0001193125-04-180877 Sample Contracts

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • October 29th, 2004 • Pope & Talbot Inc /De/ • Pulp mills • Oregon

On the date of this Agreement, the Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) approved the award of a restricted stock bonus to Recipient pursuant to Section VII(a) of the Company’s Employee Stock Option Plan (the “Plan”) and Recipient desires to accept the award subject to the terms and conditions of this Agreement.

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