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THE PEOPLE BEHIND CLW

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Management

Gordon L. Jones

Chair, President and Chief Executive Officer since July 1, 2008 -Had he worked all year he was well on the way to $1.16 - The salary of Jones in 2008 included a base salary that would have been $625,000 for the full year and a $438,000 cash bonus. The proxy statement provides no explanation for the bonus such as whether it was for taking the position at Clearwater Paper, or for his role in the separation of the two companies.

- Received compensations of $3.83 million in 2009.

- The compensation package for Jones, 59, protects him if Clearwater Paper is ever purchased. He would be entitled to "a lump sum payment in the amount equal, before applicable taxes and deductions, to three times the sum of his base salary and target annual bonus in effect at the time of separation." Plus he would continue to receive medical coverage for three years or until a new employer would provide it.

That's $1,842 an hour, or in comparison, equal to the average income of 178 of us.

Clearwater Paper reported net earnings for the third quarter of 2009 of $46.2 million compared to net earnings of $0.9 million, for the third quarter of 2008.

Mr. Jones (60) received a Bachelor of Science degree in engineering from the University of Nebraska and a Master of Science degree in business administration from Boston University.After serving in the U.S. Army, he began his career in the paper towel and tissue business at Procter and Gamble.Since then, he has accrued more than 30 years of experience in the pulp and paper industry, serving in such roles as president, chief executive officer, and director for Blue Ridge Paper Products, Inc. as well as a number of executive positions with Smurfit-Stone and predecessor companies, including vice president and executive officer of sales and marketing and senior vice president, where he was responsible for 85 container plants with $3 billion in sales annually.

Gordon Jones was elected president and chief executive officer for Clearwater Paper in 2008 and has served as chairman since 2010. Before joining Clearwater Paper, Mr. Jones accrued more than 30 years of experience in the pulp and paper industry, serving in such roles as president, chief executive officer, and director for Blue Ridge Paper Products, Inc. in Asheville, N.C., as well as a number of executive positions with Smurfit-Stone and predecessor companies, including VP and executive officer of sales and marketing and senior VP, where he was responsible for 85 container plants with $3 billion in sales annually. Prior to this period, Mr. Jones served in several manufacturing manager roles with Procter & Gamble Paper Products in Green Bay, Wisconsin.

Linda K. Massman

Vice President and Chief Financial Officer - Received compensations of $1.6 million  in 2009

- ($474,926 in 08)

Linda Massman was elected vice president and chief financial officer for Clearwater Paper in 2008. Before joining Clearwater Paper, Ms. Massman was group vice president, finance and corporate planning, for SUPERVALU Inc. Previous to that, Ms. Massman worked as a business strategy consultant for Accenture. Ms. Massman has accrued more than 20 years of experience in corporate finance and business strategy development.

Thomas H. Carter

Vice President, Human Resources - Received compensations of $1.08 million in 2009

Thomas Carter was elected vice president of human resources for Clearwater Paper in 2008. Previous to joining Clearwater Paper, Mr. Carter accrued more than 30 years of experience serving in senior level human resources positions with Sara Lee Corporation, The Coca Cola Company, Bristol Myers-Squibb and Blue Ridge Paper Products.

Thomas A. Colgrove

Vice President, Pulp and Paperboard - Received compensations of $ million in 2009

Thomas Colgrove was elected as vice president of pulp and paperboard for Clearwater Paper in 2009. Prior to joining Clearwater Paper, Mr. Colgrove served as senior director, family care products, for Kimberly Clark Corporation in Neenah, WI. where he worked for 25 years.

Prior to going to work there, he was vice president of manufacturing for Central Paper Company in Menasha, Wis., and held management positions with Procter and Gamble, where he met Gordon Jones.

Robert P. DeVleming

Vice President, Consumer Products - Received compensations of $1.56 million

- ($888,568 in '08)

Robert DeVleming was elected as vice president of consumer products for Clearwater Paper in 2008. Mr. DeVleming was an officer of predecessor Potlatch Corporation since 1999, and has served as vice president of consumer products since 2004. He joined Potlatch in 1979.

