<DOCUMENT>
<TYPE>EX-10.3
<SEQUENCE>4
<FILENAME>v018751_ex10-3.txt
<TEXT>
TIMBER SUPPLY AGREEMENT

THIS AGREEMENT is made on the                  day of                      2003

BETWEEN       TIMBERMANS GROUP PTY LIMITED (A.C.N.  100 845 476) Suite 4, 95
              Salmon Street, Port Melbourne,  Victoria, 3207, referred to as
              "Timbermans Group"

AND           INTEGRATED  FOREST PRODUCTS PTY LIMITED  (A.C.N.  083 521 966)
              TRALEE STREET,  HUME,  AUSTRALIAN CAPITAL TERRITORY trading as
              `IFP' and referred to as the "Company."

1.     DEFINITIONS AND INTERPRETATIONS:

1.1      Definitions:

         In this Agreement unless a contrary intention appears:

         `Act' means the Forestry Act 1916 (NSW;

         `Additional  Resource' means Timber that  Timbermans  Group proposes to
         make  available  for sale from the Area of Supply  that are  surplus to
         Timbermans  Group'  commitments (such commitments to include the Annual
         Supply);

         `Additional  Supplies' means that part of Additional  Resource which is
         to be made available to the Company;

         `Agreement' means this agreement;

         `Annual Delivery Plan' means the plan,  prepared by Timbermans Group in
         accordance  with clause 9, for the supply of Timber  during the Year to
         which the plan applies;

         `Annual Supply' for a Year means the total of the Base Quantity and the
         Marginal Quantity for that Year;

         `Approvals'  means  all  planning  and  other  governmental  regulatory
         approvals  (including  those  under  the  Environmental   Planning  and
         Assessment Act 1979) required to construct and operate the Mill;

         `Area of  Supply'  means  the Crown  timber-lands  within  the  Bombala
         Management  Area more  particularly  identified  on the map attached as
         Schedule 2;

         `Base Quantity' for a Year means the Base Quantity  specified in clause
         6.1 for that Year as that  quantity may be amended in  accordance  with
         clause 6.2;

         `Business  Days'  means  the  days  Monday  to  Friday  inclusive,  but
         excluding  Public  Holidays and days which are rostered days off at the
         Mill;

         `Change in Control' means change in the control of more than 50% of the
         shares with the right to vote in general meetings of the Company;

         `Code of Procedure'  means the Code of Procedure  referred to in clause
         22 as amended from time to time in accordance with this Agreement;

<PAGE>

         `Commencement  Date' means the date upon which the Relevant  Provisions
         take effect in accordance with clause 3;

         `Company' includes all employees, servants and agents of the Company;

         `Contract  Harvesting'  includes  the  felling,  extraction,   sorting,
         processing,  grading,  loading,  hauling and  delivery of Timber to the
         Mill  and  ancillary  works  including  roading,   tracking,  log  dump
         construction  and  site   rehabilitation  by  Contractors   engaged  by
         Timbermans Group or it's supply agents;

         `Contract  Harvesting  Agreement' means an agreement in writing between
         Timbermans  Group or its supply  agents and a Contractor  providing for
         the Contractor to carry out Contract Harvesting or any part thereof;

         `Contractor'  means a person under  contract with  Timbermans  Group to
         conduct  Contract  Harvesting  operations  and includes  employees  and
         agents of the Contractor;

         `Cost Item' - see Schedule 4;

         `Delivered  Price' means the price  payable by the Company per tonne of
         Timber  delivered to the Company  under this  Agreement  calculated  in
         accordance with clauses 15 and 16;

         `Delivered  Price Review  Mechanism'  means a mechanism  for the annual
         review of Delivered Prices set out in Schedule 4 as amended or replaced
         from time to time in accordance with this Agreement;

         `Force  Majeure'  means an event  (other  than the  payment of money or
         failure to obtain financial  accommodation) arising from an act of God,
         industrial dispute, act or omission of government, war, sabotage, riot,
         civil disobedience,  epidemic, disease, flood, fire, explosion, failure
         of power supply, accident, natural disaster,  calamity,  unavailability
         of essential  inputs to the Mill or unlawful act by other  persons,  or
         any  similar  cause  which   prevents  a  party  from   performing  its
         obligations (in whole or in part) under this Agreement,  or an industry
         wide collapse in market demand for Products which causes the Company to
         close  the  Mill for a  period  of not less  than 6 weeks or (at a time
         after the  Company  operates  the Mill on double  shift) to operate the
         Mill on a single shift which processes less than 3,300 tonnes of Timber
         supplied under this Agreement  through the Mill in each week during a 3
         months period;

         `Half  Year'  means the  period  April to  September  inclusive  in any
         calendar year and October to March inclusive in any Year;

         `Indicator' - see Schedule 4;

         `Indicator rates' - see Schedule 4;

         `Indicator weighting' - see Schedule 4;

         `Insolvency Event' means in respect of a party:

         (a)      a  receiver,   manager,   receiver   and   manager,   trustee,
                  administrator,  controller or similar  officer being appointed
                  in respect of the party or any asset of the party;
         (b)      a liquidator  or  provisional  liquidator  being  appointed in
                  respect of the party;
         (c)      a  moratorium  of  any  debts  of  the  party  or an  official
                  assignment  or a  composition  or an  arrangement  (formal  or
                  informal) with the party's creditors or any similar proceeding
                  or  arrangement by which the assets of the party are subjected
                  conditionally or unconditionally to the control of the party's
                  creditors being ordered, declared or agreed to;

<PAGE>

         (d)      the party  becoming,  or  admitting  in writing that it is, or
                  being declared to be insolvent or unable to pay its debts;
         (e)      any  writ of  execution,  garnishee  order or  similar  order,
                  attachment,  distress or other process in an amount  exceeding
                  $10,000,000  (or its equivalent in a foreign  currency)  being
                  made,  levied or issued against or in relation to any asset of
                  the party (which is not stayed,  withdrawn or satisfied within
                  14 days of when it is made, levied or issued);
         (f)      the party suspending payments of its debts generally; or
         (g)      the party being, or under  legislation being presumed or taken
                  to be, insolvent (other than as the result of a failure to pay
                  a debt or claim the subject of a good faith dispute);

         `Marginal  Quantity' for a Year means the quantity of Timber  specified
         in  clause 6 as the  Marginal  Quantity  for that  Year or such  lesser
         quantity determined from time to time in accordance with that clause;

         `Mill'  means the sawmill  proposed  to be located  within the Shire of
         Bombala NSW capable of processing  320,000  tonnes of Timber into green
         sawn timber products in a 12 month period;

         `Monthly Delivery  Schedule' means a schedule for the month to which it
         applies, specifying information described in clause 10;

         `Monthly  Quantity' means the quantity  specified in a Monthly Delivery
         Schedule  as the  quantity  to be  delivered  in the month to which the
         Monthly Delivery Schedule applies;

         `Products' - see Schedule 4;

         `Relevant  Provisions'  means  clauses 6 to 16, 20 to 30,  and 33 to 40
         inclusive;

         `Salvage' means the taking of such Timber that is wind thrown, damaged,
         pushed over or felled for forest management  purposes other than timber
         harvesting;

         `Specifications'  means  the  specifications  for  timber  set  out  in
         Schedule 1;

         `Specified  Capacity'  for any Year  means the  capacity  to process at
         least 40% of the sawn  timber  which  can be  derived  from the  Annual
         Supply for that Year, into one or more of the Products;

         `Term' means the term of this Agreement;

         `Timber' means timber which meets the Specifications;

         `Year' means a period of twelve (12) months commencing on 1 July.

1.2    Interpretation

         In this Agreement, unless the context requires otherwise:

         1.2.1    a reference to the Act includes all  amendments,  regulations,
                  rules, by-laws and proclamations under the Act;

         1.2.2    words  and  phrases  defined  in the Act  will  have  the same
                  meanings  attributed  to those  words and  phrases  in the Act
                  unless  the word or phrase is  defined  in this  Agreement  in
                  which case the word or phrase will have the meaning attributed
                  to it in this Agreement;

<PAGE>

         1.2.3    headings  are  for  convenience  only  and do not  affect  the
                  interpretation of the Agreement;

         1.2.4    words  importing  the  singular  include  the  plural and vice
                  versa;

         1.2.5    words importing a gender include any gender;

         1.2.6    a  reference   to  a  natural   person   includes  a  Company,
                  partnership, joint venture, association,  corporation or other
                  body corporate and any governmental agency;

         1.2.7    a reference to any thing includes a part of that thing;

         1.2.8    a reference to a clause, party, annexure,  exhibit or schedule
                  is a reference to a clause of and a party,  annexure,  exhibit
                  and schedule to this Agreement;

         1.2.9    a  reference  to  a  document   includes  all   amendments  or
                  supplements or replacements or notations of that document;

         1.2.10   a reference  to a party to a document  includes  that  party's
                  successors and permitted assigns;

         1.2.11   no rule of construction applies to the disadvantage of a party
                  because that party was responsible for the preparation of this
                  Agreement or any part of it;

         1.2.12   a  reference  to  dollars  or $ is a  reference  to the lawful
                  currency of the Commonwealth of Australia.

         1.2.13   a schedule  that forms  part of this  agreement  can be varied
                  with  mutual  consent  by both  parties  without  varying  any
                  further condition or schedule of the contract.

         1.2.14   a  reference  to a  statute,  ordinance,  code  or  other  law
                  includes regulations and other statutory  instruments under it
                  and consolidations,  amendments, re-enactments or replacements
                  of any of them  (whether of the same or any other  legislative
                  authority having jurisdiction);

2.     SCOPE OF AGREEMENT

2.1      Subject to the terms and conditions set out in this Agreement:

         2.1.1    Each Year Timbermans  Group agrees to supply the Annual Supply
                  to the Company from the Area of Supply;

         2.1.2    The Company agrees to purchase the Annual Supply at the prices
                  specified in clauses 15 and 16.

3.     RELEVANT PROVISIONS SUBJECT TO CONDITIONS PRECEDENT

3.1      In this clause:

         3.1.1    the performance criteria means:

<PAGE>

                  (a)      Within   twelve  (12)  weeks  of  the  date  of  this
                           Agreement,   the   Company   demonstrating   to   the
                           reasonable  satisfaction of Timbermans  Group that it
                           has:
                           (i)      made  significant  progress  toward securing
                                    the funds required to complete  construction
                                    of the Mill; and
                           (ii)     engaged a  suitable  consultant  or  similar
                                    individual   capable  of   undertaking   and
                                    completing    any    environmental    impact
                                    assessment  process  that may be required to
                                    obtain the Approvals.

                 (b)       Within six (6) months of the date of this Agreement,
                           the Company demonstrating to the reasonable
                           satisfaction of Timbermans Group that it has:
                           (i)      secured  access  to the  funds  required  to
                                    complete construction of the Mill
                           (ii)     identified  and  secured  access to the Mill
                                    site;
                           (iii)    identified the  infrastructure  requirements
                                    for the Mill. Specifically this must include
                                    information  concerning  road  access to the
                                    Mill site,  the  availability  of sufficient
                                    water and power to the Mill site to  operate
                                    the Mill  and the  provision  of other  site
                                    services  to the Mill site  including  sewer
                                    and       effluent        disposal       and
                                    telecommunications.

