EXHIBIT 10.1

                            INDEMNIFICATION AGREEMENT

         THIS AGREEMENT, by and between Bowater Incorporated, a Delaware
corporation ("Bowater"), and the undersigned executive employee of Bowater
("Executive") is dated as of this ______ day of ___________, 199___.

                               W I T N E S S E T H

         WHEREAS, Executive serves in connection with various employee
compensation and benefits arrangements of Bowater ("Arrangements") listed on
Exhibit A; and

         WHEREAS, to induce Executive's continued service in such capacity,
Bowater desires to extend certain protection to Executive in connection with
potential related liabilities and expenses;

         NOW, THEREFORE, in consideration of the foregoing and other good and
valuable consideration, the receipt of which is acknowledged, Bowater and
Executive agree as follows:

         A. Right to Indemnification. Bowater shall indemnify, hold harmless,
and advance expenses to Executive (and Executive's heirs, executors,
administrators, or other legal representatives), to the fullest extent permitted
by applicable law as it presently exists or may hereafter be amended, if
Executive is made or is threatened to be made a party or is otherwise involved
in any action, suit or proceeding, whether civil, criminal, administrative or
investigative (a "proceeding"), by reason of the fact that Executive, or a
person for whom Executive is the legal representative, is or was serving at the
request of Bowater as a trustee, fiduciary, administrator or agent, or in any
other capacity with respect to the Arrangements, against all liability and loss
suffered and expenses reasonably incurred by Executive. For purposes of the
foregoing, expenses shall include, without limitation, reasonable attorney's
fees incurred by Executive in connection with counsel selected by Executive.

         B. Advancement of Expenses. The right of indemnity afforded by
paragraph A above shall include the right to have Bowater pay the expenses
incurred by Executive in defending any proceeding in advance of its final
disposition; provided, however, that the payment of expenses incurred by
Executive in advance of the final disposition of the proceeding shall be made
only upon receipt of an undertaking by Executive to repay all amounts advanced
if it should be ultimately determined that Executive is not entitled to be
indemnified under this Agreement or otherwise.

         C. Claims. If a claim for indemnification or advancement of expenses
under this Agreement is not paid in full within sixty days after a written claim
therefor has been received by Bowater, Executive may file suit to recover the
unpaid amount of such claim and, if successful in whole or in part, shall be
entitled to be paid the expense, including reasonable attorneys' fees, of
prosecuting such claim. In any such action Bowater shall have the burden of
proving that Executive was not entitled to the requested indemnification or
advancement of expenses under applicable law.







         D. Non-Exclusivity of Rights. The rights conferred on Executive by this
Agreement shall not be exclusive of any other rights that Executive may have or
hereafter acquire under any statute, provision of the certificate of
incorporation or the by-laws of Bowater, agreement, vote of stockholders or
disinterested directors or otherwise.

         E. Non-Duplication. Bowater's obligation, if any, to indemnify
Executive hereunder shall be reduced by any amount Executive actually collects
as indemnification from any other source.

         F. Amendment. This Agreement may be modified or amended only by means
of a writing signed by Bowater and Executive.

         G. Choice of Law. The validity, interpretation, construction and
performance of this Agreement shall be governed by the substantive laws of the
State of Delaware.

         IN WITNESS WHEREOF, this Agreement has been executed on behalf of
Executive and by Bowater as of the date first written above.


BOWATER INCORPORATED                                    EXECUTIVE



By: /s/ Anthony H. Barash                                 ______________________
Name: Anthony H. Barash                                  Name:
Title: Sr. Vice President, Corporate Affairs             Date Signed: __________
         and General Counsel
Date signed: ______________________
1099122-1







                                    Exhibit A



Bowater Incorporated Benefit Plan Grantor Trust

Bowater Incorporated Executive Severance Grantor Trust

Bowater Incorporated Outside Directors Benefit Plan Grantor Trust


                            SCHEDULE TO EXHIBIT 10.1

                           INDEMNIFICATION AGREEMENTS


       NAME                                          DATE OF AGREEMENT

James H. Dorton                                               8/06/96
Richard F. Frisch                                             7/24/96
David G. Maffucci                                             7/24/96
Wendy C. Shiba                                                7/24/96