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WOOD PRODUCTS SUPPLY AGREEMENT
WOOD PRODUCTS SUPPLY AGREEMENT, dated as of October 18, 1996 (the "Agreement"), between PLUM CREEK
TIMBER COMPANY, L.P., a Delaware limited partnership ("Plum Creek"), and RIVERWOOD INTERNATIONAL
CORPORATION, a Delaware corporation ("Riverwood").
Plum Creek, Riverwood and New River Timber, LLC, a Delaware limited liability company and an affiliate of Riverwood
("New River"), are parties to the Asset Purchase Agreement dated as of August 6, 1996 (the "Asset Purchase Agreement").
Pursuant to the Asset Purchase Agreement, Plum Creek is purchasing from Riverwood and New River certain assets of
their line of business known as the "Wood Products Division" (the "Division"). The assets of the Division include a sawmill
located in Huttig, Arkansas (the "Huttig Facility"), a sawmill and plywood plant in Joyce, Louisiana (the "Joyce Facility"), and
an aggregate of approximately 538,000 fee and leasehold acres of timber property located in the States of Arkansas, Louisiana
and Texas, including a nursery located in Texas, being more particularly described on the Description of the Owned
Timberlands and the Description of the Timberland Leases attached hereto (collectively, the "Timberlands").
The Division has been and is a significant source of wood fiber products for Riverwood, consisting of pine pulpwood
("Pine Pulpwood"), chips ("Chips") and hardwood pulpwood ("Hardwood Pulpwood," and together with Pine Pulpwood,
"Pulpwood," and together with Pine Pulpwood and Chips, "Products"), all of which have been used in connection with the
production of paper products by Riverwood at its West Monroe, Louisiana paper mill (the "West Monroe Facility"). Following
the sale of the Division's assets, Riverwood will need a long-term, assured source of supply of the Products in order to meet its
paper production requirements and the demands of its customers.