ATCOR GUARANTEE AND PLEDGE AGREEMENT. The Guarantee and Pledge Agreement dated as of February 8, 1996 by Atcor Resources Ltd. in favour of Fundco, as amended by the First Confirmation, is hereby terminated concurrently with the execution by Holdco of the Guarantee and Pledge Agreement in favour of Fundco dated April 1, 1997 (the "NEW GUARANTEE") with that security and all payments thereunder and under the Powers of Attorney referred to in Section 13 hereof being assigned to Chase pursuant to the Assignment of Security (Canadian Forest Credit Agreement) referred to in Section 3 hereof and the Assignment of Payments (Canadian Forest Credit Agreement) referred to in Section 4 hereof. Notwithstanding the immediately preceding sentence, such termination shall not become effective until the New Guarantee is in full force and effect and such termination shall be without prejudice to the security interest in the Pledged Stock and other Collateral (as defined in the New Guarantee) created in favour of Fundco by the New Guarantee, and Chase shall continue in possession of the Pledged Stock and other Collateral (as assignee of the New Guarantee) as continuing collateral security for the obligations secured by the New Guarantee on the terms set out in the New Guarantee.