0001193125-06-219546 Sample Contracts

FIRST AMENDMENT AND CONSENT TO THE CREDIT AGREEMENT
Credit Agreement • November 1st, 2006 • Pope & Talbot Inc /De/ • Pulp mills • New York

FIRST AMENDMENT, dated as of September 26, 2006 (this “Amendment”), to the Credit Agreement, dated as of June 28, 2006 (the “Credit Agreement”), by and among POPE & TALBOT, INC., a Delaware corporation (the “Parent”), POPE & TALBOT LTD., a Canadian corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), LEHMAN BROTHERS INC., as sole arranger and sole bookrunner (in such capacity, the “Arranger”), LEHMAN COMMERCIAL PAPER INC., as syndication agent (in such capacity, the “Syndication Agent”), WELLS FARGO FINANCIAL CORPORATION CANADA, a Nova Scotia unlimited liability company, as administrative agent (in such capacity, together with its permitted successors and assigns, the “Administrative Agent”), ABLECO FINANCE LLC, as Collateral Agent (in such capacity, together with its permitted successors and assigns, the “Collateral Agent”), and ABLECO FINANCE LLC, as Term Loan B Agent (in such capacity, togethe

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