FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

(Mark One)

ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2004

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Registration Number: 333-114032

BLUE RIDGE PAPER PRODUCTS INC.

(Exact name of registrant as specified in charter)

Delaware		56-2136509
(State of incorporation)		(I.R.S. Employer Identification Number)

41 MAIN STREET
CANTON, NORTH CAROLINA 28716
(Address of principal executive office)

Registrant’s telephone number, including area code: 828-454-0676

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such report), and (2) has been subject to such filing requirements for the past 90 days.

Yes ý No o

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes o No ý

The number of common shares outstanding at September 30, 2004 was 10,007,511.

BLUE RIDGE PAPER PRODUCTS INC.

Condensed Consolidated Balance Sheets

September 30, 2004 and December 31, 2003

(Dollars in thousands)

(Unaudited)

	September 30, 2004			December 31, 2003

Assets
Current assets:
Cash	$	8,756		$	2,123
Accounts receivable, net of allowance for doubtful accounts and discounts of $2,444 and $2,621 in 2004 and 2003, respectively	44,951			42,646
Inventories	38,454			59,063
Prepaid expenses	1,293			1,112
Insurance proceeds receivable	11,056			—
Income tax receivable	76			32
Other current assets	501			—
Total current assets	105,087			104,976
Property, plant, and equipment, net	187,595			192,671
Deferred financing costs, net	6,814			7,443
Other assets	62			62
Total assets	$	299,558		$	305,152
Liabilities and Stockholder’s Equity (Deficit)
Current liabilities:
Current portion of senior debt	$	39		$	37
Current portion of capital lease obligation	489			474
Accounts payable	42,272			35,748
Accrued expenses and other current liabilities	35,240			33,109
Interest payable	5,330			1,495
Total current liabilities	83,370			70,863
Senior debt, net of current portion	144,429			134,898
Parent Pay-In-Kind (PIK) Senior Subordinated Note	38,928			37,124
Capital lease obligations	990			1,359
Pension and postretirement benefits	19,681			19,109
Other liabilities	1,282			2,824
Total liabilities	288,680			266,177
Obligation to redeem ESOP shares	37,120			32,389
Obligation to redeem restricted stock units of Parent	2,639			2,519
Commitments and contingencies (See notes)
Stockholder’s equity:
Common stock (par value $0.01, 1000 shares authorized and outstanding in 2004 and 2003, respectively)	—			—
Additional paid-in capital	47,939			47,344
Accumulated deficit	(66,812		)	(34,125		)
Unearned compensation	—			(88		)
Accumulated other comprehensive loss	(3,370		)	(3,370		)
	(22,243		)	9,761
Receivable from Parent	(6,638		)	(5,694		)
Total stockholder’s equity (deficit)	(28,881		)	4,067
Total liabilities and stockholder’s equity (deficit)	$	299,558		$	305,152

See accompanying notes to condensed consolidated financial statements.

Condensed Consolidated Statements of Operations

Three and Nine Month Periods Ended September 30, 2004 and 2003