderite, pyrite,
goethite and anatase. As is typical in the Linden district, the Omai bauxite
mine layer has the shape of a broad dome, with dips of 2° to 8° in the broad
central portion of the deposit and steeper dips along the fringes, where the
bauxite layer thins rapidly. The dome as a whole tilts to the east, so that
overburden thicknesses generally increase to the east.

The overburden at the Omai bauxite mine
consists of the unlithified and variably indurated Berbice sands, silts and
clays that total almost 70 metres in thickness. Thin layers of lignite are minor
constituents of the package. Discontinuous lenses of iron oxide-cemented sandy
units, called "catchcow", are also found intermittently throughout the section.

A distinctive, reddish-colored Quaternary sand unit is locally
present in the East Montgomery area. A layer of a relatively hard, stiff clay
unit, up to a few metres in thickness, often lies at the base of the sedimentary
package. This unit is referred to as "flint clay". Nodules of gibbsite are
common within this unit but never predominate over the clay content. SiO2
contents of the flint clay typically range from 15 to 40%.

The bauxite is
typically pink to reddish or light gray to cream-colored, porous, and massive to
nodular in texture. The gibbsite ore mineral often imparts the pinkish
coloration, especially when it occurs as nodules. The upper portion of the
bauxite layer is often relatively hard / indurated and may have higher silica
(clay) concentrations than the softer, more porous lower portion. This
high-silica zone is thicker in the area of the active mine face than in the area
of Dorabece Lake. Thin layers of clay, up to 6.1 metres in thickness, occur
sporadically within the bauxite horizon. While many of these occurrences lie
scattered about the Montgomery resource area, several appear to form
semi-coherent east-trending zones, including one that bisects the deposit.

The bauxite resources at the Montgomery
bauxite deposit are entirely defined by diamond drill holes performed by Linmine
and Cambior. All of the holes were drilled vertically, in order to properly
outline the sub-horizontal bauxite mineralization. Linmine provided the historic
drill hole data in the form of digital files, as well as the original typed
drill log forms. The original logs were compared to the digital data on a
hole-by-

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Page 35

hole basis and any discrepancies or missing
data in the digital files were corrected. The final database consists of 530
drill holes (43,614 metres) performed by Alcan Inc. (a predecessor owner) and
Linmine and 25 drill holes (1,490 metres) performed by Cambior with lengths
ranging from 13.5 to 153.0 metres. During 2004, no exploration activity was
carried out.

As part of Cambior's investment in the OBMI, a
total of $10.2 million was invested in 2004 as the result of the transfer of
available equipment from the Omai gold mine, the rehabilitation of the
processing plant and improvements to the existing infrastructure.

The Company, through its wholly-owned
subsidiary, OMAI Services Inc., also entered into a financing agreement to
install a power plant near OBMI's facilities to supply both the Linden area (75%
of anticipated demand) and OBMI for the bauxite operation (25% of anticipated
demand).

Bauxite is mined via an open pit truck-shovel
method and is transported to the process plant located in Linden, Guyana, 12.5
kilometres from the pit. At the process plant, RASC is produced by calcining in
rotary kilns. Prior to calcination, some of the bauxite ore is processed in a
wash plant to remove silica or kaolin contamination.

CGB is produced from the same bauxite ore, however, there is
normally no washing and the bauxite is dried rather than calcined.

In 2005, OBMI is scheduled to process approximately 658,000
tonnes of raw bauxite with an overall process yield of 33% for production of
approximately 217,000 tonnes of RASC at an average grade of 88% Al2O3.
Also, OBMI expects to process approximately 80,000 tonnes of raw bauxite at an
estimated grade of 5.5% SiO2 with an overall process recovery of 87%
for production of 70,000 tonnes of CGB.

It is anticipated that this mine will generate
sales of approximately $42 million with $8 million in operating cash flow in
2005, a transition year, as the production facilities are being rehabilitated
for full production in 2006.

Capital expenditures for 2005 are estimated at
$18 million for the refurbishing of the processing plant in order to increase
its capacity by at least 100%, the improvement of storage and port
infrastructure, the construction of a new mine mobile equipment shop, the
construction of a direct haulage road and the tailings pond expansion, in
addition to expansion of the mine fleet.

On February 25, 2005, OBMI closed on a
ten-year $10 million non-recourse project loan facility bearing interest at a
rate of 10.5% per annum, from a Caribbean financial institution. All of
OBMI's assets and rights are mortgaged in favor of such institution.

4.1.4 Exploration and Development: Camp Caiman project

The Camp Caiman project is located about 45
kilometres (directly by air) southeast of Cayenne, the capital city of French
Guiana, an overseas department of France located on the northeastern coast of
South America between Brazil and Suriname. French

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Page 36

Guiana covers an area of 91,000 square kilometres and hosts a
population of approximately 200,000 people.

Over 95% of French Guiana is covered by
rainforest with no infrastructure. Several field and construction activities can
only be carried out during the dry season, usually between August and November.
Access to the Camp Caiman project area from Cayenne is by road, with
approximately 65 kilometres of paved highway and 5 kilometres of all weather
unpaved road. There are no major infrastructures at Camp Caiman, however, there
is a camp consisting of several wooden structures and support facilities that
can accommodate up to 70 persons, a mechanical workshop, large water and diesel
tanks. Electricity is provided by two 25 kvA gensets. Communications are
possible by internet, telephone lines and a short wave radio. Areas are also
provided for drill core sampling and storage.

Gold mining has been carried out in French
Guiana since 1857 and a total of approximately 6.5 million ounces of gold has
been declared, essentially from alluvial and eluvial deposits. Systematic
regional exploration funded by the French government and carried out by the Bureau de Recherches Géologiques et Minières ("BRGM") between 1975 and 1995,
identified a number of primary gold targets that were auctioned to the private
industry. BRGM identified at Camp Caiman a 7-kilometres long gold-in-soil
geochemical anomaly and the project was auctioned in 1994. Asarco Guyane
Française S.A.R.L. was selected by the Ministry of Industry among other bidders.

The property is indirectly held by CBJ Caiman,
a wholly-owned subsidiary of the Company, and was acquired in November 2003, as
a result of a merger transaction with Ariane. The Camp Caiman project is
comprised of a 30 km2 mining concession obtained in November 2004 for
a period of 25 years and two exploration permits: Trésor (20km2) to
the West and Camp Caiman Patawa (21km2) to the East. The two
exploration permits expired on July 31, 2004, and applications for the renewals
for five additional years were filed with the French authorities in March 2004
and, in accordance with the application of French mining law, the validity of
the current permits will extend until their expected renewal. Although the
Company has performed all required steps for their renewal, there is no
guarantee that the two exploration permits will be renewed. The mineral rights
held by the Company are subject to the French mining laws applicable in French
Guiana.

The initial drill program discovered the Scout
Zone in 1996, which led to an expanded diamond drilling program in 1997 and the
discovery of the CC-88 Zone. A pre-feasibility study of both deposits was
carried out in April 1999. Further delineation drilling took place in 2000 and
2001 after the publication of the study. Intensive exploration drilling resumed
in September 2002 when Ariane took over Camp Caiman.

A significant amount of exploration drilling
has been carried out at Camp Caiman since 1996, with a total of nearly 117
kilometres of drilling in 1,471 holes as at December 31, 2004: 71,570 metres of
diamond drilling in 560 holes and 45,428 metres of reverse circulation ("RC")
drilling in 911 holes.

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Page 37

An 18,000-metre drilling program was completed
on the property in 2004 of which about 50% were core holes, with the remainder
drilled by reverse circulation methods. The geological model was updated with an
estimated measured and indicated resource base of 21.8 million tonnes at an
average grade of 2.22 g Au/t, representing 1.54 million ounces of gold
contained, of which 60% are in saprolite material. Exploration expenses totaled
$1.3 million in 2004.

The core is HQ size in soft rock and reduced
to NQ size in solid rock. Majority of holes are sampled continuously from top to
bottom of the hole and are normally 1,0 metre in length and the core is split.
Sample lengths are 1,524 metre for reverse circulation drilling. All drill
collars are surveyed and downhole surveys conducted in exploration holes. The
logging and sampling of drill holes is done in accordance with industry
standards. Assays are performed in Cayenne by SGS-Cayenne (Filab) laboratory.
All samples are assayed by fire assay method.

The quality assurance procedures and assay
protocols followed for the Camp Caiman project conform to industry accepted
quality control methods. The QA-QC program includes assaying of field
duplicates, re-numbered pulps and rejects, addition of standards and blanks by
geology department and pulps and rejects are routinely submitted to a second
commercial laboratory for external check assays.

The regional geology is dominated by
northwest-trending belts of clastic, metasedimentary and metavolcanic rocks cut
by a prominent east-west striking deformation zone. All premineral host rocks
are cut by a zone of strong shearing and related deformation features.
Post-mineral north-striking dolerite dikes of late Paleozoic age cut across the
mineralized zone. All rocks have been intensely weathered to a fine-grained
mixture of kaolinite, illite and saprolite, in which original rock-forming
minerals have been destroyed but original rock textures have been variably
preserved. A transition zone from saprolite to unweathered rock averages less
than 5 metres thick, though, locally, it may be up to 20 metres thick. The depth
to the base of weathered rock varies from 30 to 120 metres.

In the Scout Zone, mineralization appears to
be structurally confined to numerous narrow and elongated zones averaging about
8 metres true thickness at a 1 g Au/t gold cutoff. Strike lengths vary up to a
maximum of 250 metres and dips are steep to the north. Zone CC-88 is higher
grade and appears to be both stratigraphically and structurally controlled. At a
1 g Au/t cutoff, the mineral deposit varies from 25 to 85 metres thick. Zone
CC-88 plunges 35o to the southeast, where it has been intersected to a depth of
260 metres. Mineralization identified to date is open along strike and down dip.
Correlation of the mineral deposit grade intersections in drill holes indicates
good continuity along both strike and down dip. Deeper down-plunge intersections
within hard rock are high grade and extensions of this mineralization may be
amenable to underground mining methods.

In 2005, a budget of $7.0 million will be
allocated to complete a 24,100-metre drilling program in the first half of 2005
to increase the reserve and resource base and finalize the Feasibility Study by
mid-2005. All the environmental, geotechnical and metallurgical

---

Page 38
studies have been completed and applications for the various
operating permits are in final preparation. Alternatives in several design
aspects are being studied in order to utilize the Company's operating experience
gained in the Guiana Shield while complying with the French operating
requirements.

4.2 United States: Carlota Copper Project

Cambior USA acquired the Carlota project in
1991 and, in March 1993, the Company acquired from BHP Copper Inc., a
wholly-owned subsidiary of BHP Billiton Limited, the reserves in the Cactus
portion of the Carlota/Cactus pit. BHP Copper Inc. holds a 5% net smelter return
royalty on production from 42 claims of the property.

The Carlota project is located a few
kilometres from the town of Miami, in Arizona, and hosts three copper-oxide
deposits. It consists of 526 claims, of which 23 are patented claims1,
13 are patent-pending, and 490 are unpatented2 claims, covering an
area of 2,250 hectares. The copper mineralization is predominantly within the
breccia and dacitic volcanics and within the Kelly fault in the Carlota/Cactus
deposit. It is found within breccia and schists in the Eder deposits.

A feasibility study prepared in 1993 and
revised in 1996 confirmed that the SX-EW processing would be the most
appropriate for the project. It uses electrolysis in the production of pure
copper from a copper concentrated sulphuric acid solution. This solution is
obtained by leaching copper from broken ore then extracting the copper from the
leach solution using an organic solvent, and finally returning the copper
contained in this organic solvent into a concentrated solution for the final
electrowinning stage. The deposit would be mined by open pit and the plant would
produce copper cathodes directly saleable to market.

The project development was postponed pending
improved market conditions, and the Carlota property was under care and
maintenance since the 1996 feasibility study. Since 2003, the Company has
considered various scenarios to develop the Carlota project. The project's
attractiveness has increased as a result of rising copper prices and high
physical demand, especially in Asia. Cambior has spent $7.6 million over the
last two years on studies, property payments and to exercise options to acquire
mining equipment.