                  (c)      Within nine (9) months of the date of this Agreement,
                           the Company:
                           (i)      providing  Timbermans  Group  with  the Mill
                                    design and
                           (ii)     demonstrating to the reasonable satisfaction
                                    of  Timbermans  Group that it has  entered a
                                    Heads-of-Agreement    or   similar   written
                                    agreement   with   the   New   South   Wales
                                    Government  and/or  relevant  Local  Council
                                    defining the role of Government and/or Local
                                    Government   in  the   provision   of   site
                                    services.

                  (d)      Within  twelve  (12)  months  of  the  date  of  this
                           Agreement,  the Company  demonstrating  to Timbermans
                           Group'  reasonable  satisfaction  that it has engaged
                           the builders necessary to construct Mill.

                  (e)      Within  fifteen  (15)  months  of the  date  of  this
                           Agreement,   the   Company   demonstrating   to   the
                           reasonable  satisfaction of Timbermans  Group that it
                           has  obtained  the   Approvals  or  will  obtain  the
                           Approvals within a further 3 months.

                  (f)      Within  eighteen  (18)  months  of the  date  of this
                           Agreement,   the   Company   demonstrating   to   the
                           reasonable satisfaction of Timbermans Group that:
                           (i)      earthworks  required to  construct  the Mill
                                    have commenced; and
                           (ii)     the  Approvals  have been  obtained (if they
                                    were not  obtained  within  15 months of the
                                    date of this Agreement).

                  (g)      Within  twenty-one  months (21) months of the date of
                           this  Agreement,  the  Company  demonstrating  to the
                           reasonable  satisfaction  of  Timbermans  Group  that
                           earthworks   required  to  construct   the  Mill  are
                           completed.

<PAGE>

                  (h)      Within  twenty  four (24)  months of the date of this
                           Agreement,  the Company  demonstrating  to Timbermans
                           Group' reasonable  satisfaction that major components
                           of  the  Mill  have  been   constructed  to  a  stage
                           necessary  to  ensure  the Mill  will be  constructed
                           before  the  expiration  of thirty  six  months  (36)
                           months from the date of this Agreement; and

                  (i)      Within  thirty six months  (36) months of the date of
                           this Agreement, the Company has:
                           (i)      constructed  the Mill to the stage  where it
                                    capable  of  processing   80,000  tonnes  of
                                    Timber into sawn timber per annum;
                           (ii)     a  proprietary  interest in the  constructed
                                    Mill; and
                           (iii)    certified the  occurrence of the matters set
                                    out in  clause  3.1.1(l)  (i)  and  (ii)  in
                                    writing to Timbermans Group.

                  (j)      Within  28  days  of  a  request  in   writing   from
                           Timbermans   Group,  the  Company   demonstrating  to
                           Timbermans  Group'  reasonable  satisfaction  that it
                           continues  to  have  secured   access  to  the  funds
                           required  to  complete   construction   of  the  Mill
                           provided  that  Timbermans  Group may not make such a
                           request  before the  expiration  of 9 months from the
                           date  of  this   Agreement   and  may  not  make  any
                           subsequent  request  within  12 weeks  of an  earlier
                           request.

         3.1.2    a reference to the Company  having a  proprietary  interest in
                  the Mill  means the  Company or its  wholly  owned  subsidiary
                  either:

                  (a)      owns the Mill; or

                  (b)      has more than 50 percent of the shares with the right
                           to vote in general meeting of the  corporation  which
                           owns the Mill.

         3.1.3    For the purposes of clauses 3.1.1(c)(i),  (e)(i), and (j) (and
                  without  limiting  the  matters  required  to  demonstrate  to
                  Timbermans  Group  reasonable  satisfaction in accordance with
                  those clauses) in  demonstrating  to Timbermans Group that the
                  Company has secured  access to the relevant  funds the Company
                  must  establish to Timbermans  Group  reasonable  satisfaction
                  that the Company has obtained all financial accommodations and
                  entered into all  financial  arrangements  necessary to ensure
                  the  Company  will have  access to the funds when they will be
                  required to be applied in the construction of the Mill. Such a
                  demonstration  may at the request of Timbermans  Group involve
                  any relevant financing organisation verifying the availability
                  of relevant funds and the conditions attaching to the relevant
                  financial accommodation.

<PAGE>

         3.2      The  Relevant  Provisions  will only take  effect when all the
                  performance criteria have been completed.

         3.3      This  Agreement  will  terminate  if any  of  the  performance
                  criteria  identified  in clause  3.1.1(a) or (g) have not been
                  completed within the time for completion.

         3.4      Subject to clause 3.3 if:

                  3.4.1    the   Company   fails  to  comply  with  any  of  the
                           performance criteria; or
                  3.4.2    any  of  the  performance   criteria  have  not  been
                  completed within the timeframe specified for its completion;
                  Timbermans Group may treat the failure or non completion as a
                  material breach of this Agreement for the purposes of clause
                  31.1.

         3.5      The Company  must each March,  June,  September  and  December
                  prior to the  Commencement  Date,  if requested by  Timbermans
                  Group,  make  available its senior  officers for meetings with
                  Timbermans  Group to  discuss  and  provide  a  report  on its
                  progress  in  complying  with the  performance  criteria.  The
                  report may at Timbermans  Group option be verbal or in writing
                  or both.

4.     COMMENCEMENT AND DURATION OF AGREEMENT

       This  Agreement  will take  effect  from the date of this  Agreement  and
       operate until the  expiration of twenty (20) years from the  Commencement
       Date  unless  extended  or  sooner  terminated  in  accordance  with this
       Agreement.

5.3      If:

         5.3.1    by reason of default on the part of Timbermans Group no Timber
                  is supplied to the Company under this Agreement; or

         5.3.2    this  Agreement is terminated by Timbermans  Group pursuant to
                  clauses 3.4 and 31.1 and the  Company's was prevented by Force
                  Majeure from:

                  (a)      complying  with  the  performance  criteria  the  non
                           compliance of which  Timbermans  Group treated as the
                           material  breach for the purposes of the  termination
                           under clause 31.1; or
                  (b)      completing  performance criteria within the timeframe
                           specified for its  completion  the non  completion of
                           which Timbermans Group treated as the material breach
                           for the  purposes  of the  termination  under  clause
                           31.1;

                  and
                  (c)      the Force  Majeure was not caused by any unlawful act
                           or omission on the part of the Company;
                  (d)      the Company had taken all  reasonable or  practicable
                           precautions to prevent the Force Majeure; and
                  (e)      the Company  made all  reasonable  efforts to contain
                           the effect of the Force Majeure; and
                  (f)      the  Company   informed   Timbermans   Group  of  the
                           existence of the Force  Majeure  prior to  Timbermans
                           Group terminating the Agreement; or

         5.3.3    prior the  completion of the Mill a Force Majeure event occurs
                  which  would  prevent   Timbermans  Group  from  substantially
                  complying  with its  obligations  under this  Agreement  for a
                  period in excess of 12 months at any time  during  the Term if
                  the Mill was completed in accordance with this Agreement;
         then Timbermans Group must refund any Premium paid on written demand by
         the Company.

<PAGE>

6.     BASE QUANTITY

6.1      Subject to clause 6.2 the Base Quantity for a Year means:

         6.1.1    for the remainder of the Year in which the  Commencement  Date
                  falls  (`Period  A'), the Base Quantity will be at the rate of
                  6,700 tonnes per month for each full calendar  month in Period
                  A;
         6.1.2    for the first Year following  Period A, the Base Quantity will
                  be 80,000 tonnes per annum;
         6.1.3    for second Year following  Period A, the Base Quantity will be
                  145,000 tonnes per annum; and
         6.1.4    for each Year of the Term thereafter the Base Quantity will be
                  240,000 tonnes per annum

6.2      If for reasons other than Force Majeure or default by Timbermans Group,
         the  Company  takes less than the Base  Quantity  in any 2  consecutive
         Years, Timbermans Group may by written notice to the Company reduce the
         Base Quantity to a quantity that is not less than the Yearly average of
         the quantity of Timber taken by the Company in those two Years.

7.       ADDITIONAL SUPPLIES

7.1      Timbermans Group must notify the Company of any Additional Resource and
         ensure the Company has an  opportunity  to  participate on an equitable
         basis in the process  determined  by  Timbermans  Group to allocate the
         Additional  Resource.  Additional  Supplies will be supplied at a price
         and on terms to be agreed between the parties.

8.       MARGINAL QUANTITY

8.1      Until the  expiration  of the  first  three  (3) full  Years  after the
         Commencement Date the Marginal Quantity is zero (0) tonnes per Year.

8.2      Subject to clauses 8.1 and 8.3 the Marginal  Quantity is 80,000  tonnes
         of Timber per Year.

8.3      For each Year of the 5 Year  period  after a Review  Date the  Marginal
         Quantity shall be the lesser of:

         8.3.1    80,000 tonnes; or

         8.3.2    the annual average  quantity of Timber taken by the Company in
                  excess of the Base Quantity in each of the 5 Years previous to
                  the Review Date.

8.4      For the purposes of this clause 8:

         8.4.1    Review  Dates  means  1 July  of Year 10 and 1 July of Year 15
                  where: Year 10 means the tenth full Year after the Year of the
                  Commencement  Date;  and
                  Year 15 means the  fifteenth  full Year  after the Year of the
                  Commencement Date;
         8.4.2    The  Company  will be deemed  to have  taken  Timber  which it
                  failed to take solely by reason of Timbermans  Group'  failure
                  to supply it.

8.5      Timbermans  Group must  advise the  Company in writing  within 2 months
         after a Review Date of its calculation of any amended Marginal Quantity
         it proposes to implement for the purposes of this Agreement.

8.6      Subject  always to:

<PAGE>

         8.6.1    Timbermans  Group not having allocated the forfeited Timber to
                  another purpose;
         8.6.2    the  forfeited  Timber  being  in  Timbermans  Group'  opinion
                  otherwise available; and
         8.6.3    the Company  demonstrating to Timbermans  Group'  satisfaction
                  that it will take the  reinstated  Marginal  Quantity  for the
                  balance of the Term;
         Timbermans Group must give reasonable consideration to a request by the
         Company  for the  reinstatement  of the  Marginal  Quantity  reduced in
         accordance with clause 8.3.

9.     SHORTFALL MANAGEMENT

9.1      The Company must advise Timbermans Group in writing of any intention to
         take less than the Annual Supply in any Year  (specifying  the quantity
         it proposes to take) as soon as  practicable  and in any event prior to
         that Year to allow it to be incorporated  into the Annual Delivery Plan
         for that Year.

9.2      If the Company varies its intention  advised in accordance  with clause
         9.1 the Company must give  written  notice to  Timbermans  Group of the
         variation  as soon as  practicable  and in any  event no later  than 31
         March of the Year to which the notice applies.

