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                       MILLAR WESTERN FOREST PRODUCTS LTD.

                                OFFER TO EXCHANGE

                   ALL OUTSTANDING 7.75% SENIOR NOTES DUE 2013
                   (US$190,000,000 AGGREGATE PRINCIPAL AMOUNT)

                                       FOR

                           7.75% SENIOR NOTES DUE 2013
                  (US$190,000,000 AGGREGATE PRINCIPAL AMOUNT),
           WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933

To Our Clients:

Enclosed for your consideration is a Prospectus dated           , 2004 (as the
same may be amended or supplemented from time to time, the "Prospectus") and a
form of Letter of Transmittal (the "Letter of Transmittal") relating to the
offer (the "Exchange Offer") by Millar Western Forest Products Ltd. ("Millar
Western") to exchange up to US$190,000,000 aggregate principal amount of its
7.75% Senior Notes due 2013 which have been registered under the Securities Act
of 1933, as amended (the "New Notes"), for up to US$190,000,000 aggregate
principal amount of its outstanding 7.75% Senior Notes due 2013 that were issued
and sold in a transaction exempt from registration under the Securities Act of
1933, as amended (the "Old Notes").

The material is being forwarded to you as the beneficial owner of Old Notes
carried by us for your account or benefit but not registered in your name. A
tender of any Old Notes may be made only by us as the registered holder and
pursuant to your instructions. Therefore, Millar Western urges beneficial owners
of Old Notes registered in the name of a broker, dealer, commercial bank, trust
company or other nominee to contact such registered holder promptly if they wish
to tender Old Notes in the Exchange Offer.

Accordingly, we request instructions as to whether you wish us to tender any or
all of the Old Notes held by us for your account, pursuant to the terms and
conditions set forth in the Prospectus and Letter of Transmittal. We urge you to
read carefully the Prospectus and the Letter of Transmittal before instructing
us to tender your Old Notes.

Your instructions to us should be forwarded as promptly as possible in order to
permit us to tender Old Notes on your behalf in accordance with the provisions
of the Exchange Offer. THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK
CITY TIME, ON          , 2004, UNLESS EXTENDED (THE "EXPIRATION DATE"). Old
Notes tendered pursuant to the Exchange Offer may be withdrawn, subject to the
procedures described in the Prospectus and the Letter of Transmittal, at any
time prior to the Expiration Date.

Your attention is directed to the following:

     1.   The Exchange Offer is for the exchange of $1,000 principal amount at
          maturity of the New Notes for each $1,000 principal amount at maturity
          of the Old Notes. The terms of the New Notes are substantially
          identical (including principal amount, interest rate, maturity,
          security and ranking) to the terms of the applicable Old Notes, except
          that the New Notes are freely transferable by holders thereof (except
          as described in the Prospectus).

     2.   The Exchange Offer and withdrawal rights will expire at 5:00 p.m., New
          York City time, on          , 2004, unless extended.

     3.   Millar Western has agreed to pay the expenses of the Exchange Offer,
          except as provided in the Prospectus and the Letter of Transmittal.

     4.   Any transfer taxes incident to the transfer of Old Notes from the
          tendering Holder to Millar Western will be paid by Millar Western,
          except as provided in the Prospectus and the Letter of Transmittal.


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The Exchange Offer is not being made to nor will exchange be accepted from or on
behalf of holders of Old Notes in any jurisdiction in which the making of the
Exchange Offer or the acceptance thereof would not be in compliance with the
laws of such jurisdiction.

If you wish to have us tender any or all of your Old Notes held by us for your
account or benefit, please so instruct us by completing, executing and returning
to us the instruction form that appears below. The accompanying Letter of
Transmittal is furnished to you for informational purposes only and may not be
used by you to tender Old Notes held by us and registered in our name for your
account or benefit.

                                  INSTRUCTIONS

The undersigned acknowledge(s) receipt of your letter and the enclosed material
referred to therein in connection with the Exchange Offer of Millar Western
relating to US$190,000,000 aggregate principal amount of its 7.75% Senior Notes
due 2013, including the Prospectus and the Letter of Transmittal.

This form will instruct you to exchange the aggregate principal amount of Old
Notes indicated below (or, if no aggregate principal amount is indicated below,
all Old Notes held by you for the account or benefit of the undersigned,
pursuant to the terms and conditions set forth in the Prospectus and Letter of
Transmittal.

AGGREGATE PRINCIPAL AMOUNT OF OLD NOTES TO BE EXCHANGED

$ _________ 7.75% Senior Notes due 2013

*I (we) understand that if I (we) sign these instruction forms without
indicating an aggregate principal amount of Old Notes in the space above, all
Old Notes held by you for my (our) account will be exchanged.

Signature(s)*:

Capacity (full title), if signing in a fiduciary or representative capacity:

Name(s) and address, including zip code:

Date:

Telephone Number (including area code):

Taxpayer Identification or Social Security Number:


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