A further revised feasibility study was finalized on a
stand-alone basis, as BHP Base Metals Inc. abandoned the Joint Carlota-Pinto
Valley development alternative. The

|1 | A patented mining claim is one
    for which the United States Government has passed to the holder thereof,
    exclusive title to the locatable minerals and, in most cases, to the surface
    and to all resources. A "patent" is the document by which the government
    conveys full legal title to the mining claim. No further assessment work
    needs to be done once a patent has been granted; however, taxes and other
    fees must be paid.                                                                                                                                                                                             
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|2 | An unpatented mining claim is a
    particular parcel of public land for which an individual or company has
    asserted a right of possession for developing and extracting a mineral
    deposit. This right is subject to payment of an annual maintenance fee to
    maintain the claim in good standing. Valid unpatented mining claims are real
    property and the holder thereof has a valid marketable title for mining
    purposes, subject to the paramount title remaining with the United States
    Government until a patent is granted. This possessory title may be
    maintained as long as the appropriate laws are complied with.



---

Page 39

Company's strategic review should be completed
in the first half of 2005. Capital expenditures for 2005 are estimated at $2.3
million and overall project development costs are estimated at approximately
$100 million.

As at December 31, 2004, probable mineral
reserves at the Carlota Copper project were estimated at 91.1 million tonnes
grading 0.39% Cu for a total of 355,000 tonnes of copper contained, calculated
on a long-term market price for copper of $1.00/lb of copper.More information regarding probable reserves is provided below in
section 6 of Item IV.

5.Exploration and Business Development

5.1 General

The Company continues to focus its efforts on
acquiring and discovering new deposits and increasing the size of known
deposits. Its exploration and business development strategy is as follows:

- invest in exploration at or near its operating mines
  to benefit from available infrastructure;
- fund grassroot exploration in areas with
  a strong potential for discovery; and
- monitor the activities of junior and emerging
  producers with potential to make acquisitions and/or joint ventures.

The capital invested in 2004 yielded good
results at the Westwood project adjacent to the Doyon mine and favourable
results at the Gemini-Turgeon project in the Abitibi region of Québec, Canada.

Benefitting from improved financial conditions
over the past three years, Cambior has increased its exploration and business
development activities, with a focus on the Americas, while also considering
opportunities in other regions of the world. Expenditures during the past two
years were:

|(in millions of $) | 2004 | 2003
|------------------ | ---- | ----
|Canada             | 2.1  | 1.9 
|Guyana             | 0.6  | 1.0 
|Peru               | 4.6  | 4.5 
|Suriname           | 0.5  | -   
|French Guiana      | 1.3  | -   
|Corporate & others | 1.1  | 0.2 
|Total Expensed     | 10.2 | 7.6 

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Page 40

|(in millions of $)              | 2004 | 2003
|------------------------------- | ---- | ----
|Advanced projects - capitalized | 17.8 | 7.3 
|Total Expenditures              | 28.0 | 14.9

5.2 Business Development

Business development activities (outside of
mines and advanced projects) have been integrated since 2003. Expenses related
to business development activities in 2004 totaled $1,549,000. Numerous projects
and potential acquisitions were evaluated in Canada, United States, Mexico, the
Andes and the Guiana Shield.

5.3 Exploration - Canada

During 2004, Canadian exploration activities
focused entirely on gold projects in Quebec with net expenditures of Cdn
$2,102,000. All field activities were financed by flow-through share funding
realized in 2003 and 2004. Total costs were reduced by Cdn $1,217,000 in
government tax credits. Surface exploration expenses undertaken on capitalized
projects are included in each projects' capital expenditures. Some 24,427 metres
of surface diamond drilling was completed in 2004 on various projects in the
Casa-Berardi area, the Val-d'Or camp, in the Rouyn-Noranda area, near the
Sleeping Giant mine and in the Matagami area.

The exploration properties portfolio has again
increased compared to the preceding year. Some 363 claims were acquired by
staking, the obtention of options to acquire projects and the acquisition of
Sequoia (194 titles). However, 338 titles were abandoned or returned to the
original owners in 2004. At the end of 2004 the portfolio comprised 3,448 mining
titles covering 91,337 hectares (913 km2).

Net expenses on the Westwood deposit located
2.5 kilometres east of the Doyon mine were Cdn $1,400,000. The surface
exploration drilling program and the development of the exploration drift were
reduced by Cdn $1,246,000 in Government tax credits. The exploration drift
development totaled 722 metres and was partly financed by a flow-through share
funding realized in 2004 while 4,233 metres of surface drilling was covered by
surface exploration funding. In addition some 3,064 metres of underground
drilling was completed. The style of mineralization encountered in the Westwood
deep area was very similar to drilling results in 2003 and the known mineralized
zone extends approximately 350 metres laterally by 1.2 kilometre down plunge.
The mineralization intersected in the Westwood and North Corridor horizons is
clustered in felsic volcanics containing disseminated to semi-massive sulphides.

A preliminary evaluation of all drilling
results of the Westwood project indicates inferred resources of 8.6 million
tonnes at an average grade of 5.2 g Au/t diluted at 20%, representing 1.45
million ounces of gold contained in the Westwood and North Corridor mineralized
horizons.

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Page 41

The exploration drift from the 14th
level of the Doyon mine progressed eastwards towards the Westwood sector with
722 metres of advancement. Two exploration holes were completed during the
fourth quarter from the first drilling bay located approximately two kilometres
west of the previously drilled Westwood sector to verify extensions of the
Warrenmac-Westwood stratigraphic horizon (3,064 metres). Both holes intersected
low-grade mineralization corresponding to the targeted horizons. Both holes also
displayed alteration zones of chlorite, sericite and garnet, which are typical
of the sulphide environment of the Bousquet-LaRonde area. Finally, the second
hole intersected a new mineralized structure located within the Mooshla
intrusive and indicated a pyrite-chalcopyrite breccia zone located to the east
of the Doyon fault. Best results returned include 2.5 g Au/t over 1.5 metre and
1.4 g Au/t over 2.5 metres and deserve some follow-up.

The quality assurance procedures and assay
protocols followed for Canadian exploration conform to industry accepted quality
control methods. The QA-QC program includes assaying of field duplicates,
re-numbered pulps and rejects, addition of standards and blanks by geology
department and pulps and rejects are routinely submitted to a second commercial
laboratory for external check assays. The program is supervised by a certified
qualified person.

The net exploration budget in 2005 is
estimated at $1,300,000. The exploration programs will follow up on results
obtained in 2004 in various areas in Québec as well as reconnaissance work in
northern Québec.

5.4 Exploration - Andes

Cambior holds exploration properties in Peru
covering an area of 137,326 hectares. In 2004, regional exploration expenditures
for the Andes region of South America totaled $4.3 million and were dedicated
almost entirely to Peru and more specifically to the La Arena and El Toro
projects. An amount of $4.6 million was spent in 2004 for drilling, geological
mapping and tunnel sampling, as well as a 4,200-kilometre airborne geophysics
survey (MAG and EM) which was completed over the Huamachuco region, in
northeastern Peru. On the La Arena gold property, a 1,000-metre diamond drilling
program was completed, following extensive surface mapping, and the results
confirmed mineralization presence and grade. The 2005 drilling program should
focus on completing a reserve estimate and extending the resources on the
extensions of the known deposit.

On the El Toro property, surface geological
mapping, as well as mapping and sampling of 54 tunnels have been completed.
Geological interpretation confirms the Company's initial model and sample
results show a surface anomaly of 1.5 x 2.0 kilometres using a cut-off grade of
0.3 g Au/t. Tunnel sampling shows high-grade results (up to 18 g Au/t over one
metre) associated with narrow structures. Structural controls oriented
north-south and northwest-southeast are very significant and present everywhere
in the mineralized zone. Mineralization is associated with highly-fractured
sediments and intrusives. A total of 13 core holes totaling 2,269 metres have
been completed on the property. Drilling results to date have confirmed the
geological model and the

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Page 42

mineralized gold-bearing zone. The
gold-bearing zone has an average grade varying between 0.5 to 1.0 g Au/t of
oxidized and fractured material and shows a style of mineralization similar to
the La Arena property.

The quality assurance procedures and assay
protocols followed for Peruvian exploration conform to industry accepted quality
control methods. The QA-QC program includes assaying of field duplicates,
re-numbered pulps and rejects, addition of standards and blanks by geology
department and pulps and rejects are routinely submitted to a second commercial
laboratory for external check assays. The program is supervised by a certified
qualified person.

The Andean regional development budget for
2005 is $3,900,000 and is dedicated mainly to Peru. Cambior is allocating its
entire budget on gold exploration. On La Arena and El Toro, Cambior is planning
approximately 8,000 metres of diamond drilling.

5.5 Exploration - French Guiana

Exploration expenses for CBJ Caiman were $1,298,000.

Some 81 diamond drill holes totaling 4,576
metres were completed between June and October 2004 with 17 holes drilled on the
Changement permit for a total of 1,000 metres, some 40 holes totaling 2,149
metres drilled on Sainte-Marie permit and 24 holes totaling 1,427 metres drilled
on Crique Véoux permit. A 225 hole deep auger program totaling 935 metres and
130 metres of trenching were also completed on Crique Véoux in order to improve
the understanding of the mineralization controls. Some 469 auger samples and 80
trench samples were sent to the assay lab. Results on Sainte-Marie and Crique
Véoux will require follow up in 2005.

The quality assurance procedures and assay
protocols followed for French Guiana exploration conform to industry accepted
quality control methods. The QA-QC program includes assaying of field
duplicates, re-numbered pulps and rejects, addition of standards and blanks by
geology department and pulps and rejects are routinely submitted to a second
commercial laboratory for external check assays. The program is supervised by a
certified qualified person.

Total 2005 budget is estimated at $1,298,000.
Some 4,500 metres of diamond drilling will be implemented in three phases of
1,500 metres in February, June and September and will focus on the Sainte-Marie,
Crique Véoux and Changement permits. Some 800 metres of trenching will also be
performed on the Maripa South-East permit.

5.6 Exploration - Guyana

In 2004, the total exploration expenditures
were $631,000. Compilation and validation of all available data was completed
for the Omai concession and surrounding prospecting licenses (Quartz Hill, Omai
River, Kumaka North and Kumaka West). The field work included a total 4,889
metres of diamond drilling in 23 holes, 9 trenches totaling 420 linear metres,
and a deep augering program for a total of 318 holes. This work failed to
identify economic mineralization near the Omai gold mine. Data on the Eagle
Mountain

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Page 43

project located some 45 kilometres away was compiled and the
project will be offered to a joint venture partner.

All assays were performed by OGML's laboratory and submitted
to its internal check programs and quality controls.

5.7 Exploration - Suriname

Expenses totaled $466,000. Although no
drilling was done on grass root projects in 2004, some 53 kilometres of line
cutting and surface sampling was completed on the Mayo-Roma targets of the
Rosebel property.

A $2.8 million budget is planned in 2005.
Regional exploration programs should be conducted on the Rosebel mining
concession as well as the adjacent Headley's Reef and Thunder Mountain
exploration permits.

5.8 Outlook

The Company intends to pursue the discovery of
new deposits in 2005. The 2005 overall exploration and development budget is
estimated at $28 million. While approximately $5 million should be incurred for
grassroots projects in Peru and both the Canadian and Guiana shields, some $23
million should be incurred at the Company's mines and advanced projects.
Capitalized expenditures should include development drilling to increase
reserves mainly at the Rosebel mine, development and feasibility work on the
Camp Caiman project, and advanced exploration and development work on the Doyon
property. Drilling should continue on the El Toro and La Arena deposits and
plans also include the preparation of a pre-feasibility study if results are
positive.

The Company finances exploration expenditures
from internal cash resources and, in the case of its Canadian exploration
activities, from the issuance of flow-through shares. Flow-through shares are
usually issued at a premium to market, as they transfer the deduction for tax
purposes to the subscribers of shares. The Company also benefits from financial
assistance from the Québec government for some of its exploration programs in
Québec.

6.Mineral
Reserves and Resources

In this Annual Information Form, the following terms have the
meanings set forth below.Reference is made to the
Cautionary Note to US Investors at the beginning of this Annual Information
Form.