9.3      If, for any reason  other than the  default of  Timbermans  Group,  the
         Company takes less than the Base Quantity in any Year, the Company will
         pay to  Timbermans  Group an amount  equivalent to 80% of the Delivered
         Prices payable on the quantity of Timber being the  difference  between
         the Base Quantity and the Timber taken by the Company in that Year. The
         Delivered  Price  payable  per  tonne  on that  difference  will be the
         average  Delivered Price paid by the Company in that Year calculated by
         dividing  the total  amount paid or payable for the Timber taken by the
         quantity taken by the Company in that Year.

9.4      If, in the Year  following a Year in which the  Company  took less than
         the Base Quantity (`the following  Year'),  the Company takes more than
         the Base Quantity (`excess Timber'),  the amount payable for the excess
         Timber in the following  Year will be reduced by up to  four-fifths  of
         the amount paid under clause 9.3.

9.5      The parties acknowledge that the Company's  obligation to pay one-fifth
         of the liquidated  damages under clause 9.3 which may not be reimbursed
         in accordance  with clause 9.4 has been  inserted in this  Agreement to
         offset a reciprocal  liability Timbermans Group may have under Contract
         Harvesting Agreements.  Timbermans Group will use reasonable endeavours
         to limit its said  reciprocal  liability  under the  relevant  Contract
         Harvesting  Agreements  as a result of the  Company's  failure  to take
         Timber  under  this  Agreement.  Despite  clause  9.3 the amount of the
         Company's  liability  in respect  of the  one-fifth  of the  liquidated
         damages may not exceed the reciprocal  liability  Timbermans  Group has
         under the relevant Contract Harvesting Agreements for the same relevant
         Year.  If the  Company  makes  payment in  accordance  with  clause 9.3
         Timbermans Group must as soon as practicable  ascertain  whether it has
         any such reciprocal liability and within 30 days of so ascertaining:

         9.5.1    refund to the Company the difference if any between  one-fifth
                  of the amount paid under clause 9.3 and the actual  reciprocal
                  liability  Timbermans  Group has under the  relevant  Contract
                  Harvesting Agreements for the same relevant Year; and
         9.5.2    provide the Company with evidence of its reciprocal liability.

9.6.     Any sum payable by the Company under clause 9.3:

         9.6.1    must be paid before 31 August in the Year  following  the Year
                  in which the liability arose;
         9.6.2    is payable as pre-estimated and liquidated  damages and not as
                  a penalty.

<PAGE>

9.7      If for  reasons  other  than  Force  Majeure  or default on the part of
         Timbermans  Group,  the Company fails to purchase  Timber of a quantity
         equal to or greater than:

         9.7.1    60% of the Annual Supply for 2 consecutive Years; or
         9.7.2    50% of the Annual Supply in any Year,

         Timbermans Group:

         9.7.3    must enter into  discussions  with the Company for a period of
                  not less than 45 days to determine the reasons for the failure
                  and, if appropriate, any measures that may be taken to prevent
                  a repeat occurrence; and
         9.7.4    may, at the  conclusion of the  discussion  period,  if acting
                  reasonably  it forms  the view that the  Company  is unable or
                  unlikely to substantially perform their obligations under this
                  Agreement,

         terminate this Agreement.

10.    METHOD OF SUPPLY

10.1     Commencing  on  the  Commencement  Date,  Timbermans  Group  will  make
         available the Annual  Supply for each Year by delivering  the Timber to
         the Mill.

10.2     For the purposes of its  compliance  with its  obligations  to make the
         Annual Supply  available to the Company in any Year,  Timbermans  Group
         will be deemed to have made  available  that quantity which it is ready
         willing  and  able to  deliver  and not any  lesser  quantity  which it
         actually makes available at the request of the Company.

10.3     Subject  always to the  parties  being able to reach  agreement  on the
         conditions which would apply,  Timbermans Group may make part or all of
         the Annual Supply  available to the Company by issuing it with licences
         under the Act  enabling the Company to harvest and haul Timber from the
         Area of Supply.  Where the Company harvests and hauls Timber under this
         clause 10.3,  the Company must comply with  conditions  of the licences
         issued to it under the Act.

11.      ANNUAL DELIVERY PLAN

11.1     The Annual Delivery Plan:

         11.1.1   must be based on the  Annual  Supply,  or  other  such  lesser
                  quantity advised by the Company in accordance with clause 9.1;
         11.1.2   must set out  indicative  information  regarding  the  Monthly
                  Quantities during the Year to which it applies;
         11.1.3   must make provision for stockpiling by the Company at the Mill
                  to  make  provision  for  wet  weather   preventing   Contract
                  Harvesting of Timber by Timbermans Group.

11.2     Timbermans Group and the Company must as soon as practicable  after the
         date of this  Agreement,  confer and  negotiate  in good faith to reach
         agreement on an Annual  Delivery  Plan for the  remainder of Year after
         the  Commencement  Date. In default of agreement,  the Annual  Delivery
         Plan will be  determined by  Timbermans  Group in  accordance  with the
         matters  referred to in clause 11.1 and otherwise  providing for Timber
         to be delivered in approximately equal monthly volumes.

11.3     Not later than 30 April in each Year,  Timbermans Group and the Company
         must confer and negotiate in good faith to reach agreement on an Annual
         Delivery  Plan for the following  Year.  In default of  agreement,  the
         Annual  Delivery  Plan  will  be  determined  by  Timbermans  Group  in
         accordance  with the matters  referred to in clause 11.1 and  otherwise
         providing  for Timber to be delivered in  approximately  equal  monthly
         volumes.

<PAGE>

11.4     If in accordance  with clause 11.2 the Company  advises State Forest of
         an intention to take less Timber than previously advised which requires
         an  amendment of the Annual  Delivery  Plan,  Timbermans  Group and the
         Company must confer and  negotiate in good faith to reach  agreement on
         an amended Annual Delivery Plan.

12.    MONTHLY DELIVERY SCHEDULES

12.1     The Monthly Delivery Schedule:

         12.1.1   must be based on, but not bound to, the indicative information
                  in the Annual Delivery Plan for the month to which it applies;
         12.1.2   must  state  the  Monthly  Quantity  for the month to which it
                  applies;
         12.1.3   must take into  account the need for the Company to  stockpile
                  Timber  at  the  Mill  to  make   provision  for  wet  weather
                  preventing Contract Harvesting,  while recognising the need to
                  maintain log quality;
         12.1.4   must include any special delivery requirements the Company may
                  have for that month, as agreed between the parties.

12.2     No later than seven (7) days prior to the commencement of each calendar
         month the  parties  must  confer and  negotiate  in good faith to reach
         agreement on a Monthly Delivery  Schedule for that month. In default of
         agreement,   the  Monthly  Delivery  Schedule  will  be  determined  by
         Timbermans  Group in accordance with the matters  referred to in clause
         12.1 and otherwise providing for a Monthly Quantity approximately equal
         to 9% (for the months of February to  November  inclusive)  and 5% (for
         the months of December and January inclusive) of the quantity of Timber
         to be  delivered  in the relevant  Year in  accordance  with the Annual
         Delivery  Plan.  Timbermans  Group must  provide the  Company  with the
         Monthly  Delivery  Schedule  determined  by it not  less  than  two (2)
         Business  Days  prior  to the  commencement  of the  month  to which it
         applies.  Any  determination  by  Timbermans  Group must,  as far as is
         reasonably   practicable,   take  into   account  the  current   market
         requirements  of the  Company  but  otherwise  provide  for the Monthly
         Quantity to be delivered in approximately equal weekly quantities apart
         from periods of shut down in the Mill.

12.3     If either party wishes to vary a Monthly  Delivery  Schedule during the
         month to which it  applies,  the party must notify the other as soon as
         practicable  and the  parties  must  negotiate  in good  faith to reach
         agreement  on an  amended  Monthly  Delivery  Schedule.  In  default of
         agreement the original Monthly Delivery Schedule shall apply.

13.    AMENDING OF ANNUAL DELIVERY PLAN OR MONTHLY DELIVERY SCHEDULE

13.1     Where any timber in the Area of Supply has been damaged or destroyed by
         fire,  disease or other natural cause or access to the timber  intended
         to supply the Annual  Supply is otherwise  prevented by Force  Majeure,
         Timbermans  Group  may,  after  consultation  and  agreement  with  the
         Company, amend any Annual Delivery Plan or Monthly Delivery Schedule as
         it deems necessary to facilitate Salvage operations or to adjust to the
         unavailability of timber.

13.2     Subject always to
         13.2.1   the  Company's  right to refuse to accept  delivery  of timber
                  which does not conform to the Specifications or to take Timber
                  in excess of the Annual Supply; and

<PAGE>

         13.2.2   Delivered  Prices for the Timber  involved taking into account
                  any  additional  costs that the  Company  can  demonstrate  to
                  Timbermans Group' reasonable  satisfaction will be incurred by
                  the Company in processing  the Timber  through the Mill solely
                  by reason of it being  harvested  in Salvage  operations;

         the Company must cooperate in Timbermans Group' efforts to sell Timber
         arising from Salvage operations.

14.    DELIVERY

14.1     The Company  must accept  Timber  delivered  to the Mill by  Timbermans
         Group:
         14.1.1   substantially   in  accordance   with  the  Monthly   Delivery
                  Schedule; and,
         14.1.2   during the delivery hours in clause 14.2.

14.2     The delivery  hours on Business Days are between 0700 and 2300 hours or
         as otherwise agreed by the parties, (`specified hours'). Delivery hours
         on weekends, public holidays and on Business Days outside the specified
         hours  are  to be by  arrangement  between  Timbermans  Group  and  the
         Company.

14.3     The Company  must use all  reasonable  endeavours  to unload log trucks
         within 20 minutes of their arrival at the Delivery Site.

14.4     The Company must ensure that all unloading  operations are performed in
         a safe manner in accordance with the NSW Occupational Health and Safety
         Act and any other code issued by NSW WorkCover or other relevant agency
         which replaces or exercises the functions carried out by NSW WorkCover.

14.5     Timbermans Group must ensure that all truck drivers  delivering  Timber
         to the Mill undertake site induction  training  provided by the Company
         at the  Company's  expense.  Nothing in this clause 14.5  requires  the
         Company to pay any money to the truck drivers or their employers.

15.    SPECIFICATIONS

15.1     The Company will accept any timber which,  when  delivered to the Mill,
         conforms to the Specifications.

15.2     Timber  will be  deemed  to  conform  to the  Specifications  once  the
         delivery docket has been signed by the Company and the Company does not
         object under clause 15.3 to its failure to meet the Specifications.

15.3     If the Company  disputes  that timber  delivered  by  Timbermans  Group
         conforms  to the  Specifications,  the Company  will advise  Timbermans
         Group of the  dispute  within  three  Business  Days of delivery of the
         timber and set the timber aside for  inspection and  adjudication  by a
         suitably qualified Timbermans Group officer.

15.4     Timbermans  Group must arrange for the inspection and  adjudication  of
         disputed  timber  within three  business  days after  receipt of advice
         referred to in clause 15.3.