Michael S. Gadd

Vice President, General Counsel and Corporate Secretary - Received compensations of $997,099 in 2009

- ($426,334 in 08)

Michael Gadd was elected general counsel and corporate secretary for Clearwater Paper in 2008. Mr. Gadd joined predecessor company Potlatch Corporation as associate general counsel in 2006. Prior to that, he served as an attorney with Perkins Coie, Ater Wyne LLP and LeBoeuf Lamb Leiby and MacRae.

John Hunter

Controller - Received compensations of $ million in 2009

John Hunter was elected controller for Clearwater Paper in 2009. Mr. Hunter previously was the vice president controller for Nighthawk Radiology Services in Coeur d'Alene, Idaho. He also held positions with Washington Group International in Boise and Deloitte & Touche in New York.

Board of Directors

Boh A. Dickey

Vice Chairman of the Board, Director since 2008

Retired president, chief operating officer and director for SAFECO Corporation, and is a current board member for Potlatch Corporation. He serves as Clearwater Paper's vice chairman of the board, member of the nomination and governance committee and chair of the audit committee.

Committee ChairChair of the Audit Committee
MemberMember of the Nominating and Governance Committee

Fredric W. "Fritz" Corrigan

Director Since 2009

Retired president and chief executive officer of Mosaic Corporation and the lead independent director for Xcel Energy and Endspace, as startup plant Biotech company, serves on Clearwater Paper's compensation committee and Nominating and Governance Committee.

MemberMember of the Nominating and Governance Committee
MemberMember of the Compensation Committee

Gordon L. Jones

Chair, President and Chief Executive Officer

Gordon Jones was elected president and chief executive officer for Clearwater Paper in 2008 and has served as chairman since 2010. Before joining Clearwater Paper, Mr. Jones accrued more than 30 years of experience in the pulp and paper industry, serving in such roles as president, chief executive officer, and director for Blue Ridge Paper Products, Inc., as well as a number of executive positions with Smurfit-Stone and predecessor companies. Prior to this period, Mr. Jones served in several manufacturing manager roles with Procter & Gamble Paper Products in Green Bay, Wisconsin.

*>  Gordon L. Jones became a member of the Board on December 17, 2008.

William D. Larsson

Director since 2008

Retired senior vice president and chief financial officer for Precision Castparts Corp. and lead director and Chairman of the Audit Committee for Schnitzer Steel Industries, Inc., serves as a member of Clearwater Paper's audit committee.

MemberMember of the Audit Committee

Michael T. Riordan

Director since 2008

Former chairman and chief executive officer of Paragon Trade Brands and former chairman and chief executive officer of Fort Howard Corporation, and current director of R.R. Donnelley & Sons Company, serves as chair of the nominating and governance committee and as a member of the compensation committee.

Committee ChairChair of the Nominating and Governance Committee
MemberMember of the Compensation Committee

*>  Michael T. Riordan is the retired chief executive officer of Paragon Trade Brands, a private label maker of disposable diapers.

William T. Weyerhaeuser

Director since 2008

Chairman of Columbia Banking System, Inc., chairman of Eden Bioscience Corp., serves as a member of Clearwater Paper's audit committee and as chair of the compensation committee.

MemberMember of the Audit Committee
Committee ChairChair of the Compensation Committee

*>  William Weyerhaeuser is a descendant of Frederick Weyerhaeuser, who founded the company Weyerhaeuser, Potlatch and the corporate predecessor of Boise Cascade.

Who will be on the board of Clearwater Paper?

Three members are coming from Potlatch's board. Besides Dickey, they are Michael T. Riordan and William T. Weyerhaeuser.

The other two board members who have been named so far are Jack A. Hockema, president and chief executive officer of Kaiser Aluminum in Spokane and William Larsson, retiring senior vice president and chief financial officer of Precision Castparts in Portland.