Mineral Reserves

Mineral Reserves are sub-divided in order of
increasing confidence into Probable Mineral Reserves and Proven Mineral
Reserves. A Probable Mineral Reserve has a lower level of confidence than a
Proven Mineral Reserve.

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Page 44

A Mineral Reserve is the economically mineable
part of a Measured or Indicated Mineral Resource demonstrated by at least a
preliminary feasibility study. This study must include adequate information on
mining, processing, metallurgical, economic and other relevant factors that
demonstrate, at the time of reporting, that economic extraction can be
justified. A Mineral Reserve includes diluting materials and allowances for
losses that may occur when the material is mined.

Proven Mineral Reserve

A Proven Mineral Reserve is the economically
mineable part of a Measured Mineral Resource demonstrated by at least a
preliminary feasibility study. This study must include adequate information on
mining, processing, metallurgical, economic, and other relevant factors that
demonstrate, at the time of reporting, that economic extraction is justified.

Probable Mineral Reserve

A Probable Mineral Reserve is the economically
mineable part of an Indicated and, in some circumstances, a Measured Mineral
Resource, demonstrated by at least a preliminary feasibility study. This study
must include adequate information on mining, processing, metallurgical,
economic, and other relevant factors that demonstrate, at the time of reporting,
that economic extraction can be justified.

Mineral Resources

Mineral Resources are sub-divided, in order of
increasing geological confidence, into Inferred, Indicated and Measured
categories. An Inferred Mineral Resource has a lower level of confidence than
that applied to an Indicated Mineral Resource. An Indicated Mineral Resource has
a higher level of confidence than an Inferred Mineral Resource but has a lower
level of confidence than a Measured Mineral Resource.

A Mineral Resource is a concentration or
occurrence of natural, solid, inorganic or fossilized organic material in or on
the Earth's crust in such form and quantity and of such a grade or quality that
it has reasonable prospects for economic extraction. The location, quantity,
grade, geological characteristics and continuity of a Mineral Resource are
known, estimated or interpreted from specific geological evidence and knowledge.

Measured Mineral Resource

A Measured Mineral Resource is that part of a
Mineral Resource for which quantity, grade or quality, densities, shape, and
physical characteristics are so well established that they can be estimated with
confidence sufficient to allow the appropriate application of technical and
economic parameters to support production planning and evaluation of the
economic viability of the deposit. The estimate is based on detailed and
reliable exploration, sampling and testing information gathered through
appropriate techniques from locations such as outcrops, trenches, pits, workings
and drill holes that are spaced closely enough to confirm both geological and
grade continuity.

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Indicated Mineral Resource

An Indicated Mineral Resource is that part of
a Mineral Resource for which quantity, grade or quality, densities, shape and
physical characteristics, can be estimated with a level of confidence sufficient
to allow the appropriate application of technical and economic parameters to
support mine planning and evaluation of the economic viability of the deposit.
The estimate is based on detailed and reliable exploration and testing
information gathered through appropriate techniques from locations such as
outcrops, trenches, pits, workings and drill holes that are spaced closely
enough for geological and grade continuity to be reasonably assumed.

Inferred Mineral Resource

An Inferred Mineral Resource is that part of a
Mineral Resource for which quantity and grade or quality can be estimated on the
basis of geological evidence and limited sampling and reasonably assumed, but
not verified, geological and grade continuity. The estimate is based on limited
information and sampling gathered through appropriate techniques from locations
such as outcrops, trenches, pits, workings and drill holes.

Metallurgical Recovery and Cut-off Grade

In calculating mineral reserves, cut-off
grades are established using the Company's long-term metal or mineral prices and
foreign exchange assumptions, the average metallurgical recovery rates and
estimated production costs over the life of the related operation. For an
underground operation, a cut-off grade is calculated for each mining method, as
production costs vary from one method to another. For a surface operation,
production costs are determined for each block included in the block model of
the relevant operation.

* * * * *

In the following table, reported mineral
reserves and resources have been estimated by the Company's technical personnel
for each property in accordance with definitions and guidelines adopted by the
Canadian Institute of Mining, Metallurgy and Petroleum, and available on their
website at http://www.cim.org/mainEn.cfm. Mineral reserves and resources were
estimated using a long-term gold price assumption of $400/oz and $350/oz in 2004
and 2003, respectively. Unlike proven and probable mineral reserves, mineral
resources (of all categories) do not have a demonstrated economic viability.

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|MINERAL RESERVES AND RESOURCES  
|--------------------------------
|Gold Operations                 
|                                
|                                
|                                
|                                
|                                
|Rosebel (100%)                  
|Proven Reserves                 
|Probable Reserves               
|Indicated Resources             
|Inferred Resources              
|OMAI Gold (100%)                
|Proven Reserves                 
|Doyon Division (100%)(1)        
|Proven Reserves                 
|Probable Reserves               
|Measured Resources              
|Indicated Resources             
|Inferred Resources              
|Sleeping Giant (50%)            
|Proven Reserves                 
|Probable Reserves               
|Inferred Resources              
|Camp Caiman (100%)              
|Measured Resources              
|Indicated Resources             
|Inferred Resources              
|La Arena (100%)                 
|Indicated Resources             
|Westwood (100%)                 
|Inferred Resources              
|TOTAL GOLD                      
|Proven and Probable Reserves    
|Measured and Indicated Resources
|Inferred Resources              

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Page 47

|MINERAL RESERVES AND RESOURCES
|------------------------------
|Non-Gold Operations           
|                              
|                              
|                              
|                              
|NIOBIUM OPERATION             
|                              
|Niobec (100%)(2)              
|Proven Reserves               
|Probable Reserves             
|Inferred Resources            
|                              
|BAUXITE OPERATION             
|                              
|OMAI Bauxite (100%) (3)       
|Proven Reserves               
|Probable Reserves             
|                              
|COPPER PROJECT                
|                              
|Carlota (100%) (4)            
|Probable Reserves             

|    |                                                                                                                                                                                                                                                                
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Includes mineral reserves and
    resources from the Doyon and Mouska mines.                                                                                                                                                                                   
|(2) | Cambior owns 100% of Niobec
    following the acquisition, on July 2, 2004, of the 50% interest held by
    Sequoia Minerals Inc.                                                                                                                              
|(3) | On December 9, 2004, Cambior
    completed the transaction for the privatization of certain assets of Linden
    Mining Entreprises Ltd. in Guyana. Cambior owns a 70% participation in OBMI
    and the Government of Guyana owns a 30% participation therein.
|(4) | Probable reserves for the
    Carlota project were calculated using a copper price of $1.00/lb in 2004.                                                                                                                                                        

The Company's reserve estimate is comprised of
in-place material, i.e. contained ounces of gold and contained tonnes of
copper; metallurgical recovery factors (see the table setting forth the
average metallurgical recovery and the cut-off grades below) must be taken
into account in order to assess and quantify the recoverable material.

Mineral reserve estimates have been calculated
by Cambior's technical personnel for each property in accordance with
definitions and guidelines adopted by the Canadian Institute of Mining,
Metallurgy, and Petroleum (CIM "Standards on Mineral Resources and Reserves").
There are numerous parameters inherent in estimating proven and probable mineral
reserves, including many factors beyond the Company's control. The estimation of
reserves is a subjective process, and the accuracy of any reserve estimate is a
function of the quality of available data and of engineering and geological
interpretation and judgement. Results from drilling, testing and production, as
well as material changes in metal prices subsequent to the date of an estimate,
may justify revision of such estimates.

Cambior's qualified persons responsible for the mineral
reserve and resource calculations for each mine or projects are as follows:

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Page 48

|Mines               | Location       | Name          | Title                            
|------------------- | -------------- | ------------- | ---------------------------------
|                    |                |               |                                  
|Rosebel             | Suriname       | R. Sirois     | Geology Superintendent           
|                    |                | A. Croal      | Engineering Superintendent       
|                    |                |               |                                  
|Doyon               | Québec, Canada | D. Doucet     | Chief Geologist                  
|                    |                | F. Girard     | Chief Engineer                   
|                    |                |               |                                  
|Mouska              | Québec, Canada | P. Lévesque   | Chief Geologist                  
|                    |                | P. Sévigny    | Chief Engineer                   
|                    |                |               |                                  
|Sleeping Giant      | Québec, Canada | F. Blanchet   | Chief Geologist                  
|                    |                | D. Vallières  | Chief Engineer                   
|                    |                |               |                                  
|Omai Gold           | Guyana         | Y. Michaud    | Technical Services Superintendent
|                    |                | R. Walish     | General Manager                  
|                    |                |               |                                  
|Gold Projects       |                |               |                                  
|                    |                |               |                                  
|Camp Caiman         | French Guiana  | F. Viens      | Vice President, Business         
|                    |                |               | Development and Exploration -    
|                    |                |               | Cambior Inc.                     
|                    |                | F. Clouston   | Manager, Project Evaluation      
|                    |                |               |                                  
|La Arena            | Peru           | F. Clouston   | Manager, Project Evaluation      
|                    |                |               |                                  
|Westwood            | Québec, Canada | D. Doucet     | Chief Geologist                  
|                    |                |               |                                  
|Industrial Minerals |                |               |                                  
|                    |                |               |                                  
|Niobec (1)          | Québec, Canada | D. Villeneuve | Chief Geologist                  
|                    |                | S. Thivierge  | Engineering Superintendent       
|                    |                |               |                                  
|Omai Bauxite        | Guyana         | R. Walish     | General Manager                  
|                    |                |               |                                  
|Copper Project      |                |               |                                  
|                    |                |               |                                  
|Carlota             | Arizona, USA   | G. Pennell    | Consulting Engineer              

(1)

Estimation Procedures

The Company has established rigorous methods
and procedures aimed at assuring reliable estimates of the mineral reserves and
resources at all its operations and projects. Quality control falls under the
responsibility of Elzéar Belzile, P. Eng., Cambior's Manager, Mining Geology,
who is also a qualified person (as defined above).

The following table indicates the cut-off
grade calculations and the average metallurgical recoveries at Cambior's gold
mining operations for the proven and probable mineral reserves.

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Average MetallurgicalMine
    Recovery (1)
    Cut-off grades(Gold %)
    (g Au /t)Rosebel
    92 to 94
    0.5 to 0.7(2)Doyon
    96.2
    3.0 to 4.6 (2)Mouska
    94.7
    9.9Sleeping Giant
    97.2
    9.3 to 9.7 (2)Omai
    93
    0.40 to 0.70 (2)(1) Recovery rates vary depending on the metallurgical properties of
each deposit and the production process used. (2) Varies depending on the type of material mined and the mining method
used.

The average drill spacing for each category of reserves reported for each
mining operation and project is as follows:

|               |           | Average
    Drill Spacing
|-------------- | --------- | -------------------------
|Mines          |           | Reserve
    Category     
|               |           | Proven                   
|               |           |                          
|Rosebel        |           | 25 m x 50 m              
|               |           |                          
|Doyon          | Main Area | 10 m x 30 m              
|               | West Area | 10 m x 15 m              
|               |           |                          
|Mouska         |           | 14 m x 14 m              
|               |           |                          
|Sleeping Giant |           | 20 m x 20 m              
|               |           |                          
|Niobec         |           | 15 m x 23 m              
|               |           |                          
|Copper Project |           |                          
|               |           |                          
|Carlota        |           | 45 m x 60 m              

The nature of mining activities is such that
the extraction of ore from a mine reduces reserves. In order to renew reserves
(at least partially) on most of its producing properties, the Company carries
out exploration drilling at depth and laterally.

To establish the 2004 and 2003 year-end
mineral reserves, the Company used gold prices of $400 per ounce and $350 per
ounce, respectively. The copper price assumption used as long-term price was
$1.00/lb and $0.90/lb of copper for 2004 and 2003 respectively. For the Canadian
operations, long-term exchange rates of Cdn $1.35 and Cdn $1.40 per US $1.00
were used for 2004 and 2003 respectively.