15.5     Subject to clause 15.7 the Company must accept the determination of the
         suitably  qualified  Timbermans Group officer regarding disputed timber
         as final and binding.

15.6     If a Timbermans Group Officer  determines that disputed timber fails to
         meet the Specifications:

         15.6.1   Timbermans  Group may arrange for the timber to be  reserviced
                  so that it complies with the Specifications; or

<PAGE>

         15.6.2   the  Company  may,  at its sole  discretion,  elect to  accept
                  delivery  of the  timber  on terms and  conditions  (including
                  price) to be agreed between the parties and in such a case the
                  disputed  timber will be deemed to be Timber made available to
                  the Company as part of the Annual Supply; or
         15.6.3   if,  for any  reason,  the  Company  does not  elect to accept
                  delivery  of the  timber,  Timbermans  Group  must  remove the
                  timber  from  the  Mill  within  7 days at  Timbermans  Group'
                  expense

15.7     If  the  Company  disputes  a  determination  by a  suitably  qualified
         Timbermans  Group officer,  the Company may appeal to Timbermans  Group
         General   Manager   Marketing   within   two   Business   Days  of  the
         determination.  The Company must accept the determination of Timbermans
         Group  General  Manager  Marketing  or his nominee  regarding  disputed
         timber as final and binding.

15.8     Timbermans  Group recognises the importance of the size and consistency
         of the delivered log mix to the operation of the Mill. The Company also
         recognises the  difficulties  associated with supplying a delivered log
         mix that  does not vary to  reflect  the  inherent  variability  of the
         forest.   Subject  always  to  Timbermans  Group'  sole  discretion  to
         determine  from  time  to  time  the  location  and  type  of  Contract
         Harvesting  operations necessary to supply Timber under this Agreement,
         in accordance with Timbermans Group' opinion of good forest management,
         and the  limitations  that flow from the  exercise of that  discretion,
         Timbermans  Group will use reasonable  endeavours to meet the following
         log length mix in the Annual Supply summarised below:

         ------------------------------------------
          Nominal Log Lengths     Target % of
          Lengths (m)             volume delivered
         ------------------------------------------
               3.6 - 4.2               10
         ------------------------------------------
                  4.8                  30
         ------------------------------------------
               5.4 - 6.0               60
         ------------------------------------------

16.    TITLE AND RISK

16.1     Ownership of the Timber  comprising  the Annual Supply will pass to the
         Company on payment for the Timber by the Company to Timbermans Group.

16.2     The risks of ownership of the Timber  forming part of the Annual Supply
         will pass to the Company once the Timber has been delivered to the Mill
         and the delivery docket has been signed.

17.    DELIVERED PRICES

17.1     The prices payable by the Company for Timber delivered to it under this
         Agreement will be the Delivered Prices.

17.2     The  Delivered  Prices for Timber at the date of this  Agreement are as
         specified in Schedule 3.

17.3     The parties  acknowledge the Delivered Prices assume that Timber may be
         delivered  during  the  delivery  hours  in  clause  14.2  and that any
         reduction in the delivery  hours may result in an increase in the costs
         of delivery.

18.    DELIVERED PRICE REVIEW

<PAGE>

18.1     The Delivered Prices  applicable at the Commencement  Date shall be the
         Delivered Prices at the date of this Agreement varied by the percentage
         determined by Timbermans  Group by applying the Delivered  Price Review
         Mechanism.

18.2     The  Delivered   Prices  for  each  Half  Year   occurring   after  the
         Commencement  Date shall be the Delivered  Prices for the previous Half
         Year  varied  by the  percentage  determined  by  Timbermans  Group  by
         applying the Delivered Price Review Mechanism.

18.3     As soon as  practicable  after the  Commencement  Date and the start of
         each Half Year  thereafter  Timbermans  Group must apply the  Delivered
         Price Review Mechanism to determine the Delivered Prices to apply until
         the next Half Year.  Timbermans  Group must  provide the  Company  with
         details of its application of the Delivered Price Review  Mechanism and
         the Delivered Prices so determined shall be applied  retrospectively to
         the Commencement Date or the start of the Half Year as the case may be.

18.4     The parties must review the Delivered  Prices and the  Delivered  Price
         Review  Mechanism  on or before  the  anniversary  of 5 years  from the
         Commencement  Date and before the expiration of each  subsequent 5 Year
         period and negotiate in good faith to reach agreement on whether to:

         18.4.1   amend the Delivered Prices;
         18.4.2   amend the Delivered Price Review Mechanism by:
                  (a)      adding,   deleting   or  varying   any  Cost   Items,
                           indicators, indicator rates or weightings; or
                  (b)      by replacement  with a new mechanism for  calculating
                           annual shifts in the market value of Timber delivered
                           at the Mill; or
         18.4.3   do any combination of (a) or (b) above,

                  and in  default of  agreement  (and  subject  to clause  18.5)
                  Timbermans Group may:

         18.4.4   determine whether any amendment or replacement is necessary;
         18.4.5   may make such any  amendment  or  replacement  or both,  as it
                  considers necessary; and
         18.4.6   implement its determination in relation to Delivered Prices to
                  apply in the Year following the Year of the review.

18.5     Any  agreement  or  determination  under  clause  18.4  must  meet  the
         requirements that:

         18.5.1   the Delivered  Prices are fair,  reasonable and competitive in
                  comparison  to  current  market  prices  for Timber (or timber
                  types similar or comparable to Timber) harvested and hauled in
                  similar or comparable quantities, quality, distances and other
                  circumstances to those which apply under this Agreement; and
         18.5.2   the  Delivered  Price  Review  Mechanism  provides  a fair and
                  reasonable  mechanism  for  calculating  shifts in the  market
                  value of Timber delivered at the Mill.

18.6     If:

         18.6.1   an  exceptional  change  occurs  in the  Indicator  Rate of an
                  Indicator; or
         18.6.2   a factor which is not then  included as an Indicator or a Cost
                  Item becomes  apparent which may have a significant  effect on
                  the market value of Timber delivered to the Mill;
         a party may request a review of the  Delivered  Price Review  Mechanism
         and the parties  must  negotiate  in good faith to reach  agreement  on
         whether  to amend the  Delivered  Price  Review  Mechanism  by  adding,
         deleting  or  varying  any Cost Item,  Indicator,  Indicator  Rate,  or
         Indicator  Weighting and in default of agreement (and subject to clause
         18.7) Timbermans Group may:

<PAGE>

         18.6.3   determine whether any amendment is necessary;
         18.6.4   make such any amendment as it considers necessary; and
         18.6.5   implement its determination in relation to Delivered Prices to
                  apply in the Year following the Year of the review.

18.7     Any  agreement  or  determination  under  clause  18.6  must  meet  the
         requirement that the Delivered Price Review  Mechanism  provides a fair
         and reasonably  mechanism for calculating shifts in the market value of
         Timber delivered at the Mill.

19.    INFORMATION

19.1     The Company must throughout the Term maintain and keep all accounts and
         other written information relating to its sales of Products relevant to
         the  review of the  Delivered  Prices  or the  Delivered  Price  Review
         Mechanism  under clause 16 together  with all  documentation  which may
         verify the accuracy of such information.

19.2     Timbermans  Group may request  information from the Company relating to
         its sales of products relevant to the review of Delivered Prices or the
         Delivered Price Review Mechanism including any documentation  verifying
         the accuracy of such information.

19.3     The Company must promptly  provide the  information,  on a confidential
         basis, to Timbermans Group.

19.4     If  requested  by  Timbermans  Group,  the Company  must  provide to an
         independent  auditor  engaged by  Timbermans  Group full  access to all
         accounts and papers and full  information and assistance  necessary for
         the  auditor to examine  and verify any  information  which  Timbermans
         Group may request under clause 19.2 or is provided by the Company under
         that clause.

19.5     Timbermans Group must advise the Company in writing of any variation to
         Delivered  Prices or the  Delivered  Price Review  Mechanism as soon as
         practicable after the variation is agreed or determined.

20.    GOODS AND SERVICES TAX

20.1     Delivered Prices and any other  consideration for supplies specified in
         this Agreement do not, subject to the operation of this clause, include
         any amount in respect of GST unless provided otherwise.

20.2     The GST may be imposed  on the  Delivered  Price for  Timber  delivered
         under this Agreement.

20.3     If GST is or will be imposed on a supply made under this Agreement, the
         supplier may:
         20.3.1   increase the consideration  otherwise provided for that supply
                  under this Agreement by the amount of that GST; or
         20.3.2   otherwise recover from the recipient the amount of that GST.

20.4     The supplier must ensure that any invoice  issued under this  agreement
         in respect of a taxable  supply is a Tax Invoice or Adjustment  Note as
         appropriate  or, if no invoice  is to be  otherwise  issued  under this
         Agreement,  must issue a Tax Invoice or Adjustment  Note as appropriate
         within 7 days of GST being imposed on a taxable  supply made under this
         Agreement.  Notwithstanding  any other  provision of this Agreement the
         payment of any amount by the  recipient in respect of a taxable  supply
         is subject to the issuing of the  relevant  Tax  Invoice or  Adjustment
         Note to the recipient.

<PAGE>

20.5     Costs  required to be reimbursed or  indemnified  under this  Agreement
         must  exclude  any amount in respect of GST  included  in the costs for
         which an entitlement  arises to claim an input tax credit provided that
         the reimbursement or  indemnification  does not amount to consideration
         for a taxable supply.

20.6     If the consideration for a supply under this Agreement is calculated by
         reference  to  the  consideration  or  value  of  other  supplies,   in
         performing that calculation, the consideration or value for those other
         supplies  excludes  any  amount  in  respect  of GST  payable  on those
         supplies.

20.7     In the calculation of Delivered Prices by reference to movements in any
         index, such as the Consumer Price Index:
         20.7.1   any increase in the index  attributable to the introduction or
                  increase  in the  rate of GST  published  by the  Commonwealth
                  Statistician or similar government body is to be excluded from
                  the index for the purposes of adjusting the consideration;
         20.7.2   if the  Commonwealth  Statistician or similar  government body
                  does not publish the increase in the index attributable to the
                  introduction or increase in the rate of GST,  Timbermans Group
                  or the Company may request the president for the time being of
                  the  Institute  of  Chartered  Accountants  in Australia or an
                  officer of another Australian professional  association agreed
                  by  Timbermans  Group and the  Company  to appoint a person to
                  decide  the  increase  in  the  index   attributable   to  the
                  introduction  or increase in the rate of GST for the  purposes
                  of this clause;
         20.7.3   the  person  appointed  will  act  as an  expert  and  not  an
                  arbitrator;
         20.7.4   the expert's decision is final and binding on the parties; and
         20.7.5   Timbermans Group and the Company must each pay one half of the
                  expert's fee (including expenses) in relation to the decision.

