EXHIBIT 4.41(a)



July 26, 2001

Sterling Pulp Chemicals, Ltd.
302 The East Mall, Suite 200
Toronto, Ontario
M9B 6C7

         RE:      FINANCING AGREEMENT

         Reference is made to the financing agreement dated as of July 11, 2001
(the "FINANCING AGREEMENT") between Sterling Pulp Chemicals, Ltd. (the
"BORROWER"), CIT Business Credit Canada Inc. (the "AGENT") as agent and lender
and the other Lenders party thereto. Capitalized terms used herein and not
otherwise defined shall have the meanings ascribed thereto in the Financing
Agreement.

         Reference is also made to (i) Lockbox Account Number 905219 (the
"LOCKBOX") and Standing Order Instructions for Balance Reporting or Funds
Transfer Questionnaire (the "INSTRUCTIONS") number 556-1868 dated August 23,
1999 between the Borrower and The First National Bank of Chicago (now known as
Bank One National Association) ("BANK ONE"), a copy of which is attached hereto
as Schedule "A", (ii) the blocked account agreement dated July 16, 2001 (the
"BLOCKED ACCOUNT AGREEMENT") among the Borrower, the Agent and Canadian Imperial
Bank of Commerce ("CIBC"), and (iii) CIBC lockbox number 3536 to which Canadian
Dollar and U.S. Dollar proceeds payable to the Borrower can be directed pursuant
to the Blocked Account Agreement (the "BLOCKED ACCOUNTS").

         The Borrower represents and warrants to the Agent and the Lenders that
it has used its best commercial efforts to obtain the signature of Bank One to a
direction and acknowledgement, a copy of which is attached hereto as Schedule
"B" (the "DIRECTION AND ACKNOWLEDGEMENT") in respect of amending the account to
which funds are transferred pursuant to Section 4 of the Instructions, and that
Bank One has stated that it would not sign such Direction and Acknowledgement
without the Agent and the Borrower entering into a further blocked account
agreement or lockbox agreement with Bank One in Bank One's standard form, even
though Section 4 of the Instructions does not require the written
acknowledgement of Bank One to such direction or any further such agreement.

         The Agent and the Lenders hereby wish to confirm our understanding that
Section 10(1) of the Financing Agreement is hereby amended as follows by
inserting the following Events of Default:

         (r)      The Borrower provides Bank One with any further notices or
                  instructions in respect of the Lockbox, the Instructions and
                  U.S. dollar account number 556-1868 (the "BANK ONE ACCOUNT"),
                  (except for purposes of terminating or closing the same or
                  redirecting the proceeds which would have otherwise been
                  payable into the Lockbox or the Bank One Account to the
                  Blocked Accounts as contemplated by subsection (s) below), or
                  the Borrower fails to terminate such Lockbox and Instructions
                  and close such



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                  Bank One Account to the satisfaction of the Agent, acting
                  reasonably, within 90 days from July 11, 2001; and

         (s)      the Borrower fails to make all necessary arrangements with its
                  applicable customers within ninety days from July 11, 2001
                  (and to provide evidence of the same to the Agent) such that
                  any proceeds payable by such customers to the Borrower that
                  would have otherwise been directed to the Lockbox or the Bank
                  One Account are directed to the Blocked Accounts pursuant to
                  lockbox arrangements to be established with CIBC within such
                  90 day period on terms and conditions satisfactory to the
                  Agent.

         On and after the date hereof, each reference in the Financing Agreement
to "this Financing Agreement" and each reference to the Financing Agreement in
the Loan Documents and any and all other agreements, documents and instruments
delivered by any of the Agent, the Lenders, the Borrower or any other Person
shall mean and be a reference to the Financing Agreement as amended by this
letter agreement. Except as specifically amended by this letter agreement, the
Financing Agreement shall remain in full force and effect and is hereby ratified
and confirmed.

         This letter agreement may be executed in any number of counterparts
(including counterparts by facsimile) and all such counterparts taken together
shall be deemed to constitute one and the same instrument.

         This letter agreement shall constitute a Loan Document and shall be
governed by and construed in accordance with the laws of the Province of Ontario
and the federal laws of Canada applicable therein.

         If the foregoing is in accordance with your understanding and
agreement, please sign this letter agreement where indicated below.

                                        Yours truly,


                                        CIT BUSINESS CREDIT CANADA INC.


                                        Per:
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             ACKNOWLEDGED AND AGREED THIS ________ DAY OF JULY 2001.



                                        STERLING PULP CHEMICALS, LTD.


                                        Per:
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                                        Per:
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