UNITED STATES

               SECURITIES AND EXCHANGE COMMISSION

                    WASHINGTON,  D.C.  20549

                            FORM 11-K



(Mark One)
[X]  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [FEE REQUIRED]

For the fiscal year ended                    December 31, 1994               

                               OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [NO FEE REQUIRED]

For the transition period from                        to                     

Commission file number                               


     A.   Full title of the plan and the address of the plan, if different from
that of the issuer named below:

                   GREAT NORTHERN PAPER, INC.
       SALARIED EMPLOYEES' SAVINGS AND CAPITAL GROWTH PLAN

                   GREAT NORTHERN PAPER, INC.
                       ONE KATAHDIN AVENUE
                  Millinocket,  ME  04462-1398

     B.   Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:

                      BOWATER INCORPORATED
                         P. O. Box 1028
                     55 East Camperdown Way
                     Greenville,  SC  29602
                                

                           SIGNATURES

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.

                                             GREAT NORTHERN PAPER, INC.
                                             SALARIED EMPLOYEES' SAVINGS
                                             AND CAPITAL GROWTH PLAN
                                             (Name of Plan)


Date    June 28, 1995                        /s/   Richard F. Frisch   
                                                   Vice President - 
                                                   Human Resources
                                                   Plan Administrator





ITEM 4.  PLAN FINANCIAL STATEMENTS AND SCHEDULES


     The Great Northern Paper, Inc. Salaried Employees' Savings and
Capital Growth Plan is subject to the Employee Retirement Income
Security Act of 1974 ("ERISA") and prepares its financial
statements and schedules in accordance with the financial reporting
requirements of ERISA.  These statements and schedules have been
filed in paper format as an exhibit under cover of Form SE on June
27, 1995.  Included with the paper filing is Exhibit 23, Consent of
Independent Auditors.