20.8     In this clause:
         20.8.1   Adjustment Note includes any document or record treated by the
                  Commissioner  of Taxation as an adjustment note or as enabling
                  the  claiming of an input tax credit for which an  entitlement
                  otherwise arises;
         20.8.2   GST includes any replacement or subsequent similar tax;
         20.8.3   GST Act means A New Tax System  (Goods and  Services  Tax) Act
                  1999 (Cth);
         20.8.4   New Tax System  changes  has the same  meaning as in the Trade
                  Practices Act 1974 (Cth); and
         20.8.5   Tax Invoice  includes  any  document or record  treated by the
                  Commissioner  of Taxation as a tax invoice or as enabling  the
                  claiming  of an input  tax  credit  for  which an  entitlement
                  otherwise arises.
         20.8.6   Terms  defined  in the GST Act have the same  meaning  in this
                  clause unless provided otherwise.

21.    PAYMENT

         21.1     Timbermans  Group will issue  monthly  invoices for the Timber
                  delivered to the Company.

         21.2     The Company  must pay any amounts  owing to  Timbermans  Group
                  under an  invoice  within  28 days of the end of month  during
                  which the Timber referred to in the invoice was supplied.

<PAGE>

         21.3     If the  Company  fails to pay an  invoice  on the due date for
                  payment of that  invoice,  Timbermans  Group may  suspend  the
                  Company's  right to obtain Timber under this  Agreement  until
                  payment is made.

         21.4     If the Company does not accept delivery of Timber harvested in
                  accordance  with  the  Monthly  Delivery  Schedule  or  agreed
                  changes to the Monthly Delivery Schedule, Timbermans Group may
                  estimate  the  quantity of that Timber and issue an invoice to
                  the Company  within 30 days of that Timber being  harvested as
                  if the  estimated  quantity had been  accepted by the Company.
                  Any such  invoice  will be deemed to be an invoice  for Timber
                  delivered  to the Company and the  provisions  of clauses 21.2
                  and 21.3 will apply to it. The invoice will be accepted by the
                  Company as  pre-estimated  and  liquidated  damages  and not a
                  penalty.

         21.5     Where the Company pays an invoice issued under clause 21.4 and
                  the relevant Timber are subsequently  accepted by the Company,
                  Timbermans Group will adjust its invoices to take into account
                  the previous payment.

22.    MEASUREMENT

         22.1     The Timber  delivered by Timbermans  Group to the Mill must be
                  measured as provided  under the Code of Procedure to be agreed
                  between the parties.  The Code of  Procedure  must provide for
                  the  measurement  of the weight,  diameter class and volume of
                  Timber  delivered to Mill by  weighbridge  and  electronic log
                  scanning.  The Code of Procedure  may be amended by Timbermans
                  Group  from  time to time as may be  considered  necessary  by
                  Timbermans  Group,  acting  reasonably.  Timbermans Group will
                  consult with and take into account any comments of the Company
                  before any amendments are effected or implemented.

         22.2     For the purpose of weight measurement for accounting  purposes
                  the Company  must install a  weighbridge  at the Mill which is
                  suitable  for  weighing  25 metre B double  trucks in a single
                  weigh.

         22.3     The Company must provide an electronic log scanning  measuring
                  system to measure  the  number of logs and volume by  diameter
                  class of  Timber  delivered  by  Timbermans  Group to the Mill
                  which is acceptable to Timbermans Group and which will provide
                  computerised output and electronic data transfer  capabilities
                  which are acceptable to Timbermans Group.

         22.4     The Company must maintain and verify the  weighbridge  and the
                  electronic  log scanning  measuring  system as required by the
                  manufacturer's specifications and otherwise in accordance with
                  the Code of Procedure.  Timbermans Group may from time to time
                  undertake an  independent  verification  of the  operation and
                  accuracy  of  the   weighbridge  or  electronic  log  scanning
                  measuring system at its sole cost.

         22.5     The information  produced by the weighbridge or electronic log
                  scanning  measuring  system referred to in this clause 22 must
                  be in any format  reasonably  requested by Timbermans Group in
                  order to facilitate  the efficient  preparation  by Timbermans
                  Group of sales accounts and contractor payments providing that
                  compliance  with  Timbermans  Group request does not impose an
                  unreasonable cost burden on the Company.

23.    COMPANY'S OBLIGATIONS

<PAGE>

         23.1     The Company will maintain sufficient log stocks at the Mill to
                  allow  the Mill to  continue  operating  in  difficult  supply
                  conditions  or where  delivery  is  restricted  due to adverse
                  weather conditions,  within the constraints of maintaining log
                  quality.

         23.2     The Company must comply with:
         23.2.1   the provisions of the Act; and
         23.2.2   the Code of Procedure.

24.    TIMBERMANS GROUP OBLIGATIONS

         24.1     Timbermans Group will use its best endeavours to supply Timber
                  substantially  in accordance with the Annual Delivery Plan and
                  Monthly Delivery Schedules.

         24.2     Nothing  in  clause  24.1  detracts  from   Timbermans   Group
                  obligations under clause 2.1.

25.    INDEMNITY AND INSURANCE

         25.1     The Company indemnifies  Timbermans Group against all actions,
                  proceedings,  claims,  demands  and  expenses by any person in
                  respect of or arising out of the negligent  performance by the
                  Company of its obligations under this Agreement.

         25.2     Timbermans Group  indemnifies the Company against all actions,
                  proceedings,  claims,  demands  and  expenses by any person in
                  respect  of or arising  out of the  negligent  performance  by
                  Timbermans Group of its obligations under this Agreement.

         25.3     The  Company  will  take  out and  maintain  Public  Liability
                  Insurance  with a  reputable  insurance  company  approved  by
                  Timbermans  Group and under a policy  approved  by  Timbermans
                  Group in an  amount  not less  than $10  million  for each and
                  every  occurrence and not limited in the aggregate for any one
                  period of claim.

         25.4     Timbermans Group will maintain Public  Liability  Insurance to
                  cover public liability under this Agreement.

26.    SALE OF TIMBER TO OTHER PERSONS

         26.1     Subject to its  obligations  under this  Agreement  Timbermans
                  Group reserves the right to and may:
         26.1.1   supply timber,  products and forest materials from the Area of
                  Supply;
         26.1.2   issue licences to obtain timber,  products or forest materials
                  within the Area of Supply;
         26.1.3   sell part or all of the Annual Supply not taken or proposed to
                  not be taken by the Company in any Year; or,
         26.1.4   sell any Timber which does not form part of the Annual Supply;
                  to any other person.

         26.2     The Company may sell Timber  supplied  under this Agreement to
                  any other person before processing the Timber through the Mill
                  provided that at the  conclusion of each Year the Company must
                  give Timbermans  Group a written  statement of the quantity of
                  any such Timber sold to during the Year.

27.    SECURITY

         27.1     The Company must provide and  maintain  security  (`security')
                  for the performance of its obligations under this Agreement in
                  a sum determined by Timbermans  Group from time to time.  Each
                  Year of the Term the  amount  of the  security  determined  by
                  Timbermans Group may not exceed the maximum amount which would
                  be payable by the  Company  for  Timber  delivered  during any
                  eight (8) week period  assuming  that Timber was  delivered in
                  accordance  with  the  Annual  Delivery  Plan  for  that  Year
                  (`secured amount').

<PAGE>

         27.2     Any  determination  of the secured amount by Timbermans  Group
                  must  be  in  accordance   with  its  internal  credit  policy
                  applicable  at the time.  The Company may from time to time in
                  writing request  Timbermans  Group to re-determine the secured
                  amount and,  provided  the Company is able to  demonstrate  to
                  Timbermans  Group  reasonable  satisfaction  that  a  material
                  change in the Company's financial  circumstances has occurred,
                  Timbermans Group must review its  determination of the secured
                  amount.

         27.3     The security must:
         27.3.1   be in a form of a bank  guarantee  or other form  approved  by
                  Timbermans Group; and
         27.3.2   be lodged  within  fourteen  (14) days of  written  request by
                  Timbermans Group.

         27.4     Timbermans  Group may, after  advising the Company,  draw upon
                  the secured  amount to cover any loss or damage  caused by the
                  Company's breach of its obligations under this Agreement.

         27.5     If  Timbermans  Group draws on the secured  amount  under this
                  Agreement but does not terminate this Agreement as a result of
                  the breach or if Timbermans  Group gives written  notice of an
                  increase in the secured amount,  then the Company must provide
                  additional  security on Timbermans  Group  written  request so
                  that the secured amount is maintained at the level  determined
                  under clause 27.1.

         27.6     Timbermans  Group may suspend the  Company's  rights to obtain
                  Timber under this  Agreement if the Company fails to lodge the
                  security when requested to do so.

         27.7     Timbermans  Group must  release  the  security  to the Company
                  after the expiration of 6 months of the date of termination of
                  this Agreement if no money is due to Timbermans Group.

28.    FORCE MAJEURE

28.1     If the Company is prevented from taking Timber by Force Majeure and:
         28.1.1   the  Force  Majeure  was not  caused  by any  unlawful  act or
                  omission on the part of the  Company or any  employee or agent
                  of the Company;
         28.1.2   the  Company   had  taken  all   reasonable   or   practicable
                  precautions to prevent the Force Majeure; and
         28.1.3   the  Company  has made all  reasonable  efforts to contain the
                  effect of the Force Majeure,

         then the  Company  may  apply to  Timbermans  Group for  suspension  or
         modification of its obligations under this Agreement to the extent that
         its obligations have been affected by the Force Majeure.

28.2     Where the Company makes application under clause 28.1, Timbermans Group
         will  negotiate  with the  Company  in good  faith to review the Annual
         Supply taking into account the effect of the Force Majeure event on the
         productive  capacity of the Company,  but subject to the  obligation on
         the Company to do all things  necessary or  practicable to mitigate the
         effect  of the  Force  Majeure  on the  functions  and  obligations  of
         Timbermans Group under this Agreement and the Act.

<PAGE>

28.3     Where  the  Company  applies  for  suspension  or  modification  of its
         obligations  under  clause 28.1 and the relief  granted  results in the
         Timber harvested being less than 50 percent of the Annual Supply in any
         two consecutive Years, Timbermans Group may reduce the Annual Supply to
         an amount  equal to the average of the Timber taken by the Company over
         those two Years.  If no Timber  are taken  over  those two  Years,  the
         Agreement  may be  terminated  by  Timbermans  Group or the  Company by
         notice in writing to the other party.

28.4     If  Timbermans  Group is prevented  from  performing  all or any of its
         obligations  under this  Agreement by reason of the Force  Majeure and:
         28.4.1   the  Force  Majeure  was not  caused  by any  unlawful  act or
                  omission on the part of  Timbermans  Group or any  employee or
                  agent of Timbermans Group;
         28.4.2   Timbermans  Group  had  taken all  reasonable  or  practicable
                  precautions to prevent the Force Majeure; and
         28.4.3   Timbermans  Group has made all  reasonable  efforts to contain
                  the effect of the Force Majeure, then
         28.4.4   the Company will have no claim against Timbermans Group or the
                  State of New South  Wales  for  non-fulfilment  of  Timbermans
                  Group'  obligations  under this Agreement,  to the extent that
                  the non-fulfilment is due to the event of Force Majeure;
         28.4.5   Timbermans  Group will use its best  endeavours  to assist the
                  Company  to  locate  an  alternative  supply  of  Timber  from
                  Crown-timber  land,  until  Timbermans Group is able to resume
                  supply of the Annual Supply.  To resolve any doubt  Timbermans
                  Group  will have no  obligations  to deliver  such  Timber and
                  Timbermans  Group  will  not  be  liable  to  meet  any  costs
                  associated with the Company  obtaining an alternative  supply;
                  and
         28.4.6   if Timbermans Group is unable to resume the performance of its
                  obligations  within a period of 6 months  from the date of the
                  occurrence of the Force Majeure or date when the occurrence of
                  the Force Majeure first became apparent (the `relevant  date')
                  either party may terminate the Agreement by notice.  The right
                  to give  notice  under this clause  28.4.3  must be  exercised
                  within a period of 9 months from the relevant date and in this
                  regard time will be of the essence.