Proven and probable mineral reserves for the
current gold operations at December 31, 2004 were 3.54 million ounces compared
to 4.1 million ounces at December 31, 2003. A sensitivity analysis using a gold
price of $375 per ounce indicates that mineral reserves would fall 3% to 3.44
million ounces. Mineral reserves increase by 4% when calculated at a gold price
of $425 per ounce.

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7.Other
Aspects of the Business

7.1 Marketing of Production

The gold market is relatively deep and liquid,
with the price of gold generally quoted in US dollars. The demand for gold is
primarily for jewellery fabrication purposes and bullion investment. Gold is
traded on a world-wide basis. Fabricated gold has a variety of uses, including
jewellery (which accounts for 80% of fabricated demand), electronics, dentistry,
decorations, medals and official coins. Central banks, financial institutions
and private individuals buy, sell and hold gold bullion as an investment and as
a store of value.

The use of gold as a store of value (the
tendency of gold to retain its value in relative terms against basic goods and
in times of inflation and monetary crisis) and the large quantities of gold held
for this purpose in relation to annual mine production, has meant that
historically the potential total supply of gold has been far greater than
demand. Thus, while current supply and demand plays some part in determining the
price of gold, this does not occur to the same extent as for other commodities.
Gold prices have, in addition, been significantly affected by macro-economic
factors such as expectations of inflation, interest rates, exchange rates,
changes in reserve policy by central banks and global or regional political and
economic crises. In times of inflation and currency devaluation, gold was often
seen as a refuge, which increased purchases of gold and thereby supported its
market price.

However, changes in the reserve policies of
central banks have affected the gold market and gold price on two levels. On the
physical level, a decision by a central bank to decrease or to increase the
percentage of gold holdings in bank reserves leads to either sales or purchases
of gold, which in turn has a direct impact on the physical market for the metal.
In practice, sales by central banks have often involved substantial tonnages
within one period, and this selling can place downward pressure on the markets
at the time when it is transacted. More importantly, announcements or rumours of
changes in central bank policies which might lead to the sale of gold reserves
have in recent years had a powerful negative effect on market sentiment and
encouraged large speculative positions against gold in the futures market for
the metal.

Most of the Company's revenue and earnings
derive from the sale of gold. The gold price fluctuates continually due to
factors over which Cambior has no control. Until August 2003, the Company had
maintained a mandatory hedging program in compliance with the terms of the 2003
Credit Facility. In August 2003, the 2003 Financial Creditors agreed to
eliminate their hedging requirement and the Company adopted a policy that allows
gold hedging only when required for project financing.

The following table indicates fluctuations in the gold price
in US dollars per troy ounce on the London Bullion Market for the periods
indicated:

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Page 51

|Year Ended December 31,
|-----------------------
|                       
|High                   
|Low                    
|Average                

Also, since revenue from sales of gold and
ferroniobium are received in US dollars while a significant portion of operating
and other expenses are incurred in Canadian dollars, the value of the Canadian
dollar relative to the American dollar has a direct impact on Cambior's profit
margin.

Following the merger with Ariane in late 2003,
the Company began to incur expenditures in Euros. Its exposure to the Euro will
increase as the Company expands its activities in French Guiana. From time to
time, Cambior may reduce the volatility of its exposure through a currency
hedging program.

The following table illustrates fluctuations
in the exchange rates for United States dollars expressed in Canadian dollars
for the last five calendar years, as established for customs purposes by the
Bank of Canada.

|              | Year Ended December 31,
|------------- | -----------------------
|$Cdn/US$      | 2004                   
|High          | 1.3968                 
|Low           | 1.1774                 
|Average       | 1.3015                 
|End of Period | 1.2020                 

The 2001 Agreement, as amended, contained
certain covenants, including a mandatory hedging program, which required, inter alia, Cambior to put hedges in place on a minimum of 35% (reduced from
an initial requirement of 70%) of the forecasted loan life production at an
average minimum gold price of $290 per ounce, including the impact of the
prepaid gold forward sale.

Under the 2003 Credit Facility, Cambior was
required to maintain a revenue protection program covering 30% of its expected
production during the loan life period, which terminates on December 31, 2007,
at a minimum price of $290 per ounce. Although the hedging covenant was reduced
on two occasions, the program prevented the Company from fully participating in
the rise of the price of gold since 2001.

In line with its objective of providing
shareholders with increased exposure to higher gold price, the Company
continued, in 2003, its efforts to reduce its commitments under its mandatory
hedging program. In August 2003, the Company obtained the elimination of the
hedging covenant and implemented a new policy whereby it will not hedge future
gold production unless required to do so for project financing.

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Since mid-2003, the Company has reduced its
gold hedging commitments through opportunistic buy-back programs and delivery
against commitments by 1.7 million ounces. The Company eliminated all call
option obligations and lease rate swaps during 2004. The buy-back of gold
commitments impacts the revenue of the Company, as the losses incurred must be
recorded as a reduction in sales, thereby partially offsetting the impact of
sales made at market. During 2004, the Company's average realized price was $370
per ounce compared to an average market price of $409 per ounce. For 2003 and
2002, the average realized price was respectively, $43/oz and $2/oz below market
price.

The Company expects its profitability to be
adversely affected as the reduction in these commitments will be deferred and
recognized at the original designation date of the various hedge instruments in
the operations statement. However, the Company has positioned itself to deliver
96% of its 2005 targeted gold production at market price and remains committed
to opportunistic buy-back of the remaining 2006-2007 positions on gold price
weaknesses.

FOR ADDITIONAL INFORMATION REGARDING CAMBIOR'S
HEDGING, REFERENCE IS MADE TO NOTE 22 TO THE FINANCIAL STATEMENTS OF THE COMPANY
PRESENTED ON PAGES 77 TO 79 OF THE COMPANY'S ANNUAL REPORT FOR THE YEAR 2004.

7.2 Government Regulation

Canadian and American mining industries have
evolved with federal and state or provincial legislation governing the
exploration, mining, processing and marketing of minerals. This legislation
governs the acquisition and ownership of mining rights, mining duties and income
taxes, labour, health and safety standards, exports and other related matters.

The North American mining industry is also
subject to federal and state or provincial environmental protection legislation.
This legislation imposes high standards in order to reduce or eliminate the
effects of waste generated by ore mining and processing operations.
Consequently, the construction and commercial operation of a mine necessarily
entails compliance with applicable environmental legislation and the obtaining
of permits for the use of land and water or other similar authorizations from
various government bodies. Each mining company is under a strict obligation to
comply with all applicable environmental laws.

Failure to comply with this legislation may
lead to the issuance of orders suspending or curtailing operations or requiring
the installation of additional equipment. Cambior could be required to indemnify
private parties suffering losses or damages arising from its mining activities
and could be assessed fines if found guilty of penal infractions under the terms
of such legislation.

In the United States, some of the mineral rights consist of
"unpatented" mining claims created and maintained in accordance with the General
Mining Law. Unpatented mining

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claims are generally considered to be subject
to greater title risk than other real property interests because the validity of
unpatented mining claims is often uncertain. This uncertainty arises, in part,
out of the complex federal and state laws and regulations under the General
Mining Law. Also, unpatented mining claims are always subject to possible
challenges by third parties or by the federal government. The validity of an
unpatented mining claim, in terms of both its location and its maintenance, is
dependent on strict compliance with a complex body of federal and state
statutory and decisional law. In addition, there are few public records that
definitively control the issues of validity and ownership of unpatented mining
claims.

In recent years, the U.S. Congress has
considered a number of proposed amendments to the General Mining Law. Although
no such legislation has been adopted to date, the Company cannot assure that
such legislation will not be adopted in the future. If ever adopted, such
legislation could, among other things, impose royalties on metal or mineral
production from currently unpatented mining claims located on federal lands. If
such legislation is ever adopted, it could have an adverse impact on earnings
from operations, it could reduce estimates of present mining reserves and it
could reduce the amount of future exploration and development activity on
federal lands.

In the Guiana Shield, OGML and RGM must
comply, in the course of their operations, with a range of Guyanese and
Surinamese laws respectively, similar in their effects to legislation to which
Cambior is subject in Canada. However, with respect to the Omai mine, the
Mineral Agreement executed on August 16, 1991, provides exceptions to applicable
Guyanese legislation in favour of OGML and its shareholders in certain
instances, among which figure an alleviated tax system and, in certain cases,
provisions for legislative stability. The terms and conditions of the mineral
agreement in respect of the Rosebel mine are similar to those applicable to OGML.
Both mineral agreements provide a comprehensive legal framework that applies to
the specific activities of the Omai and Rosebel mines respectively.

The Company commissioned an environmental
impact study in 1991 as part of Omai's feasibility study, which was subsequently
ratified by the Guyanese Government. The study has been amended from time to
time, with the Government's approval, to take various changes in operations into
account. Pursuant to the Mineral Agreement, OGML has undertaken to apply the
environmental practices set forth in the environmental impact study. For its
part, the State of Guyana has undertaken, for the duration of OGML's operations,
not to impose on OGML any environmental standard which would be more severe than
that which is in force at the relevant time in the Province of Québec, Canada.
Finally, the agreement by which OGML resumed commercial production in February
1996, also contains environmental compliance obligations.

For the Rosebel mine, the Company also
commissioned an environmental impact assessment which was filed with, and
approved by, the Surinamese Government in 2002 along with a feasibility study.

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Page 54

Elsewhere in South America, the Company must
comply with various mining and environmental laws in force in such countries,
which laws are generally similar in effect to comparable laws in North American
jurisdictions.

Cambior believes that it is in substantial compliance with all
material current legislation, regulations and administrative standards
applicable to its activities.

7.3 Environment

The rapid growth of Cambior's operations in
its Northwestern Québec base and its geographical spread in the early nineties
in the US and South America urged management to consolidate environmental
activities at a corporate level. In 1992, Cambior's Board of Directors created
an Environmental Committee and assigned a senior officer to the development and
implementation of a formal Environmental Management System ("EMS"). Roles and
responsibilities were defined, a manual of procedures was developed and internal
as well as independent environmental audits were initiated.

In 1996, the Mining Association of Canada
("MAC") issued an Environmental Policy and a Management Framework, and the ISO
14001 standard applicable to EMS was published. Cambior enhanced its
Environmental Policy in line with the MAC's framework and consistent with the
basic requirements of ISO 14001 to compliance, prevention of pollution and
continuous improvement of its environmental performance. In 1998, Cambior was
the first gold mining company to obtain ISO 14001 certification for its EMS,
which certification has been maintained since then.

The system is built on a database describing
operational activities and their impacts or risks on the environment.
Operational procedures aim at controlling said activities to minimize said
impacts. Continuous improvement of environmental performance is obtained through
programs with objectives and targets. Emergency response plans and closure plans
for reclamation are also prepared. Since 1998, a total of nearly $10 million has
been spent to reclaim 99% of inactive sites. Cambior received the US Bureau of
Land Management "Health of the Land" Award for the reclamation of the Valdez
Creek project in Alaska. In Québec, the reclaimed Solbec mine site located in
the municipality of Stratford was converted into an ecotourism attraction in
partnership with Ducks Unlimited Canada.

Cambior's expansion in Guyana presented new
challenges as Guyana had no legislation regulating mining activities or
environmental protection. As a result, the Company applied North American
standards and complied with the regulatory requirements for environmental
protection of the Province of Québec, Canada. The lack of authorized waste
depositories, the absence of local experts and certified laboratories as well as
lack of governmental expertise for monitoring were addressed and training
programs and technology transfers were done. Cambior's EMS was implemented at
the Omai mine and received the ISO 14001 certification in January 2001. The
Rosebel mine, which came into production in February 2004, is scheduled for ISO
14001 certification during the second quarter of 2005.

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In 2004, the Company's mining operations
achieved overall 99.9% conformity with all applicable regulations. In addition,
the Company adhered to MAC's guidelines for the management of tailings and water
facilities and is involved in various initiatives. Cambior is also active in
environmental research projects through partnerships with universities or
members of the mining industry. The Company's challenge is to integrate its
economic activities with environmental integrity, social concerns and effective
governance, the four pillars of sustainable mining.

Environment-related expenses for operating
sites totaled more than $4.4 million in 2004. These expenses were mainly related
to infrastructures (44%), tailings ponds (8%), and reagent costs for effluent
treatment (17%).

