SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

Ellington Curtis Randolph

(Last)

(First)

(Middle)

55 EAST CAMPERDOWN WAY

(Street)

GREENVILLE

29601

(City)

(State)

(Zip)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior VP - Newsprint Sales

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

4. If Amendment, Date of 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

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		1,575	D	⁽¹⁾	0	D
Common Stock	10/29/2007		D		10,370.1007⁽²⁾	D	⁽¹⁾	0	I	401(k) Plan
Common Stock	10/29/2007		D		150	D	⁽¹⁾	0	I	IRA

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$27.87	10/29/2007		D			5,841	⁽³⁾	01/30/2017	Common Stock	5,841	⁽⁴⁾	0	D
Restricted Stock Units	$26.35	10/29/2007		D			7,932	01/01/2008	05/10/2016	Common Stock	7,932	⁽⁴⁾	0	D
Restricted Stock Units	⁽⁵⁾	10/29/2007		D			1,130	01/24/2009	05/10/2016	Common Stock	1,130	⁽⁴⁾	0	D
Restricted Stock Units	⁽⁵⁾	10/29/2007		D			1,130	⁽⁶⁾	05/10/2016	Common Stock	1,130	⁽⁴⁾	0	D
Stock Options (right to buy)	$26.35	10/29/2007		D			4,370	01/24/2009	05/10/2016	Common Stock	4,370	⁽⁷⁾	0	D
Stock Options (right to buy)	$37.295	10/29/2007		D			10,000	⁽⁸⁾	01/25/2015	Common Stock	10,000	⁽⁷⁾	0	D
Stock Options (right to buy)	$45.02	10/29/2007		D			10,000	⁽⁸⁾	01/27/2014	Common Stock	10,000	⁽⁷⁾	0	D
Stock Options (right to buy)	$40.74	10/29/2007		D			10,000	⁽⁸⁾	01/28/2013	Common Stock	10,000	⁽⁷⁾	0	D
Stock Options (right to buy)	$47.025	10/29/2007		D			10,000	⁽⁸⁾	01/29/2012	Common Stock	10,000	⁽⁷⁾	0	D
Stock Options (right to buy)	$51.93	10/29/2007		D			10,000	⁽⁸⁾	01/30/2011	Common Stock	10,000	⁽⁷⁾	0	D
Stock Options (right to buy)	$48	10/29/2007		D			10,000	⁽⁸⁾	01/25/2010	Common Stock	10,000	⁽⁷⁾	0	D
Stock Options (right to buy)	$48.9688	10/29/2007		D			10,000	⁽⁸⁾	01/27/2008	Common Stock	10,000	⁽⁷⁾	0	D
Stock Appreciation Right	$54.84	10/29/2007		D			21,200	⁽⁹⁾	05/10/2010	Common Stock	21,200	⁽⁹⁾	0	D
Stock Appreciation Right	$39.78	10/29/2007		D			1,000	⁽⁹⁾	02/22/2009	Common Stock	1,000	⁽⁹⁾	0	D
Stock Appreciation Right	$41.0312	10/29/2007		D			10,000	⁽⁹⁾	01/26/2009	Common Stock	10,000	⁽⁹⁾	0	D
Phantom Stock Units	⁽¹⁰⁾	10/29/2007		D			1,334.7822⁽¹¹⁾	⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	1,334.7822⁽¹¹⁾	⁽¹⁰⁾	0	D

Explanation of Responses:

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. These Restricted Stock Units vest in three equal annual installments beginning January 30, 2007.

4. 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.

5. Each Restricted Stock Unit represents a contingent right to receive one share of Bowater common stock.

6. These Restricted Stock Units vest January 24, 2009 or in the event of involuntary termination without cause. If Bowater has cumulative positive earnings per share during the three-year period beginning January 1, 2006 and ending December 31, 2008, the total awards will vest. If Bowater has positive earnings per share for any one calendar year during the three-year period, one-third of the respective award will vest for each such year.

7. 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 of the replacement stock options is determined by dividing the exercise price of the Stock Options by 0.52.

8. These Stock Options are exercisable.

9. Assumed by AbitibiBowater in the Combination and replaced with stock appreciation rights that are the economic equivalent of an amount of AbitibiBowater common stock equal to the number of shares of Bowater common stock subject to the Stock Appreciation Rights multiplied by 0.52. These stock appreciation rights are exercisable.

10. Assumed by AbitibiBowater in the Combination and replaced with phantom stock units that are the economic equivalent of an amount of AbitibiBowater common stock equal to the number of shares of Bowater common stock subject to the Phantom Stock Units multiplied by 0.52. Each Phantom Stock Unit is the economic equivalent of one share of Bowater common stock and becomes payable in cash upon the reporting person's retirement, death, disability, or other termination of employment.

11. Represents all securities acquired by the reporting person under the Bowater Incorporated Compensatory Benefits Plan as of October 26, 2007. Additional securities may have accrued to the reporting person's account since that date.

	/s/ Curtis Randolph Ellington	10/31/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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