28.5     A party  affected by an event of Force Majeure must give initial notice
         of the existence or occurrence of the event of Force Majeure as soon as
         is practicable to do so and in any case it must provide a more detailed
         notice  within  thirty  (30) days of the event of Force  Majeure  being
         apparent  which  provides  clear  details  of the  event or  occurrence
         claimed as Force  Majeure  and setting  out  particulars  of the likely
         effects of the event or occurrence in question.

28.6     If the  Company  fails to comply  with the  notice  requirements  under
         clause 28.5, Timbermans Group will be entitled to take the consequences
         of this failure into account in assessing the effect and  mitigation of
         the Force Majeure under clause 28.2.

28.7     If Timbermans Group fails to comply with the notice  requirements under
         clause 28.5 the Company may require  Timbermans Group to supply details
         of any  alternate  supplies of Timber which could be made  available to
         the Company to mitigate the consequence of late notification.

29.    PRIORITY OF SUPPLY

29.1     If an event of Force  Majeure  results in a  reduction  in the yield of
         Timber  within the Area of Supply then  Timbermans  Group must allocate
         the available  Timber to the Company and other persons,  with contracts
         with Timbermans Group for the supply of Timber from the Area of Supply,
         in proportion to their respective entitlements under their contracts.

<PAGE>

29.2     The  Company  will  have  no  claim   against   Timbermans   Group  for
         non-compliance with its obligations to make the Annual Supply available
         if  Timbermans  Group,  as far as is reasonably  practicable,  supplies
         Timber in substantial compliance with clause 29.1.

30.    LIMITATION OF LIABILITY

30.1     Where  Timbermans Group is in breach of this Agreement by reason of any
         failure to supply or deliver  Timber any claim for loss suffered by the
         Company will be limited to the lesser of;
         30.1.1   the loss,  damage or expense  which  would be  incurred by the
                  Company as a direct  result of  obtaining  the  Timber  (which
                  Timbermans Group failed to make available,  supply or deliver)
                  from the most economic alternative source; or
         30.1.2   the Company's loss of earnings after deducting operating costs
                  but before interest, tax, depreciation, and amortisation;
         but shall not otherwise include consequential loss.

30.2     Except where this Agreement  otherwise  provides,  if the Company is in
         breach of this  Agreement by reason of any failure to take timber,  any
         claim for loss  suffered  by  Timbermans  Group  will be limited to any
         loss,  damage,  or expense  incurred  by  Timbermans  Group as a direct
         result of the  failure of the  Company  to take the  timber  under this
         Agreement.

31.    TERMINATION OF AGREEMENT

31.1     Timbermans Group may terminate this Agreement if the Company:
         31.1.1   suffers an Insolvency Event; or
         31.1.2   commits a material breach of this Agreement and the default is
                  not remedied by the Company to the  satisfaction of Timbermans
                  Group  within a period  of sixty  (60) days in  relation  to a
                  material  breach in terms of clause 3.4,  and thirty (30) days
                  in relation to any other material breach,  after notice of the
                  breach  has been  served  on the  Company.  Material  breaches
                  include without limitation:
                  (i)      a  material  breach  in terms  of  clause  3.4;  (ii)
                           failing to comply with clause 3.5;
                  (iii)    failing to take the  quantities of Timber  prescribed
                           in clause 9.7.1 or 9.7.2 and the procedure  contained
                           in clause 9.7.3 and 9.7.4 has been complied with;
                  (iv)     failing to accept  Timber in breach of clauses  14.1;
                           (v)  failing  to make  payments  in  breach of clause
                           21.2;
                  (vi)     failing to provide  security or to adjust or vary the
                           secured amount in breach of clause 27;
                  (vii)    purporting  to  assign  the whole or any part of this
                           Agreement  without the consent of Timbermans Group in
                           breach of clause 35.

31.2     If Timbermans Group commits a material breach of this Agreement and the
         default is not  remedied  within a  reasonable  period  after notice to
         remedy the breach has been served on Timbermans Group, then the Company
         may  terminate  this  Agreement.  A material  breach  includes  without
         limitation  failing  to supply  the  Annual  Supply in breach of clause
         2.2.1.

<PAGE>

31.3     The party  terminating  this Agreement  arising from the default of the
         other  party may claim  damages for all loss  arising  from the default
         unless the claim for damages is excluded under this Agreement.

32.    DISPUTES

The following procedures will apply to disputes under this Agreement:

32.1     If a party claims a dispute the parties must first seek  resolution  by
         negotiation to be conducted between the Chief Executive Officers of the
         respective  parties and, failing resolution within 28 days, the dispute
         must be referred to mediation  by the  Australian  Commercial  Disputes
         Centre (`ACDC').

32.2     In the event that the dispute has not been resolved within twenty eight
         (28) days after the  appointment of a mediator then,  unless  otherwise
         agreed in writing between the parties, the dispute must be submitted to
         arbitration, administered by ACDC.

32.3     The  arbitrator   will  be  agreed  between  the  parties  or,  failing
         Agreement,  shall be appointed by the  Secretary-General of the ACDC or
         similar  body.  The  arbitrator  must  not be the  same  person  as the
         mediator.

32.4     Any mediation or arbitration  proceedings  must be held in Sydney.  Any
         arbitration  must be undertaken  in accordance  with and subject to the
         Institute  of   Arbitrators   Rules  for  the  conduct  of   Commercial
         Arbitration.

32.5     The Arbitrator or some person appointed on the Arbitrator's  behalf may
         investigate the Company's and Timbermans Group' affairs and accounts so
         far as may be  necessary  to assist the  Arbitrator  to  determine  any
         matter referred for arbitration.  The Company and Timbermans Group must
         give the  Arbitrator  full access to all accounts and papers  necessary
         for that purpose and must afford the Arbitrator  full  information  and
         assistance.

32.6     The provisions of this clause 32 will not apply to clause 27.

32.7     In so far as the  provisions  of this  clause 32 apply to clause 18 the
         issue  for  consideration  by any  mediation  or  arbitration  is to be
         limited to whether the Delivered  Price or the  Delivered  Price Review
         Mechanism in dispute (the  "disputed  item"),  was a reasonable  one in
         consideration  of the  factors  set out in clause  18 to be taken  into
         account in  determining  the disputed item. To avoid any doubt any such
         arbitration  may not  determine  the  Delivered  Price or the Delivered
         Price Review Mechanism which is to apply.

32.8     If an  arbitration  regarding a disputed item  determines  the disputed
         item was  unreasonable  the  disputed  item will be void ab initio  and
         Timbermans  Group  must:
         32.8.1   promptly redetermine the disputed Delivered Price or the
                  Delivered Price Review Mechanism which will then apply from
                  the first date the dispute item was originally intended
                  to apply;
         32.8.2   refund to the Company any over  payment  made under the
                  disputed item.

33.    WAIVER

33.1     Agreement by  Timbermans  Group to an Annual  Delivery  Plan or Monthly
         Delivery  Schedule or amendment  thereto which provides for the Company
         to take less than the Annual  Supply in any Year will not  constitute a
         waiver of any obligation imposed, or right given, by this Agreement.

<PAGE>

33.2     A party  does not  waive a right or power  simply  because  it fails to
         exercise or delays exercising that right or power. A single exercise of
         a right or power does not prevent exercising it again or exercising any
         other  right or power.  A right or power may only be waived in  writing
         signed by the party to be bound by the waiver.

34.    VARIATION

34.1     This Agreement contains the total understanding of the parties.

34.2     None  of the  provisions  of  this  Agreement  may be  varied,  waived,
         discharged  or  released  either  at law or in  equity,  unless  by the
         express consent of the parties in writing.

35.    ASSIGNMENT

35.1     The Company may not without  the prior  written  consent of  Timbermans
         Group assign its rights and  responsibilities  under this  Agreement to
         any  person  provided  that  Timbermans  Group'  consent  will  not  be
         unreasonably  withheld.  Any Change in Control of the  Company  will be
         deemed to be an  assignment of the  Company's  rights and  entitlements
         under this Agreement.

35.2     The consent  given by  Timbermans  Group may be subject to the assignee
         executing all agreements and other  documents  which  Timbermans  Group
         reasonably requires.

35.3     All money due to  Timbermans  Group under this  Agreement  must be paid
         before any assignment of it by the Company.

36.    INTEREST

36.1     In the event that the Company  fails to pay any money due to Timbermans
         Group when required to do so by this Agreement, interest will accrue on
         all unpaid money from the date of default  until payment in full at the
         rate of interest per annum for the time being payable under  Schedule J
         of the Supreme Court Rules (NSW).

37     NOTICE

 37.1    Any notice required to be served under this Agreement may be served:
         37.1.1   in the case of the Company:
                  Attention: Managing Director
                  Integrated Forest Products Pty Ltd
                  95 Salmon Street
                  Port Melbourne, VIC. 3207
                  Phone:         0386454300
                  Fax:           0386454301

         37.1.2   in the case of Timbermans Group:
                  Attention:  Managing Director
                  Timbermans Group Pty Ltd
                  11 - 12 Government Road
                  Eden, NSW, 2551

                  Phone         (02) 64961222
                  Fax           (02) 64963097

<PAGE>

37.2     The  parties  may change the address for service of notice from time to
         time by notice in writing to the other party.

38.    GOVERNING LAW

38.1     This  Agreement  is  governed  by the laws of New  South  Wales and the
         parties agree to the jurisdiction of the Courts of New South Wales.

39.    SEVERABILITY

39.1     If any provisions of this Agreement are held to be invalid, illegal, or
         unenforceable  by a Court or other tribunal of competent  jurisdiction,
         the validity,  legality, and enforceability of the remaining provisions
         will not in any way be affected or impaired thereby.

40.    CONFIDENTIALITY

40.1     No party will  disclose the contents or terms of this  Agreement or any
         information  or  documents  received  by  it  in  connection  with  the
         negotiation  of this  Agreement or pursuant to the  provisions  of this
         Agreement  without  the prior  written  consent  of the other  parties,
         except to the extent that:
         40.1.1   the information is available to the public generally;
         40.1.2   that party is  required  to make the  disclosure  by law or to
                  make any filing, recording or registration required by law;
         40.1.3   the  disclosure  is necessary or advisable  for the purpose of
                  obtaining any consent, authorisation, approval or licence from
                  any public body or authority;
         40.1.4   it is necessary that the disclosure be made to any taxation or
                  fiscal authority;
         40.1.5   the  disclosure  is  made  on  a  confidential  basis  to  the
                  professional  advisers of that party  (including  any industry
                  association)  for the purpose of obtaining  advice in relation
                  to this  Agreement  or the  enforcement  of this  Agreement or
                  otherwise  for the purpose of  consulting  those  professional
                  advisers; or
         40.1.6   the  disclosure  is  required  or  desirable  to  be  made  in
                  pursuance of any  procedure for discovery of documents and any
                  proceedings before any court, tribunal or regulatory body.