None of the environmental measures taken by
Cambior should impact negatively on its competitive position, as the whole of
the North American mining industry is subject to substantially similar
regulatory standards. The medium- and long-term financial impact of these
standards lies in the cost of mine site restoration during mining and once
mining activities have ceased. The Company annually reviews its provision for
environmental obligations, and no material adverse effect on earnings is
expected in the future. Cambior believes that its operations are substantially
in compliance with all relevant and material laws and regulations, as well as
standards and guidelines issued from the relevant regulatory authorities.

The estimates for restoration and closure
costs are prepared by knowledgeable individuals and are subject to review and
approval by government authorities. Site closure costs are charged against a
provision accumulated during the production phase. These obligations are
currently estimated as follows:

|               | (in millions of $)
|-------------- | ------------------
|Doyon mine     | 26.1              
|Omai gold mine | 4.5               
|Rosebel        | 2.9               
|Niobec         | 2.4               
|Other mines    | 2.9               
|               | 38.8              

The Company expects to fund these expenditures
from operating cash flows and accumulated deposits made with the Government
authorities. The planned disbursements for these outlays are as follows:

|(in millions of $) | 2005 | 2006 | 2007 | 2008 | 2009 | 2010 + | Total
|------------------ | ---- | ---- | ---- | ---- | ---- | ------ | -----
|Outlays/year       | 4.2  | 1.8  | 2.3  | 0.7  | 6.8  | 23.0   | 38.8 

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All of the Company's mining operations, except for Rosebel,
are currently certified under the ISO 14001 standard for environmental
management.

7.4 Community Relations

As part of its strategy, the Company plays an
active role in the communities in which it operates. The economic impacts of
mining operations are often more noticeable in emerging countries. Therefore, in
such countries, the Company implements development programs, which can be
sustained beyond the mine life, to assist in improving the quality of life for
those residents neighbouring the mines. Cambior has also established community
outreach programs to interact with stakeholders with respect to its activities
and their impact on the local communities. Community support for mining
operations is viewed as a key ingredient for a successful mining venture.

7.5 Taxes

Cambior currently earns taxable income almost
exclusively through its operations in Canada, Suriname and Guyana. Cambior's
activities in other countries are not currently revenue producing.

Canada

Cambior Inc. is subject to federal income tax
in Canada on its worldwide earnings, although earnings of the Company's foreign
subsidiaries are not generally subject to tax until repatriated to Canada. Some
of the foreign subsidiaries operate in countries which have concluded a tax
treaty with Canada and, in consequence, active business income earned in those
countries would be exempt from Canadian taxes when repatriated to Canada.
However, earnings of foreign subsidiaries operating in other countries such as
Suriname could attract Canadian taxes depending on the tax rate in the relevant
foreign country. The Company's Canadian operations are also subject to
provincial income tax. The statutory combined corporate tax rate is
approximately 36%, reduced to an effective tax rate of approximately 29% by the
application of the resource allowance. The Company is also subject to Québec
mining duties at a statutory rate of 12%.

United States

Cambior USA and its wholly-owned subsidiaries
file their United States Federal income tax return on a consolidated basis. The
top marginal rates are presently 35% for regular tax and 20% for alternative
minimum tax. At December 31, 2003, Cambior USA had approximately $79.4 million
of cumulative regular tax benefits that were derived from past net operating
losses, available to offset future income tax. These amounts are subject to
adjustment upon a subsequent audit by the Internal Revenue Service. Cambior USA
and its wholly-owned subsidiaries are also subject to state and local taxes in
jurisdictions in which they are engaged in business operations.

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Guyana

From 1993 to 1999, OGML's operations were
subject to corporate income tax in Guyana at a rate of 33.75% per year. Since
2000, production at the Omai mine is subject to the 35% prevailing corporate
income tax rate. OBMI's operations are subject to a corporate tax rate equal to
the lesser of 35% and of the prevailing tax rate from year to year (currently
35%). Operating expenses, including interest expenses, are, within limits,
deductible from taxable income; as regards OGML, losses may be carried forward
indefinitely; as regards OBMI, losses may be carried forward indefinitely but,
in a given year, cannot eliminate more than 50% of the taxable income of that
year. Capital expenditures may be depreciated on a straight-line basis over five
years. For OGML, withholding taxes on dividends paid, if any, to foreign
shareholders are levied at a 6.25% rate; however, there is no withholding tax on
interest. For OBMI, there are no withholding taxes on payment of interest or
dividends. Legislative stability of taxation rules and rates is guaranteed by
the OBMI Mineral Agreement referred to above in subsection 4.1.2 of Item IV.

Suriname

Under the 1994 Mineral Agreement in effect for
the Rosebel mine, as amended and referred to above in subsection 4.1.1 of
Item IV, it is provided that the corporate income tax rate applicable during
the first 25 years of operation is the lesser of the year-to-year applicable
corporate tax rate (currently 36%) and 45%. Operating expenses, including
interest expenses, are generally deductible from taxable income, and losses may
be carried forward indefinitely. Capital expenditures are generally depreciated
over a four-year period in the calculation of the annual net profit. Dividends
and interest may be paid without any withholding taxes. Legislative stability of
taxation rules and rates is guaranteed by the 1994 Mineral Agreement, as
amended.

French Guiana

French Guiana being an overseas department of
France, the general French system of tax applies, subject to some
particularities such as the possibility of obtaining a tax exemption and the
possibility of reducing capital cost of expenditures through tax credits (Loi
Girardin). The Caiman project benefits from a ten-year income tax exemption
and the Company expects the construction of the mine to qualify under the Loi
Girardin. The France-Canada tax treaty provides for a withholding tax rate
of 10% on interest payments from France to Canada and of 5% on dividend payments
to shareholders holding 10% or more of a local entity. A royalty tax applies on
gold production and there are significant indirect taxes, such as l'octroi de
mer, the fuel tax and the property tax, that may apply to the project.

7.6 Mining Development and Construction

The Company formed, at the end of 1994, two in-house divisions
to support project implementation and operations. Their goal consists of
optimizing performance of their

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respective activities with a view to achieving greater
effectiveness in terms of costs and schedule.

The objective of the Camroc Mining Development
Division is to form and manage specialized teams performing mining development
works at various mines or projects, in accordance with the Company's priorities.
This division provides in-house contract mining services, and its services may
also be provided to other companies on competitive terms.

The objective of the Projects and Construction
Division is to form and manage teams of professionals and technicians
specialized in planning, implementing and supervising construction activities of
mine facilities and infrastructure.

7.7 Intellectual Property

Operations of the Company are not dependent upon or subject to
patents or intellectual property licenses or rights.

7.8 Competition

The Company is in competition with other
mining companies for the acquisition of interests in precious and base metal
mining properties. In the pursuit of such acquisition opportunities, Cambior
competes with several Canadian and foreign companies that may have substantially
greater financial and other resources. Although Cambior has acquired many such
assets in the past, there can be no assurance that its acquisition efforts will
succeed in the future.

On July 2, 2004, Cambior acquired its
joint-venture partner in the Niobec mine and, as a result, is currently the only
niobium producer in North America. The Company competes on a worldwide basis
against two major producers of ferroniobium, both located in Brazil, for the
sale of the mine's production. Companhia Brasilera de Metalurgia e Mineraçâo ("CBMM")
is the world's largest producer of ferroniobium with an estimated market share
of more than 70%. Mineraçâo Catalâo, a member of the Anglo-American plc group,
holds a market share similar to the Company's, which is estimated at
approximately 12% to 14% of worldwide supply.

The niobium market has been expanding at an
average rate of 6% annually over the past three years, mainly due to higher
steel demand in China and increased production in steel manufacturing. The
market price has remained constant over the past three years.

On December 8, 2004, the Company acquired a
70% participation in OBMI, a bauxite mining and processing company. High-Alumina
Refractory "A" Grade Super Calcined Bauxite (RASC) is used for the production of
refractory products, abrasive products and welding products. The worldwide
market for RASC is approximately one million tonnes per year. China is the major
supplier of the refractory grade calcined bauxite accounting for an estimated
80% of the high-alumina refractory bauxite supply worldwide. It is

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expected that OBMI operations will produce over 200,000 tonnes
of RASC in 2005, accounting for approximately 20% of the worldwide market.

7.9 Sale of Production

The Company's revenues are generated
predominately from the sale of gold, with the remaining portion from the sale of ferroniobium and calcined bauxite. The gold price is subject to fluctuations
resulting from factors beyond the Company's control. These factors include
general price inflation, changes in investment trends and international monetary
systems, political events and changes in gold supply and demand on the public
and private markets. The gold market is characterized by significant
above-ground reserves which can dramatically affect the price should a portion
of these reserves be brought to market. In 1999, the gold market felt the
effects of gold reserve sales by some central banks as well as the effects of
the announcement at the end of September 1999 by European central banks of a
self-imposed annual limit on gold sales (the "Washington Agreement"). The group
of 15 signatories to the Washington Agreement renewed this agreement for a
period of five years, with additional participants joining the original group of
signatories. The renewal should provide for continued stability in the
marketplace.

As was required by the Company's loan
covenants until August 2003, the Company used in the past various instruments to
reduce the volatility of its revenues and secure the cash flows from its
operating mines. In August 2003, the Company was able to eliminate the lenders'
requirement to maintain a revenue protection program. The Company's outstanding
instruments issued in compliance with this program impact on the price that the
Company realizes on the sale of gold. More detailed information concerning
the Company's hedging program, is provided under section 7.1 of Item IV.

From the commencement of commercial production
until the end of 1994, production from the Niobec mine was sold in the form of
concentrates to firms in Europe, India, Japan and the United States for
conversion into ferroniobium and distribution in their respective markets.
Commercial production of ferroniobium at the mine site commenced in December
1994 following the construction of a plant to convert niobium pentoxide
concentrates into ferroniobium grading 66% niobium using an aluminothermic
process. Ferroniobium produced at the Niobec mine is currently distributed in
North America, Europe and Asia.

A significant part of the annual production
from the Niobec mine is sold under the terms of commercial contracts with third
party purchasers. However, these purchasers are not bound to purchase and take
delivery of all of Niobec's production under the terms of these contracts and
there can be no assurance that these contracts will be renewed upon their expiry
or that Cambior will be able to enter into agreements with other purchasers in
the event that the existing contracts are not renewed.

During its management arrangement with the Government of
Guyana and following the privatization of the Linmine bauxite operations in
December 2004, Cambior became a

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reliable supplier of RASC to Europe, North
America, South America, Asia and Australia. The RASC production is sold under
purchase orders from third parties which are not bound to continuously purchase
the Company's bauxite production. There can be no assurance that additional
purchase orders will come from such parties or others.

7.10 Employee Relations

All of Cambior's current operations, except
RGM and OBMI, are unionized. During the past three years, the Company did not
experience any work stoppages. In late 2004, applications for union
certification were filed with the Labour Boards of both RGM and OBMI.

In 2004, the Company negotiated the renewal of
the labour contract at the Niobec mine and in 2003, the Company negotiated a new
labour contract at OGML and a contract extension at Mouska.

The Company considers that it has good
relations with its employees and unions. It offers a competitive compensation
program, a secure and challenging working environment, and an open dialogue.

The expiry dates of the collective agreements are as follows:

|Omai gold - Hourly employees                          | February 28, 2007
|----------------------------------------------------- | -----------------
|Doyon - Hourly employees                              | November 30, 2006
|Mouska - Hourly employees                             | October 17, 2007 
|Sleeping Giant - Hourly employees                     | July 31, 2007    
|Niobec - Hourly, clerical and technical
    employees | April 30, 2008   

At year end, the Company employed
approximately 2,700 individuals (2003  2,500 individuals). Reference is made to
pages 34 and 35 of the Company's 2004 Annual Report for additional discussion on
human relations.

8.Dividends

The Company has not paid any dividends since
1999. Pursuant to the 1999 credit agreements, Cambior had committed not to pay
dividends or make other like distributions, and this commitment was maintained
under the 2001 Agreements and 2003 Credit Facility; as regards the latter
agreement, it had to be maintained until commercial completion (as defined
therein) of the Rosebel project, which latter condition was satisfied in 2004.
The payment of dividends is subject, however, to the obligation to give prior
notice thereof to the 2003 Financial Creditors and meeting certain financial
ratios under the 2003 Credit Facility.

