Edgar Filing: PATERSON DAVID J

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

PATERSON DAVID J

2. Issuer Name and Ticker or Trading Symbol
BOWATER INC [BOW]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chairman, President and CEO

(Last)

(First)

(Middle)

55 EAST CAMPERDOWN WAY

3. Date of Earliest Transaction (Month/Day/Year)
10/29/2007

(Street)

GREENVILLE, SC 29601

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/29/2007		D		46,707	D	⁽¹⁾	0	D
Common Stock	10/29/2007		D		688.8826 ⁽²⁾	D	⁽¹⁾	0	I	401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Units

⁽³⁾

10/29/2007

54,200

⁽⁴⁾

03/23/2017

Common Stock

54,200

⁽⁵⁾

Restricted Stock Units

$ 27.87

10/29/2007

46,611

⁽⁶⁾

01/30/2017

Common Stock

46,611

⁽⁵⁾

Stock Option (right to buy)

$ 27.87

10/29/2007

47,082

⁽⁷⁾

01/30/2017

Common Stock

47,082

⁽⁸⁾

Stock Option (right to buy)

$ 27.425

10/29/2007

83,334

05/01/2009

05/01/2016

Common Stock

83,334

⁽⁸⁾

Stock Option (right to buy)

$ 27.425

10/29/2007

83,333

05/01/2008

05/01/2016

Common Stock

83,333

⁽⁸⁾

Stock Option (right to buy)

$ 27.425

10/29/2007

83,333

05/01/2007

05/01/2016

Common Stock

83,333

⁽⁸⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
PATERSON DAVID J 55 EAST CAMPERDOWN WAY GREENVILLE, SC 29601	X		Chairman, President and CEO

Signatures

/s/ David J. Paterson		10/31/2007
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Disposed of pursuant to the combination of Bowater Incorporated and Abitibi-Consolidated Inc. (the "Combination"), effected on October 29, 2007. Each share of Bowater common stock was exchanged for 0.52 of a share of AbitibiBowater common stock having a market value of $36.77 per share on the effective date of the Combination.
(2)	Represents all securities acquired by the reporting person under the Bowater Incorporated Savings Plan as of October 26, 2007. Additional securities may have accrued to the reporting person's account since that date.
(3)	Each Restricted Stock Unit represents a contingent right to receive one share of Bowater common stock.
(4)	These Restricted Stock Units will vest on a pro-rata basis upon the achievement of certain amounts of documented synergies during the two year period following the consummation of the Combination. For example, the reporting person would receive the maximum of 54,200 shares for the achievement of $300 million or more in synergies, 45,100 shares for the achievement of $250 million in synergies and 36,100 shares for the achievement of $200 million in synergies.
(5)	Assumed by AbitibiBowater in the Combination and replaced with restricted stock units representing a contingent right to receive an amount of AbitibiBowater common stock equal to the number of shares of Bowater common stock subject to the Restricted Stock Units multiplied by 0.52.
(6)	These Restricted Stock Units vest in three equal annual installments beginning January 30, 2007.
(7)	These Stock Options vest in three equal annual installments beginning January 30, 2007.
(8)	Assumed by AbitibiBowater in the Combination and replaced with stock options to purchase an amount of AbitibiBowater common stock equal to the number of shares of Bowater common stock subject to the Stock Options multiplied by 0.52. The exercise price for the replacement stock options is determined by dividing the existing exercise price by 0.52.

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