<PAGE>

IN WITNESS  WHEREOF the parties hereto execute this Agreement as a Deed and have
signed,  sealed and delivered  this  Agreement on the day and year  hereinbefore
written.

 I, Tony Esplin
 have hereunto affixed the Seal of the           )
 TIMBERMANS GROUP PTY LTD                       )

 in the presence of:                            )...............................

 .........................................

 THE COMMON SEAL of INTEGRATED                  )
 FOREST PRODUCTS
 affixed in accordance with its Constitution    )
 in the presence of:                            )

 .........................................              ........................
 Secretary                                                         Director

<PAGE>

<TABLE>
<CAPTION>

                                TABLE OF CONTENTS

<C>                                                                                               <C>
1.   DEFINITIONS AND INTERPRETATIONS:..............................................................1
1.1       Definitions:.............................................................................1
1.2       Interpretation...........................................................................3
2.   SCOPE OF AGREEMENT............................................................................4
3.   RELEVANT PROVISIONS SUBJECT TO CONDITIONS PRECEDENT...........................................4
4.   COMMENCEMENT AND DURATION OF AGREEMENT........................................................7
5.   PREMIUM PAYMENT....................................................ERROR! BOOKMARK NOT DEFINED.
6.   BASE QUANTITY.................................................................................8
7.   ADDITIONAL SUPPLIES...........................................................................8
8.   MARGINAL QUANTITY.............................................................................8
9.   SHORTFALL MANAGEMENT..........................................................................9
10.     METHOD OF SUPPLY..........................................................................10
11.     ANNUAL DELIVERY PLAN......................................................................10
12.     MONTHLY DELIVERY SCHEDULES................................................................11
13.     AMENDING OF ANNUAL DELIVERY PLAN OR MONTHLY DELIVERY SCHEDULE.............................11
14.     DELIVERY..................................................................................12
15.     SPECIFICATIONS............................................................................12
16.     TITLE AND RISK............................................................................13
17.     DELIVERED PRICES..........................................................................13
18.     DELIVERED PRICE REVIEW....................................................................13
19.     INFORMATION...............................................................................15
20.     GOODS AND SERVICES TAX....................................................................15
21.     PAYMENT...................................................................................16
22.     MEASUREMENT...............................................................................17
23.     COMPANY'S OBLIGATIONS.....................................................................17
24.     TIMBERMANS GROUP OBLIGATIONS..............................................................18
25.     INDEMNITY AND INSURANCE...................................................................18
26.     SALE OF TIMBER TO OTHER PERSONS...........................................................18
27.     SECURITY..................................................................................18
28.     FORCE MAJEURE.............................................................................19
29.     PRIORITY OF SUPPLY........................................................................20
30.     LIMITATION OF LIABILITY...................................................................21
31.     TERMINATION OF AGREEMENT..................................................................21
32.     DISPUTES..................................................................................22
33.     WAIVER....................................................................................22
34.     VARIATION.................................................................................23
35.     ASSIGNMENT................................................................................23
36.     INTEREST..................................................................................23
37      NOTICE....................................................................................23
38.     GOVERNING LAW.............................................................................24
39.     SEVERABILITY..............................................................................24
40.     CONFIDENTIALITY...........................................................................24
Table1..................................................................Error! Bookmark not defined.
OTHER...................................................................ERROR! BOOKMARK NOT DEFINED.
</TABLE>

<PAGE>

                                   SCHEDULE 1

                                 SPECIFICATIONS

Species
Logs shall be from the species Pinus radiata.

Log length and diameter

Logs shall have a minimum  small end  diameter  under bark (SEDUB) of 18cm and a
maximum large end diameter under bark (LEDUB) of 55cm.

Logs will be supplied in five (5) length classes unless otherwise agreed to.

Table 1 summarises the targeted log lengths;

    Table1
------------------------------------------------------------------------
   Nominal              Targeted            Minimum        Maximum
   Length           Presented Length        Length         Length
------------------------------------------------------------------------
------------------------------------------------------------------------
        3.6m              3.74m              3.69m            3.79m
------------------------------------------------------------------------
        4.2m              4.34m              4.29m            4.39m
------------------------------------------------------------------------
        4.8m              4.94m              4.89m            4.99m
------------------------------------------------------------------------
        5.4m              5.54m              5.49m            5.59m
------------------------------------------------------------------------
        6.0m              6.14m              6.09m            6.19m
------------------------------------------------------------------------

Length  tolerance  for all log lengths will be +/- 5cm.  Logs with a length less
than 3.69m or greater than 6.19m are out of specification. All logs greater than
3.69m or less than  6.19m in length  are  within  specification.  The  following
applies to logs between 3.69m and 6.19m:
      o     Logs will be sold at the Nominal Length;
      o     For any  given  Nominal  Length,  logs  should  be cut as  close  as
            possible to the Targeted Presented Length, but in any case should be
            between the Maximum and Minimum Lengths.
      o     If a log length is less than the Minimum Length, the saleable length
            of the log will drop back to the next Nominal Length. The difference
            between  the actual log  length  and the  Maximum  Length of the new
            Nominal Length will be converted to an approximate  volume (based on
            the SEDUB of the log).  The value of this portion of the log will be
            refunded.
      o     If a log length is greater  than the Maximum  Length,  the  saleable
            length  will  remain  at the same  Nominal  Length.  The  difference
            between  the  actual  log  length  and the  Maximum  Length  will be
            converted to an approximate  volume (based on the SEDUB of the log).
            The value of this portion of the log will be refunded.

Log length is defined as the shortest distance between the sawn ends measured in
a straight  line.  Ends to be cut square with a tolerance of ten (10) percent of
diameter.

Logs will be delivered to the Mill unsorted for diameter or length.

The  Large  End of logs  shall  all be  orientated  in the same  direction  when
delivered.

<PAGE>

Sweep

Logs less than 28cm centre diameter under bark (CDUB) shall have a maximum sweep
of 15% of CDUB over a 3.6m  section of the log.  Logs  greater  than 28cm centre
diameter under bark (CDUB) shall have a maximum sweep of 20% of CDUB over a 3.6m
section of the log.

Double sweep (or wobble) in one plane is acceptable. The maximum allowable sweep
is as per the single sweep specification (above).

As a general rule, double sweep in two planes is not acceptable. However, slight
changes in direction do define double sweep. For a log to be rejected the sum of
deviations in all planes must exceed 15% of CDUB over the length of the log.

Sudden changes in direction are not permitted.

Knot size

Logs shall have a maximum knot size of 6cm measured across the shortest axis for
logs smaller than 28cm SEDUB and a maximum knot size of 8cm measured  across the
shortest axis for logs larger than 28cm SEDUB.

Spike Knots

Spike  knots are  defined  when the angle  between a branch  and the trunk is 30
degrees  or less.  This is  evident  on a knot when the long axis of the knot is
greater  than twice the length of the shortest  axis.  Logs shall have a maximum
spike knot size of 6cm measured across the shortest axis of the knot.

OTHER

Logs shall have no more than 10 percent of the cross  sectional  area of any end
section  of the log  covered  by  visible  blue  stain at the time of  delivery.
Surface  mould  or blue  stain  is  permitted.  Timbermans  Group  will  use all
reasonable endeavours to minimise blue stain in logs.

Damage from harvesting  operations,  including log loading but not including log
unloading,  that  penetrates  the surface of the wood by more than 10 percent of
the diameter at the point of penetration or 3cm, whichever is the lesser, is not
permitted.

Butt pull or draw wood greater than 1cm is not acceptable.

Butt swelling or flare extending more than 10cm beyond the  circumference of the
log is not acceptable.

End splitting and falling  shatter is not  acceptable.  The portion of end split
log must be at least 1cm in depth.  Shatter is defined as the  breakage of fibre
within the log.

Double heart is not acceptable.

<PAGE>

The log is reasonably  sound and free of rot. It must not be from a dead tree or
a dead portion of a tree.

Foreign  objects,  insect damage and rot are not  permitted.  Fire damage on the
debarked log is not permitted.

Scars  which  penetrate  into the log more than 3cm from the log surface are not
permitted.

<PAGE>

                                   SCHEDULE 2

                              MAP OF AREA OF SUPPLY

<PAGE>

                                   SCHEDULE 3

                       DELIVERED PRICE (DOUBLE SHIFT RATE)

To apply from  Commencement  Date to 30 June 2007  subject to the payment of the
Premium and variation each Half Year of the Term in accordance with clause 18

                       ---------------------------------------------
                           Centre Diameter      Delivered Price
                           Overbark (CDOB)         ($/tonne)
                              Class
                               (cm)
                       ---------------------------------------------

                            Less than 20             31.62

                                20-22                31.62
                                22-24                32.25
                                24-26                33.72
                                26-28                35.77
                                28-30                40.18

                                30-32                45.69
                                32-34                51.19
                                34-36                55.97
                                36-38                60.31
                                38-40                64.34

                                40-42                66.26
                                42-44                68.01
                                44-46                69.48
                                46-48                70.59
                                48-50                72.78

                            50 and above             74.85
                       ---------------------------------------------

Notes:
Assumed Weight Conversion Factor is 0.94
The Delivery destination is assumed to remain at the proposed mill location.

<PAGE>

To apply from 1 July 2007 to 30 June 2009 subject to variation each Half Year of
the Term in accordance with clause 18

                       ---------------------------------------------
                           Centre Diameter
                           Overbark (CDOB)      Delivered Price
                                Class              ($/tonne)
                                (cm)
                       ---------------------------------------------

                            Less than 20             32.15

                                20-22                32.15
                                22-24                32.81
                                24-26                34.34
                                26-28                36.49
                                28-30                41.12

                                30-32                46.89
                                32-34                52.66
                                34-36                57.66
                                36-38                62.20
                                38-40                66.43

                                40-42                68.44
                                42-44                68.28
                                44-46                71.81
                                46-48                72.97
                                48-50                75.27

                            50 and above             77.44
                       ---------------------------------------------

Notes:
Assumed Weight Conversion Factor is 0.94
The Delivery destination is assumed to remain at the proposed mill location.

<PAGE>

    To apply from 1 July 2009 subject to variation each Half Year of the Term in
accordance with clause 18

                       ---------------------------------------------
                          Centre Diameter         Delivered Price
                          Overbark (CDOB)            ($/tonne)
                              Class
                               (cm)
                       ---------------------------------------------

                           Less than 20                33.21

                               20-22                   33.21
                               22-24                   33.93
                               24-26                   35.60
                               26-28                   37.95
                               28-30                   43.00

                               30-32                   49.29
                               32-34                   55.58
                               34-36                   61.04
                               36-38                   65.99
                               38-40                   70.61

                               40-42                   72.79
                               42-44                   74.80
                               44-46                   76.48
                               46-48                   77.74
                               48-50                   80.25

                           50 and above                82.61
                       ---------------------------------------------

Notes:
Assumed Weight Conversion Factor is 0.94
The Delivery destination is assumed to remain at the proposed mill location.