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9.Litigation

Reference is made to page 35 of the Company's 2004 Annual
Report for information on this matter.

Item V Description of Capital Structure

The authorized share capital of the Company
consists of an unlimited number of common shares without par value of which, as
at December 31, 2004, some 274,187,795 common shares are issued and outstanding.
The holders of common shares are entitled to vote at all meetings of
shareholders on the basis of one vote per common share, to receive dividends if,
as and when declared by the board of directors, and to participate in the
distribution of the remaining assets of the Company in the event of its
liquidation or dissolution. The authorized share capital of the Company also
includes non-voting Class I and Class II preferred shares, none of which is
currently issued.

For greater certainty, there is no agreement
or arrangement of any nature whatsoever conferring upon any shareholder
different voting rights. Further, there is currently no arrangement known to the
Company, the operation of which may at a subsequent date, result in a change of
control of the Company.

Item VI Market for Securities

Cambior's common shares trade on the Toronto
Stock Exchange ("TSX") since August 13, 1986 and on the American Stock Exchange
("AMEX") since June 27, 1994, under the symbol "CBJ". Cambior's warrants series
C ("CBJ.WT.C"), and D ("CBJ.WT.D"), trade on the TSX.

The following tables set forth the market
price range and trading volume of the Company's Common Shares on the TSX, in
Canadian dollars, and AMEX for each month of the year ended December 31, 2004.

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Page 62

|Common Shares - TSX  |             | Cdn $ per share |     
|-------------------- | ----------- | --------------- | ----
|Month                | Volume      | High            | Low 
|January              | 28,332,069  | 4.31            | 3.28
|February             | 57,378,852  | 4.16            | 3.29
|March                | 29,982,805  | 4.13            | 3.36
|April                | 31,840,047  | 4.30            | 3.43
|May                  | 27,942,425  | 3.85            | 2.80
|June                 | 16,145,155  | 3.86            | 3.25
|July                 | 25,335,759  | 4.17            | 3.39
|August               | 21,029,317  | 4.08            | 3.50
|September            | 38,420,097  | 4.03            | 3.54
|October              | 49,928,898  | 3.93            | 3.63
|November             | 40,170,539  | 3.83            | 3.12
|December             | 23,570,082  | 3.61            | 3.10
|Year                 | 390,076,045 | 4.31            | 2.80
|                     |             |                 |     
|Common Shares - AMEX |             | US $ per share  |     
|Month                | Volume      | High            | Low 
|January              | 23,306,200  | 3.37            | 2.45
|February             | 16,027,400  | 3.16            | 2.45
|March                | 16,528,700  | 3.15            | 2.50
|April                | 21,037,100  | 3.30            | 2.47
|May                  | 14,863,400  | 2.83            | 2.04
|June                 | 11,631,400  | 2.82            | 2.37
|July                 | 14,684,800  | 3.18            | 2.53
|August               | 15,030,500  | 3.15            | 2.65
|September            | 15,537,200  | 3.12            | 2.74
|October              | 18,084,500  | 3.23            | 2.88
|November             | 25,888,800  | 3.17            | 2.62
|December             | 18,075,900  | 3.04            | 2.52
|Year                 | 210,695,900 | 3.37            | 2.04

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Page 63

The following tables set forth the market
price range, in Canadian dollars, and trading volume of the Company's series C
and D warrants on the TSX, for each month of the year ended December 31, 2004.

|Series C Warrants - TSX    | Cdn $ per share
|-------------------------- | ---------------
|Month                      | Volume         
|January                    | 2,185,300      
|February                   | 1,030,097      
|March                      | 198,707        
|April                      | 224,748        
|May                        | 247,993        
|June                       | 299,200        
|July                       | 771,300        
|August                     | 137,800        
|September                  | 92,000         
|October                    | 468,500        
|November                   | 1,160,625      
|December                   | 1,320,468      
|Year                       | 8,136,738      
|                           |                
|Series D Warrants (1)- TSX | Cdn $ per share
|Month                      | Volume         
|October                    | 1,727,341      
|November                   | 943,750        
|December                   | 773,687        
|Period                     | 3,444,778      

(1)

Item VII Directors and Officers

1.Directors

As of the date hereof, the list of Cambior's directors is as
follows:

|Name, Province and          |                                            | Director
|--------------------------- | ------------------------------------------ | --------
|Country of Residence        | Principal Occupation                       | Since   
|                            |                                            |         
|                            |                                            |         
|ALEXANDER G. BALOGH (1) (2) | Corporate Director                         | 1997    
|Ontario, Canada             |                                            |         
|                            |                                            |         
|GUY G. DUFRESNE (1)(3)      | President and Chief Executive
    Officer  | 1995    
|Québec, Canada              | Québec Cartier Mining Company              |         
|                            | (iron ore extraction and
    manufacturing |         
|                            | company)                                   |         
|                            |                                            |         
|JEAN-ANDRÉ ÉLIE(3)          | Corporate Director                         | 2004    
|Québec, Canada              |                                            |         

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Page 64

|Name, Province and       |                                       | Director
|------------------------ | ------------------------------------- | --------
|Country of Residence     | Principal Occupation                  | Since   
|                         |                                       |         
|                         |                                       |         
|GRAHAM FARQUHARSON       | President                             | 1993    
|(1)(2)                   | Strathcona Mineral Services Limited   |         
|Ontario, Canada          | (mining consultant and project        |         
|                         | management firm)                      |         
|                         |                                       |         
|MICHEL H. GAUCHER (2)(3) | Chairman of the Board                 | 1988    
|Québec, Canada           | Dynamis Group, Inc.                   |         
|                         | (cogeneration and recycling projects  |         
|                         | construction and management firm)     |         
|                         |                                       |         
|LOUIS P. GIGNAC(4)       | President and Chief Executive Officer | 1986    
|Québec, Canada           | Cambior Inc.                          |         
|                         |                                       |         
|ROBERT NORMAND(3)        | Corporate Director                    | 2000    
|Québec, Canada           |                                       |         
|                         |                                       |         
|KAZUO SHUTO(2)           | Director                              | 2004    
|Tokyo, Japan             | Jipangu Inc.                          |         
|                         | (gold investment private company)     |         

(1)

All of the above-mentioned directors have held
their current positions or another position with their current employer or a
company related thereto during the last five years, with the following
exception. Mr. Élie was, from 1998 to 2002, a managing director of a Canadian
bank wholly-owned by Société Générale (France). Since 2002, he serves as
director of public and private companies as well as non-profit organizations.

Each director shall, unless he resigns or his
office becomes vacant for any reason, hold office until the close of the next
annual meeting of shareholders or until his successor is elected or appointed.

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Page 65

2.Executive
Officers

The current list of Company officers is as follows:

|Name, Province and   |                               |              
|-------------------- | ----------------------------- | -------------
|Country of Residence | Occupation                    | Officer since
|                     |                               |              
|GUY G. DUFRESNE      | Chairman of the Board         | 1998         
|Québec, Canada       |                               |              
|                     |                               |              
|LOUIS P. GIGNAC      | President and Chief           | 1986         
|Québec, Canada       | Executive Officer             |              
|                     |                               |              
|RÉJEAN GOURDE        | Senior Vice President,        | 1995         
|Trinidad & Tobago    | Guiana Shield                 |              
|                     |                               |              
|JACQUES PERRON       | Vice President, Canada        | 2004         
|Québec, Canada       |                               |              
|                     |                               |              
|MICHAEL BOUDREAULT   | Vice President, Human         | 2005         
|Québec, Canada       | Resources                     |              
|                     |                               |              
|BRYAN A. COATES      | Vice President, Finance and   | 2001         
|Québec, Canada       | Chief Financial Officer       |              
|                     |                               |              
|MARC DAGENAIS        | Vice President, Legal Affairs | 1997         
|Québec, Canada       |                               |              
|                     |                               |              
|ROBERT MÉNARD        | Vice President, Projects and  | 1994         
|Québec, Canada       | Construction                  |              
|                     |                               |              
|SERGE VÉZINA         | Vice President, Industrial    | 2001         
|Québec, Canada       | Engineering and Environment   |              
|                     |                               |              
|FRANÇOIS VIENS       | Vice President, Business      | 2004         
|Trinidad & Tobago    | Development and Exploration   |              
|                     |                               |              
|PIERRE BÉLIVEAU      | Corporate Controller          | 2001         
|Québec, Canada       |                               |              
|                     |                               |              
|LUCIE DESJARDINS     | Corporate Secretary and       | 2002         
|Québec, Canada       | Senior Legal Counsel          |              
|                     |                               |              
|LUCIE GAGNON         | Treasurer                     | 2004         
|Québec, Canada       |                               |              
|                     |                               |              
|ANDRÉ LE BEL         | Assistant Corporate           | 2000         
|Québec, Canada       | Secretary and Senior Legal    |              
|                     | Counsel                       |              

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Page 66

All of the executive officers of the Company
have held their current positions or another management position with the
Company or one of its affiliates during the last five years, with the following
exceptions. Prior to January 2005, Mr. Boudreault was Vice President, Human
Resources at Ivaco Inc. since 1997. Prior to July 2001, Mr. Coates was Vice
President, Finance and Administration at Compania Minera Antamina S.A. Prior to
June 2004, Mr. Perron was Project Director with Cameco Corporation; he was
General Manager, KeyLake/McArthur River, at Cameco Corporation from April 2002
to March 2004, Mine General Manager, Campbell mine, at Placer Dome Inc. from
February 2001 to April 2002, General Manager, Quebec Operations, at Breakwater
Resources Ltd. from May 2000 to February 2001, and prior thereto, he was
Manager, Bouchard-Hébert Mine, at Cambior. Mr. Viens was Vice President -
Exploration with Ariane Gold Corp., from 2002 to 2003, and with Hope Bay Gold
Corporation Inc., from 2000 to 2002. Prior thereto he was General Manager,
Mining Geology with Cambior. Ms. Desjardins practiced law with major law firms
in Montreal, Province of Québec.

3.Shareholdings
of Directors and Officers

As at February 28, 2005, directors and
executive officers of Cambior as a group beneficially own, directly or
indirectly, or exercise control or direction over, approximately 988,789 common
shares or 0.36% of all issued and outstanding common shares of Cambior.

4.Corporate
Cease Trade Orders or Bankruptcies

To the knowledge of the Company, no director
or officer of the Company is, or has been in the last ten years, a director or
executive officer of an issuer that, while that person was acting in that
capacity, (a) was the subject of a cease trade order or similar order or an
order that denied the issuer access to any exemptions under Canadian securities
legislation, for a period of more than 30 consecutive days, (b) was subject to
an event that resulted, after that person ceased to be a director or executive
officer, in the issuer being the subject of a cease trade or similar order or an
order that denied the issuer access to any exemption under Canadian securities
legislation, for a period of more than 30 consecutive days, or (c) or within a
year of that person ceasing to act in that capacity, became bankrupt, made a
proposal under any legislation relating to bankruptcy or insolvency or was
subject to or instituted any proceedings, arrangement or compromise with
creditors or had a receiver, receiver manager or trustee appointed to hold its
assets, except for the following: (i) Mr. Normand served as director of Concert
Industries Ltd. when it announced on August 5, 2003 that it and its Canadian
operating subsidiaries had filed for protection under the Companies'
Creditors Arrangement Act(the "CCAA"). Concert Industries Ltd. was
restructured and a plan of compromise and arrangement for its operating
subsidiaries was approved in December 2004, allowing them to emerge from the
CCAA proceedings. Mr. Normand no longer serves as director of Concert Industries
Ltd.; (ii) Mr. Boudreault was an officer of Ivaco Inc. when (a) it filed for
protection under the CCAA on September 16, 2003, (ii) filed a petition under
Section 304 of the United States Bankruptcy Code and its listed
securities ceased

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Page 67

trading on the Toronto Stock Exchange on
October 15, 2004; Mr. Boudreault resigned as an executive officer of Ivaco on
December 31, 2004; (iii) Mr. Ménard served as director of Orléans Resources Inc.
(now Orléans Energy Ltd.) when, on September 29, 1998, it filed for protection
under the CCAA and filed with the Québec Superior Court, bankruptcy division, a
notice of intention to make a proposal to its creditors; on January 25, 2005,
Orleans Energy Ltd. announced that it had completed, and its shareholders had
approved, a plan of arrangement; Mr. Ménard resigned as director of Orléans on
June 20, 2001.

