EX-24 2 poa050202ellington.htm

                            LIMITED POWER OF ATTORNEY



         I, C. Randolph Ellington, hereby constitute and appoint each of Ronald

T. Lindsay and William A. McCormick, signing singly, as my true and lawful

attorney-in-fact to (1) sign on my behalf, in my capacity as an officer of

Bowater Incorporated (the "Company"), and any affiliate of the Company required

to file any Form (as defined below), any document necessary to complete the

execution of any form required under Section 16 of the Securities Exchange Act

of 1934, as amended, and the rules thereunder ("Section 16") and Rule 144 under

the Securities Act of 1933 ("Rule 144"), including without limitation Forms 3,

4, 5 and 144 (each, a "Form"), (2) do and perform any and all acts for and on my

behalf that may be necessary or desirable to complete and execute any Form and

arrange for the filing of the Form with the United States Securities and

Exchange Commission and any required stock exchanges in a timely manner and (3)

take any other action of any type whatsoever in connection with the foregoing

which, in the opinion of such attorney-in-fact, may be of benefit to, in the

best interest of, or legally required by me in connection with Section 16 and

Rule 144, it being understood that the documents executed by such

attorney-in-fact on my behalf pursuant to this Limited Power of Attorney shall

be in such form and shall contain such terms and conditions as such

attorney-in-fact shall approve in his reasonable discretion. I hereby revoke any

and all prior limited powers of attorney granted with respect to Section 16 and

Rule 144.



         The authority granted in this power of attorney of each of Mr. Lindsay

or Mr. McCormick as my duly authorized representative to sign on my behalf is

limited to the signing and filing of the Forms. I acknowledge that neither Mr.

Lindsay nor Mr. McCormick is assuming, nor is the Company or any affiliate of

the Company assuming, any of my responsibilities to comply with Section 16 and

Rule 144.



         I hereby grant to each such attorney-in-fact full power and authority

to do and perform any and every act and thing whatsoever requisite, necessary,

or proper to be done in the exercise of any of the rights and powers granted in

this power of attorney, as fully to all intents and purposes as I might or could

do if personally present, with full power of substitution or revocation, hereby

ratifying and confirming all that such attorney-in-fact, or such

attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be

done by virtue of this power of attorney and the rights and powers herein

granted.



         This Power of Attorney shall remain in full force and effect until I am

no longer required to file any Form with respect to my holdings of and

transactions in securities issued by the Company or any affiliate of the

Company, unless earlier revoked by me in a signed writing delivered to Mr.

Lindsay, Mr. McCormick or the Company.



         IN WITNESS WHEREOF, I have executed this Power of Attorney as of

February 2, 2005.





                                        /c/ C. Randolph Ellington

                                         -------------------------

                                           C.Randolph Ellington