Ainsworth Lumber Announces Tender Offers for its 13.875% Senior Secured Notes Due July 15, 2007 and its 12 1/2% Senior Secured Notes Due July 15, 2007.

Business Editors

VANCOUVER, British Columbia--(BUSINESS WIRE)--Feb. 17, 2004

Ainsworth Lumber Co. Ltd. today announced that it has commenced offers to purchase for cash all of its outstanding 13.875% Senior Secured Notes due July 15, 2007 (the "13.875% Notes") and all of its outstanding 12 1/2% Senior Secured Notes due July 15, 2007 (the "12 1/2% Notes", and together with the 13.875% Notes, the "Notes"). The aggregate principal amount of 13.875% Notes outstanding is US$89,085,000 and the aggregate principal amount of 12 1/2% Notes outstanding is US$184,600,000. Ainsworth is also soliciting consents from the holders of the Notes to approve certain amendments to the indentures under which the Notes were issued, which amendments will eliminate substantially all of the covenants and certain events of default, and discharge and release the related security documents.

The tender offers will expire at 12:00 a.m., New York City time, on March 16, 2004, unless extended or earlier terminated by Ainsworth. The total consideration to be paid to holders that tender their Notes and deliver their consents prior to 12:00 a.m., New York City time, on February 27, 2004, will be equal to US$1,168.75 per US$1,000 principal amount of 13.875% Notes, which includes a consent payment of US$20.00 per US$1,000 principal amount of 13.875% Notes, and US$1,275.00 per US$1,000 principal amount of 12 1/2% Notes, which includes a consent payment of US$20.00 per US$1,000 principal amount of 12 1/2% Notes. Holders that tender their Notes after 12:00 a.m. on February 27, 2004, and prior to the expiration of the tender offer will receive US$1,148.75 per US$1,000 principal amount of 13.875% Notes and US$1,255.00 per US$1,000 principal amount of 12 1/2% Notes.

Information regarding the pricing, tender and delivery procedures and conditions of the tender offers and consent solicitations is contained in the Offer to Purchase and Consent Solicitation Statement dated February 17, 2004, and related documents. Copies of these documents can be obtained by contacting Global Bondholder Services Corporation, the information agent, at [phone] (toll free) or [phone] (collect). Goldman, Sachs & Co. is the exclusive dealer manager and solicitation agent. Additional information concerning the terms and conditions of the tender offers and consent solicitations may be obtained by contacting Goldman, Sachs & Co. at 1-800-828-3182 (toll free) or 212-357-3019 (collect).

Ainsworth also announced that it intends to sell, on a private placement basis, in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and in certain Canadian provinces, up to US$200 million aggregate principal amount of senior notes. Ainsworth intends to use the net proceeds of the offering of the new senior notes, together with the excess cash on its balance sheet, to pay the consideration under the tender offers and consent solicitations. The tender offers are conditional on the completion of the offering of the new senior notes.

The new senior notes have not been, and will not be registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

About Ainsworth

Ainsworth Lumber Co. Ltd. has operated as a forest products company in Western Canada for over 50 years. The company's operations have a total annual capacity of approximately 1.5 billion square feet - 3/8" of oriented strand board (OSB), 155 million square feet - 3/8" of specialty overlaid plywood, and 55 million board feet of lumber. In Alberta, the company's operations include an OSB plant at Grande Prairie and a one-half interest in an OSB plant at High Level. In B.C., the company's operations include an OSB plant at 100 Mile House, a veneer plant at Lillooet, a plywood plant at Savona and finger-joined lumber plant at Abbotsford.