Personal Bankruptcies

To the knowledge of the Company, no director
or officer of the Company has, within the 10 years before the date of this
Annual Information Form, become bankrupt, made a proposal under any legislation
relating to bankruptcy or insolvency, or become subject to or instituted any
proceedings, arrangement or compromise with creditors, or had a receiver,
receiver manager or trustee appointed to hold his or her assets.

Penalties and Sanctions

To the best of management's knowledge, no
penalties or sanctions have been imposed on a director or executive officer of
the Company in relation to securities legislation or by a securities regulatory
authority or has entered into a settlement agreement with a securities
regulatory authority or any other penalties or sanctions imposed by a court or
regulatory body that would likely be considered important to a reasonable
investor in making an investment decision.

Conflict of Interest

To the best of management's knowledge, there
is no existing or potential material conflict of interest between the Company or
one of its subsidiaries and any director or officer of the Company or a
subsidiary of the Company.

Item VIII Audit Committee

1.Composition
and Relevant Education and Experience of Members

The Company has an Audit Committee which
consists of Messrs. Robert Normand (Chairman), Guy G. Dufresne, Jean-André Élie
and Michel H. Gaucher. The Board of Directors of the Company has determined that
all members of the Audit Committee are "independent" and "financially literate"
within the meaning of Multilateral Instrument 52-110 Audit Committees and
the US Sarbanes-Oxley Act of 2002. The Board of Directors has also
determined that Messrs. Normand and Élie are "Audit Committee Financial Experts"
within the meaning of the US Sarbanes-Oxley Act of 2002.

The following is a brief summary of the
education and experience of each member of the Audit Committee that is relevant
to the performance of his responsibilities as a member of the Audit Committee.

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Page 68

|Name            | Relevant Education and Experience                                    
|--------------- | ---------------------------------------------------------------------
|Robert Normand  | Mr. Normand is a Chartered Accountant. He has
    been auditor       
|                | with large audit firms for six years. As a
    Chartered Accountant, 
|(Chairman)      | Mr. Normand has experience in preparing,
    auditing, analyzing     
|                | and evaluating financial statements, an
    understanding of         
|                | internal controls and procedures for
    financial reporting, as well
|                | as an understanding of the accounting
    principles used by the     
|                | Company to prepare its financial statements
    and the              
|                | implications of said accounting principles on
    the Company's      
|                | results.                                                             
|                |                                                                      
|                | Mr. Normand has also obtained significant
    financial experience   
|                | and exposure to accounting and financial
    matters as Chief        
|                | Financial Officer of Gaz Métropolitain Inc.
    for 22 years.        
|                | Mr. Normand was a member and Chairman, Canada
    and Vice           
|                | Chairman, U.S. of the Financial Executive
    Institute. Since his   
|                | retirement in 1997, he has been involved on
    the board and        
|                | audit committee of several large public
    companies, some of       
|                | which are Canadian and US registrants.                               
|                |                                                                      
|Guy G. Dufresne | Mr. Dufresne holds a master's degree of
    engineering (M. Eng.)    
|                | from the Massachusetts Institute of
    Technology and earned an     
|                | MBA at Harvard University. Mr. Dufresne has
    acquired             
|                | significant financial experience and exposure
    to accounting      
|                | and financial matters as President and Chief
    Operating Officer   
|                | of Kruger Inc. for three years, as President
    and Chief Executive 
|                | Officer of Québec Cartier Mining since 1992,
    and as director     
|                | and audit committee member of several public
    and private         
|                | companies.                                                           

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Page 69

|Name              | Relevant Education and Experience                                  
|----------------- | -------------------------------------------------------------------
|Jean-André Élie   | Mr. Élie holds a law degree from McGill
    University and an MBA  
|                  | from the University of Western Ontario. He
    has over 35 years   
|                  | experience as senior executive in the pulp
    and paper and       
|                  | energy industries as well as with securities
    and accounting    
|                  | firms. Mr. Élie has acquired through his
    education and         
|                  | experience, an understanding of the
    accounting principles used 
|                  | by the Company to prepare its financial
    statements and the     
|                  | implications of said accounting principles on
    the Company's    
|                  | results, as well as an understanding of
    internal controls and  
|                  | procedures for financial reporting.                                
|                  |                                                                    
|                  | Mr. Élie has obtained significant experience
    in analyzing and  
|                  | evaluating financial statements as well as
    exposure to         
|                  | accounting and financial matters as a
    managing director of a   
|                  | Canadian bank wholly-owned by Société
    Générale (France),       
|                  | as Vice President, Corporate Finance of a
    large Canadian       
|                  | investment bank, as Chairman of the audit
    committee of Hydro   
|                  | Québec and as director and audit committee
    member of public    
|                  | and private companies. Since his retirement
    in 2002, he serves 
|                  | on the board and audit committee of public
    and private         
|                  | companies, as well as non for-profit
    organizations.            
|                  |                                                                    
|Michel H. Gaucher | Mr. Gaucher earned a bachelor's degree in
    engineering from     
|                  | École Polytechniqueof Montréal, an MBA from McGill                 
|                  | University and a law degree from the
    University of Montréal.   
|                  | Mr. Gaucher, an entrepreneur since 1978, has
    obtained          
|                  | significant financial experience and exposure
    to accounting    
|                  | and financial matters and gained an
    understanding of the       
|                  | accounting principles used to prepare
    financial statements, and
|                  | procedures for financial reporting. Mr.
    Gaucher is Chairman    
|                  | and Chief Executive Officer of Dynamis Group
    Inc., a           
|                  | cogeneration and recycling projects
    construction and           
|                  | management firm, and a partner and chairman
    of the Audit       
|                  | Committee of Palos Capital Corp., an
    investment fund.          

2.Mandate
of the Audit Committee

The general mandate of the Audit Committee is
to review and, if deemed appropriate, recommend the approval of the Company's
annual and quarterly financial statements to the Board of Directors, and more
particularly (i) to consider and evaluate all aspects of the Company's financial
reporting process, internal control, hedging operations and insurance coverage;
(ii) to recommend to the Board of Directors the measures to be taken in
connection with these four (4) areas; and (iii) to monitor the implementation
and

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Page 70

administration of corporate policies and
guidelines adopted by regulatory authorities and the Board of Directors with
respect to financial reporting and internal control. Finally, the committee
ensures that the auditors are independent vis-à-vis the management of the
Company and makes its recommendations to the Board of Directors regarding their
nomination for the ensuing year.

This committee reviews the general policies
submitted by the Company's management in connection with financial reporting and
internal control; it deals with all matters relating thereto, including, without
restriction, reviewing and evaluating, periodically and at least once a year,
public financial reports, the work of outside auditors, the structure of the
accounting and internal control department and the efficiency of the records and
systems used. Based on its review, this committee makes recommendations to the
Board of Directors. The charter of the Audit Committee is attached hereto as
Schedule A.

3.Policies
and Procedures for the Engagement of Audit and Non-Audit Services

The Audit Committee of the Board of Directors
has adopted a policy to pre-approve permitted non-audit services to be performed
by the Company's external auditors. This policy authorizes management to retain
the services of its external auditors for consultations (i) on the accounting
treatment and application of new accounting standards; (ii) with respect to
requests from regulatory authorities; (iii) on the application of the U.S.
Sarbanes-Oxley Act of 2002 and other legislation and regulation; and (iv) on
taxation matters, subject however to such services being in consideration of
fees not exceeding $30,000 per quarter. This policy also delegates to the Audit
Committee chairman the authority to authorize, upon request from management, the
external auditors to perform services that are different in nature and scope
from the ones described above, or in regards to which the fees will exceed the
permitted amount. Management must report to the Audit Committee on a quarterly
basis on the non-auditing services performed by the external auditors, at which
time the Committee ensures that the provision of such work is compatible with
maintaining the external auditors' independence.

4.External Auditor Service Fees

The following table shows fees billed by
Raymond Chabot Grant Thornton, LLP, Chartered Accountants, in Canadian dollars
in the past two fiscal years for various services provided to the Company and
its subsidiaries:

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Page 71

|                   | Year ended        | Year ended       
|------------------ | ----------------- | -----------------
|                   | December 31, 2004 | December 31, 2003
|                   | Cdn $             | Cdn $            
|Audit Fees         | 454,358           | 305,599          
|Audit-Related Fees | 33,340            | 12,250           
|Tax Fees           | Nil               | Nil              
|Other Fees         | Nil               | Nil              
|TOTAL              | 487,698           | 317,849          

Audit Fees

Audit fees include the professional services
rendered for the audit of the consolidated annual financial statements of the
Company, the review of the Company's quarterly financial statements, the consent
and comfort letters in connection with the Company's prospectus filing and the
accounting consultations arising during the audit.

Audit-Related Fees

These fees include professional services that
reasonably relate to the performance of the audit or review of the Company's
financial statements, including audit of the employees' retirement plans.

Tax Fees and All Other Fees

No such fees were billed in 2004 and 2003.

Item IX Interest of Management and Others in Material Transactions

Within the three most recently completed
financial years and during the current 2005 fiscal year to date, none of the
directors or executive officers of the Company or associates or affiliates of
any of such persons has, to the best of the Company's knowledge, any material
interest, direct or indirect, in any transaction that has materially affected or
will materially affect the Company and its subsidiaries.

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Page 72
Item X Transfer Agent and Registrar

The Company's transfer agent and registrar is:

CIBC Mellon Trust Company 
2001, University Street 
16th Floor 
Montreal, Québec 
H3A 2A6

Item XI Material Contracts

There are no other contracts, other than those
herein disclosed in this Annual Information Form and other than those entered
into in the ordinary course of the Company's business, that is material to the
Company and which was entered into in the most recently completed fiscal year or
before the most recently completed financial year but is still in effect as of
the date of this Annual Information Form.

Item XII Interests of Experts

1.Names of
Experts

Raymond Chabot Grant Thornton, LLP, Chartered
Accountants ("RCGT"), are the external auditors of the Company and reported on
the audited consolidated financial statements of the Company for the year ended
December 31, 2003 which were filed with the Canadian securities regulators on
April 7, 2004. RCGT's report on the Company's audited consolidated financial
statements for the year ended December 31, 2004 will also be filed with the
securities regulators.

2.Interests of Experts

To the best of management's knowledge, the
experts named above did not have any registered or beneficial interest, direct
or indirect, in any securities or other property of the Company when the experts
prepared their respective reports.

Item XIII Additional Information

Additional information relating to the Company
may be found on SEDAR at www.sedar.com and the Company's website as www.cambior.com. Information, including directors' and officers'
remuneration, principal holders of the Company's securities and securities
authorized for issuance under equity compensation plans, is contained in the
Company's Information Circular pertaining to its Annual General and Special
Meeting of shareholders, scheduled for May 12, 2005, which will involve the
election of directors. Additional information is also provided in the Company's
audited consolidated financial statements and management's discussion and
analysis for its most recently completed financial year ended December 31, 2004.

---

SCHEDULE "A" TO ANNUAL INFORMATION FORM
CAMBIOR INC.