<PAGE>

                                   SCHEDULE 4

                        DELIVERED PRICE REVIEW MECHANISM

Part 1:  Definitions and interpretation

In this Schedule unless the context indicates to the contrary:

Estimated  Market Price of a Product during a period is that fair and reasonable
market price for the Product during the period determined by Timbermans Group in
consultation with the Company after taking into account:
(i)      The average of the average  monthly  price  received by the Company for
         the Product during the period (if available);
(ii)     Data from the  Australian  Bureau  of  Statistics  (or  other  relevant
         independent source); and
(iii)    Data  obtained  by  Timbermans  Group on the  prices  obtained  for the
         relevant end products by other NSW  industry  manufacturers  during the
         period.
Cost Item means a factor relevant to the market value of Timber delivered at the
Mill more particularly being any item set out in column 1 of Part 3;
Base  Indicator Rate for a review means the Indicator Rate which was the Current
Indicator Rate for the previous review;
Current  Indicator  Rate  means the  Indicator  Rate at the time a review of the
Schedule Prices is being conducted;
Indicator  means  an  Indicator  of a Cost  Item  more  particularly  being  any
Indicator set out in column 2 of Part 3;
Indicator Rate means the value or status of an Indicator at a point in time;
Indicator  Weighting means the weighting given to a Indicator for the purpose of
calculating  the weighted  movement  across all Indicators  during a review more
particularly being the weighting set out in column 4 of Part 3;
Products means the sawn timber products  manufactured by the Company from Timber
supplied under this Agreement including those sawn timber products which are (or
potentially could be) Product A, Product B and Product C from time to time;
Product A for the purpose of a  Delivered  Price  review  means that sawn timber
product  manufactured  by the Company from Timber  supplied under this Agreement
and sold by the Company which gave the Company the most revenue  during the last
Half Year prior to the Half Year in which the review is being conducted;
Product B for the purpose of a  Delivered  Price  review  means that sawn timber
product  manufactured  by the Company from Timber  supplied under this Agreement
and sold by the Company  which,  except for Product A, gave the Company the most
revenue  during the last Half Year prior to the Half Year in which the review is
being conducted;
Product C for the purpose of a  Delivered  Price  review  means that sawn timber
product  manufactured  by the Company from Timber  supplied under this Agreement
and sold by the  Company  which,  except for  Product A and  Product B, gave the
Company  the most  revenue  during  the last Half Year prior to the Half Year in
which the review is being conducted;

A reference  to Part 3 means a reference  to Part 3 of this  Schedule as amended
from time to time in accordance with this Agreement.

Part 2 : Methodology

The following describes the method of varying the Delivered Prices:

1.    Ascertain the level of each  Indicator in column 2 of Part 2, expressed in
      dollars and cents,  percentage or as an index (as the case may be) current
      at the time of the review (the Current Indicator Rate).

<PAGE>

2.    Ascertain the movement in each Indicator during the relevant review period
      by  establishing  percentage  increase (or decrease) in the Indicator Rate
      (by  comparing  the  Current  Indicator  Rate  (see  clause 1) to the Base
      Indicator  Rate) and applying any weighting  specified in column 2 to that
      percentage  change.  An example of the methodology is shown in the example
      below:
      (a)   assume  movement  in  Product A  Indicator  Rate is from $500  (Base
            Indicator Rate) to $520 (Current Indicator Rate);
      (b)   Product A Indicator Rate change is therefore + 4%;
      (c)   weighting for Product A is 100% (from column 2 of Part 3);
      (d)   100% of +4% is +4.0%.

       Therefore +4.0% is the movement in Product A Indicator.

3.    Calculate  the weighted  movement  across all  Indicators  by applying the
      methodology below:
      (a)   multiply  the  movement  in each  Indicator  (see  clause  2) by the
            Indicator Weighting in column 4 of Part 3 (eg the + 4.0% for Product
            A from  clause  2 above  is  multiplied  by the  relevant  Indicator
            Weighting for Product A, i.e. 8%, with the product being .32%);
      (b)   the sum of the  products of each  calculation  referred to in clause
            3(a) is the weighted movement across all Indicators.

5.    The weighted movement across all Indicators  calculated in accordance with
      clause 3 is the variation in the Delivered Prices over the relevant review
      period  for the  purposes  of this  Agreement.  The new  Delivered  Prices
      determined  under this review  mechanism  are  calculated  by applying the
      weighted  movement  across  all  indicators  (from  clause 4 above) to the
      current  Delivered Prices as per the methodology in the example below: (a)
      assume the  weighted  movement  across all  Indicators  is +2.5%,  and the
      existing  Delivered Price is $50.00; (b) the new Delivered Price is $50.00
      x 1.025 which equals $51.25.

6.    For the purposes of the next Delivered Price review ascertain new column 4
      Part 3 Indicator  Weightings for each  Indicator by  multiplying  the then
      current  column 4 Part 3 Indicator  Weighting  for each  Indicator  by the
      period  movement in the relevant  Indicator  (see clause 2 above) and then
      dividing the result by the weighted  movement  across all Indicators  (see
      clause 3 above).  This will produce a new table of weightings which sum to
      80 percent. For example:
      (a)   assume  Product  A  movement  (see  clause 2 above)  is  +4.0%,  the
            weighted  movement  across all cost items is +2%, and the  Indicator
            Weighting for Product A (from column 4 of Part 3) is 8%;
      (b)   then the new Indicator  Weighting for Timber Product 1 is calculated
            by the formula;
      (c)   8% X 1.04 / 1.02 which equals 8.16%.

7.    For the purposes of calculating the movement in the Estimated Market Price
      for each of the Products which are the basis for the Indicators for Item 1
      of the Cost Items:
      (a)   the Current Indicator Rate will be the Estimated Market Price during
            the last  Half Year  prior to the Half  Year in which the  review is
            being conducted. and
      (b)   in the first  Delivered  Price review in which those  Indicators are
            applied the Base Indicator  Rate will be the Estimated  Market Price
            during the second last Half Year prior to the Half Year in which the
            review is being conducted;

8.    For the  purposes of  calculating  the  movement in the average  wholesale
      price for MGP 10 Structural Radiata Pine in NSW, Queensland, and Victoria:
      (a)   the Current  Indicator Rate will be the average  wholesale price for
            MGP 10  Structural  Radiata  Pine in NSW  Queensland,  and  Victoria
            established  by Timbermans  Group in its last market survey prior to
            the date of the review;
      (b)   in the first Price  review  occurring  on or about the  Commencement
            Date the Base Indicator Rate will be the average wholesale price for
            MGP 10 Structural  Radiata Pine in NSW established by the Timbermans
            Group in its market  survey which last  occurred  before the date of
            this Agreement;

<PAGE>

9.    For the  purposes  of  calculating  the  movement  in the Sydney  Softwood
      Producer Price Index of Materials used in House Building:
      (a)   the Current  Indicator Rate will be the value of the Sydney Softwood
            Producer  Price Index of  Materials  used in House  Building as last
            published by the Australian  Bureau of Statistics (ABS) prior to the
            date of the review; and
      (b)   in the first Price  review  occurring  on or about the  Commencement
            Date  the  Base  Indicator  Rate  will be the  value  of the  Sydney
            Softwood Producer Price Index of Materials used in House Building as
            last published by ABS before the date of this Agreement;

10.   Unless  otherwise  agreed in each Delivered Price review until the Company
      has been  manufacturing  and  selling  3 or more  Products  for at least 2
      consecutive  Half Years,  the Indicators in relation to the Products shall
      be substituted by 100% of the movement in the Average  wholesale price for
      MGP 10 (F5) Structural Radiata Pine in NSW as measured by Timbermans Group
      Timber Market Survey with an Indicator  Weighting of 20% (making the total
      Indicator Weighting in relation to that Indicator 35%). On introduction of
      the Indicators in relation to the Products the Indicator Weighting for the
      Products  A B and C shall  be 40%,  30% and 30%  respectively  of the then
      applicable  Indicator  Weighting for the  substitute  Indicator (as varied
      from 20%).

11.   In the first Delivered Price review occurring on or about the Commencement
      Date, the Base Indicator Rate for each of the Indicators (other than those
      for Cost Item 1) will be the  relevant  rate which was  applicable  at the
      date of this Agreement.

<PAGE>

Part 3                    :         Indicators and Weightings

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
      Column 1                    Column 2                       Column 3                 Column 4
----------------------------------------------------------------------------------------------------------
     Cost Item                   Indicator                    Indicator Rate            Weighting at
                                                                                     Commencement Date
----------------------------------------------------------------------------------------------------------
<S>                     <C>                              <C>                                 <C>
   Item 1: Timber       100% of the movement in the      Market Survey April 2003             8%
      Products           Estimated Market Price for
                                 Product A
                     -------------------------------------------------------------------------------------
                        100% of the movement in the      Market Survey April 2003             6%
                         Estimated Market Price for
                                 Product B
                     -------------------------------------------------------------------------------------
                        100% of the movement in the      Market Survey April 2003             6%
                         Estimated Market Price for
                                 Product C
                     -------------------------------------------------------------------------------------
                          100% of the movement in the    Market Survey April 2003            15%
                        Average wholesale price for MGP
                        10 (F5) Structural Radiata Pine
                            in NSW Queensland, and
                           Victoria, as measured by
                        Timbermans Group Timber Market
                                    Survey
                     -------------------------------------------------------------------------------------
                           100% of the movement in the      March Quarter 2003                5%
                           ABS Producer Price Index of
                        Materials used in House Building
                             - Softwood in Sydney -
                               (Unpublished Series
                              from Cat No. 6427.0)
----------------------------------------------------------------------------------------------------------
   Item 2: Wages        100% of the movement in the ABS    February Quarter 2003             30%
                         Average Weekly Earnings, State
                         and territories: Original (13)
                        NSW (All employees total earnings
                               - Cat No. 6302.0)
----------------------------------------------------------------------------------------------------------
   Item 3: Diesel       100% of the movement in the Shell Wholesale Value for diesel         10%
                        in NSW (free delivery area) being movement in the Net Price
                                      as follows in the example.
                                              March 2003
                     --------------------------------------------------------------
                         Base Price (excluding GST)              $0.4696
                     --------------------------------------------------------------
                            Plus Federal Excise                  $0.3864
                     --------------------------------------------------------------
                     Less 50% of the Diesel Fuel Rebate          $0.1915
                     --------------------------------------------------------------
                       Less 50% of the On Road Grant             $0.0926
                     --------------------------------------------------------------
                                 Net Price                       $0.5720
----------------------------------------------------------------------------------------------------------
</TABLE>
</TEXT>
</DOCUMENT>