AUDIT COMMITTEE CHARTER

I.   PURPOSES OF THE AUDIT COMMITTEE

> The purposes of the Audit Committee are to
>   assist the Board of Directors:
>   in its oversight of the Company's accounting
>     and financial reporting principles and policies and internal audit controls
>     and procedures;
>     in its oversight of the Company's financial statements
>     and the independent audit thereof;
>     in selecting, evaluating and, where deemed appropriate,
>     replacing the external auditors;
>     in evaluating the independence of the external auditors;
>     in its oversight of the Company's risk identification,
>     assessment and management program; and
>     in the Company's compliance with legal and regulatory
>     requirements in respect of the above.The function of the Audit Committee is
>   oversight. The management of the Company is responsible for the preparation,
>   presentation and integrity of the Company's financial statements. Management
>   is responsible for maintaining appropriate accounting and financial reporting
>   principles and policies and internal controls and procedures that provide for
>   compliance with accounting standards and applicable laws and regulations. The
>   external auditors are responsible for planning and carrying out a proper audit
>   of the Company's annual financial statements and other procedures. In
>   fulfilling their responsibilities hereunder, it is recognized that members of
>   the Audit Committee are not full-time employees of the Company and are not,
>   and do not represent themselves to be, accountants or auditors by profession
>   or experts in the fields of accounting or auditing including in respect of
>   auditor independence. As such, it is not the duty or responsibility of the
>   Audit Committee or its members to conduct "field work" or other types of
>   auditing or accounting reviews or procedures or to set auditor independence
>   standards, and each member of the Audit Committee shall be entitled to rely on
>   (i) the integrity of those persons and organizations within and external to
>   the Company from which it receives information, (ii) the accuracy of the
>   financial and other information provided to the Audit Committee by such
>   persons or organizations absent actual knowledge to the contrary (which shall
>   be promptly reported to the Board of Directors) and (iii) representations made
>   by management as to non-audit services provided by the auditors to the
>   Company.

---



|SCHEDULE "A" TO ANNUAL INFORMATION FORM
|---------------------------------------
|Cambior Inc.                           
|Audit Committee Charter                

> The external auditors are ultimately
>   accountable to the Board of Directors and the Audit Committee as
>   representatives of shareholders. The Board of Directors, with the assistance
>   of the Audit Committee, has the ultimate authority and responsibility to
>   select, evaluate and, where appropriate, replace the external auditors.
>   The external auditors shall submit annually
>   to the Company and the Audit Committee, as representatives of the shareholders
>   of the Company, a formal written statement delineating all relationships
>   between the external auditors and the Company ("Statement as to
>   Independence").
>   The external auditors shall submit annually
>   to the Company and the Audit Committee a formal written statement of the fees
>   billed for each of the following categories of services rendered by the
>   external auditors: (i) the audit of the Company's annual financial statements
>   for the most recent fiscal year and the reviews of the financial statements
>   included in the Company's Quarterly Reports for that fiscal year; and (ii) all
>   other services rendered by the external auditors for the most recent fiscal
>   year, in the aggregate and by each service.

II.   COMPOSITION OF THE AUDIT COMMITTEE

> The Audit Committee shall be comprised of
>   three or more unrelated and independent directors as defined under applicable
>   legislation and stock exchange rules and guidelines. Determination as to
>   whether a particular director satisfies the requirements for membership on the
>   Audit Committee shall be made by the Board of Directors.
>   All members of the Committee shall be
>   financially literate (able to read and understand a set of financial
>   statements that present a breadth and level of complexity of accounting issues
>   that are generally comparable to the breadth and complexity of the issues that
>   can reasonably be expected to be raised by the Company's financial
>   statements), and at least one member of the Committee shall have accounting or
>   related financial expertise as such qualifications are interpreted by the
>   Board of Directors. The later criteria may be satisfied by past employment
>   experience in finance or accounting, requisite professional certification in
>   accounting, or any other comparable experience or background which results in
>   the individual's financial sophistication, including being or having been a
>   chief executive officer, chief financial officer or other senior officer of an
>   entity with financial oversight responsibilities.

---



|SCHEDULE "A" TO ANNUAL INFORMATION FORM
|---------------------------------------
|Cambior Inc.                           
|Audit Committee Charter                

III.   MEETINGS, STRUCTURE AND OPERATIONS OF THE
AUDIT COMMITTEE

> The Audit Committee shall meet four times
>   annually or more frequently if circumstances dictate, to discuss with
>   management the annual audited financial statements and quarterly financial
>   statements, and all other related matters. The Audit Committee may request any
>   officer or employee of the Company or the Company's external counsel or
>   external auditors to attend a meeting of the Audit Committee or to meet with
>   any members of, or consultants to, the Audit Committee.
>   Proceedings and meetings of the Audit
>   Committee are governed by the provisions of General By-law no. 17 relating to
>   the regulation of the meetings and proceedings of the Board of Directors as
>   they are applicable and not inconsistent with this Charter and the other
>   provisions adopted by the Board of Directors in regards to committee
>   composition and organization.

IV.   DUTIES AND POWERS OF THE AUDIT COMMITTEE

> To carry out its purposes, the Audit Committee
>   shall have the following duties and powers:

1. with respect to the external auditor,

> (i)
>         to review and assess,
>         annually, the performance of the external auditors, and recommend to the
>         Board of Directors the nomination of the external auditors for
>         appointment by the shareholders, or if required, the revocation of
>         appointment of the external auditors;(ii)
>         to review and approve the
>         fees charged by the external auditors for audit services;(iii)
>         to review and pre-approve
>         all services other than audit services to be provided by the Company's
>         external auditors to the Company or to its subsidiaries, and associated
>         fees. The Audit Committee may delegate such authority to one or more of
>         its members, which member(s) shall report thereon to the committee;(iv)
>         to ensure that the external
>         auditors prepare and deliver annually a Statement as to their
>         Independence (it being understood that the external auditors are
>         responsible for the accuracy and completeness of this Statement), to
>         discuss with the external auditors any relationships or services
>         disclosed in this Statement that may impact the objectivity and
>         independence of the Company's external auditors and to recommend that
>         the Board of Directors take appropriate action in response to this
>         Statement to satisfy itself of the external auditors' independence;

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|SCHEDULE "A" TO ANNUAL INFORMATION FORM
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|Cambior Inc.                           
|Audit Committee Charter                

> (v)
>           to instruct the external
>           auditors that the external auditors are ultimately accountable to the
>           Audit Committee and the Board of Directors, as representatives of the
>           shareholders; and(vi)
>           to obtain from the
>           external auditors confirmation that they are participants in good
>           standing in the Canadian Public Accountability Board oversight program
>           and in compliance with the provisions of the Sarbanes-Oxley Act of
>           2002 (U.S.) and other legal or regulatory requirements with
>           respect to the audit of the financial statements of the Company.

1. with respect to financial reporting principles
  and policies and internal controls,

> (i)
>           to advise management that
>           they are expected to provide to the Audit Committee a timely analysis
>           of significant financial reporting issues and practices;(ii)
>           to ensure that the
>           external auditors prepare and deliver annually a detailed report
>           covering 1) critical accounting policies and practices to be used; 2)
>           material alternative treatments of financial information within
>           generally accepted accounting principles that have been discussed with
>           management, ramifications of the use of such alternative disclosures
>           and treatments, and the treatment preferred by the external auditors;
>           3) other material written communications between the external auditors
>           and management such as any management letter or schedule of unadjusted
>           differences; and 4) such other aspects as may be required by the Audit
>           Committee or legal or regulatory requirements;(iii)
>           to consider any reports or
>           communications (and management's responses thereto) submitted to the
>           Audit Committee by the external auditors, including reports and
>           communications related to:deficiencies noted following the audit of
>       the design and operation of internal controls;
>         consideration of fraud in the audit of the
>       financial statement;
>         detection of illegal acts;
>         the external auditors responsibility under
>       generally accepted auditing standards;
>         significant accounting policies;
>         management judgements and accounting
>       estimates;
>         adjustments arising from the audit;

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|SCHEDULE "A" TO ANNUAL INFORMATION FORM
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|Cambior Inc.                           
|Audit Committee Charter                

> 

disagreements with management;

consultation by management with other
      accountants;

major issues discussed with management
      prior to retention of the external auditors;

difficulties encountered with management in
      performing the audit;

the external auditors judgements about the
      quality of the entity's accounting principles; and

reviews of interim financial information
      conducted by the external auditors;

|(iv) | to meet with management and external
      auditors:
|---- | ----------------------------------------------------

> to discuss the scope of the annual audit;
>       to discuss the audited financial
>       statements, including the accompanying management's discussion and
>       analysis;
>       to discuss the unaudited interim quarterly
>       financial statements, including the accompanying management's discussion
>       and analysis;
>       to discuss the appropriateness and quality
>       of the Company's accounting principles as applied in its financial
>       reporting;
>       to discuss any significant matters arising
>       from any audit or report or communication referred to in items 2(iii)
>       above, whether raised by management or the external auditors, relating to
>       the Company's financial statements;
>       to resolve disagreements between management
>       and the external auditors regarding financial reporting;
>       to review the form of opinion the external
>       auditors propose to render to the Board of Directors and shareholders;
>       to discuss significant changes to the
>       Company's auditing and accounting principles, policies, controls,
>       procedures and practices proposed or contemplated by the external auditors
>       or management, and the financial impact thereof;
>       to review any non-routine correspondence
>       with regulators or governmental agencies and any employee complaints or
>       published reports that raise material issues regarding the Company's
>       financial statements or accounting policies;

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|SCHEDULE "A" TO ANNUAL INFORMATION FORM
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|Cambior Inc.                           
|Audit Committee Charter                

> 

> risk assessment;
>         quantification of exposure;
>         risk mitigation measures; and
>         risk reporting;

- to review the adequacy of the
      resources of the finance and accounting group, along with its development
      and succession plans;

|(v)   | to discuss with the Chief
        Financial Officer any matters related to the financial affairs of the
        Company;                                                                                                                                                                                                       
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                
|(vi)  | to discuss with the
        Company's Vice President Legal Affairs or Corporate Secretary any
        significant legal matters that may have a material effect on the
        financial statements, the Company's compliance policies, including
        material notices to or inquiries received from governmental agencies;
|      |                                                                                                                                                                                                                                                                                                                                
|(vii) | to review, and discuss with
        the Company's Chief Executive Officer and Chief Financial Officer the
        procedure with respect to the certification of the Company's financial
        statements.                                                                                                                   

1. with respect to reporting and recommendations,

> (i)
>         to prepare/review any report
>         or other disclosures to be included in the Company's annual proxy
>         statement;(ii)
>         to review and recommend to
>         the Board of Directors for approval, the interim and audited annual
>         financial statements of the Company, management's discussion and
>         analysis of the financial conditions and results of operations (MD&A)
>         and the press releases related to those financial statements;(iii)
>         to review and recommend to
>         the Board of Directors for approval, the annual report, management's
>         assessment on internal controls and any other like annual disclosure
>         filings to be made by the Company under the requirements of securities
>         laws or stock exchange rules applicable to the Company;(iv)
>         to review and reassess the
>         adequacy of the procedures in place for the review of the Company's
>         public disclosure of financial information extracted or derived from the
>         Company's financial statements, other than the public disclosure
>         referred to in paragraph 3(ii) above;



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|SCHEDULE "A" TO ANNUAL INFORMATION FORM
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|Cambior Inc.                           
|Audit Committee Charter                

> (v)
>         to review this Charter at
>         least annually and recommend any changes to the full Board of Directors;(vi)
>         to review and reassess the
>         adequacy of the Specific Code of Ethics governing Financial Reporting
>         Officers at least annually or otherwise, as it deems appropriate, and
>         propose recommended changes to the Board of Directors, and monitor
>         compliance to said Code; and(vii)
>         to report its activities to
>         the full Board of Directors on a regular basis and to make such
>         recommendations with respect to the above and other matters as the Audit
>         Committee may deem necessary or appropriate;
>   to review, discuss with management, and approve
>   all related party transactions;
>     to establish and reassess the adequacy of
>   the procedures for the receipt and treatment of any complaint regarding
>   accounting, internal accounting controls or auditing matters, including
>   procedures for the confidential anonymous submissions by employees of concerns
>   regarding questionable accounting or auditing matters in accordance with
>   applicable laws and regulations; and
>     set clear hiring policies regarding
>   partners, employees and former partners and employees of the present and, as
>   the case may be, former external auditor of the Company.

V.   RESOURCES AND AUTHORITY OF THE AUDIT COMMITTEE

> The Audit Committee shall have the resources
>   and authority appropriate to discharge its responsibilities, as it shall
>   determine, including the authority to engage external auditors for special
>   audits, reviews and other procedures and to retain special counsel and other
>   experts or consultants.

Revised last on: February 18, 2005

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