UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

or

Commission File Number: 0-16289
Repap Enterprises Inc.
(Exact name of registrant as specified in its charter)

___________________________________________________

(Former name, former address and former fiscal year, if changed since last report.)

REPAP ENTERPRISES INC.

INDEX

EXCHANGE RATES

Repap Enterprises Inc. ("Repap Enterprises" or the "Company" or the "Corporation") publishes its consolidated financial statements in Canadian dollars. In this quarterly report, unless otherwise specified or the context otherwise requires, all dollar amounts are expressed in Canadian dollars ("$", "C$", "dollars", or "Cdn. dollars").

The following table sets forth the exchange rates of the Canadian dollar to the U.S. dollar for the year ended and as at December 31, 1999 and for the six months ended and as at June 30, 2000 and 1999 (such rates, which are expressed in dollars, being the noon buying rates in New York City for cable transfer in U.S. dollars as certified for customs purposes by the Federal Reserve Bank of New York). On August 3, 2000, U.S.$1.00 equaled C$1.4844.

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(1) The average of the daily buying rates during the applicable period.
(2) Noon buying rate on last banking day.

PART I. - FINANCIAL INFORMATION
Item 1. - Financial Statements.

1. Financial Statement Presentation
These condensed consolidated interim financial statements of Repap Enterprises Inc. ("Repap Enterprises" or the "Company") have been prepared by management in accordance with accounting principles generally accepted in Canada ("Canadian GAAP"). These condensed consolidated interim financial statements are the responsibility of management and, in its opinion, include all the adjustments, which are of a normal recurring nature, necessary to a fair statement of the results for the interim periods presented .

Reference is made to Note 2 of these Condensed Consolidated Interim Financial Statements and to the Notes to the Consolidated Financial Statements which appear in the Company's 1999 Consolidated Financial Statements, including Note 1 on "Financial Statement Presentation". The significant accounting policies disclosed therein apply to these condensed consolidated interim financial statements.

As further described in Note 5, the accounting policies followed by the Company differ in certain respects from those that would have been followed had these condensed consolidated interim financial statements been prepared in conformity with the accounting principles generally accepted in the United States ("U.S. GAAP") and the accounting principles and practices required by the United States Securities and Exchange Commission ("SEC").

These condensed consolidated interim financial statements have been prepared in accordance with generally accepted accounting principles on a going concern basis which presumes the realization of assets and discharge of liabilities in the normal course of business for the foreseeable future. The Company's ability to continue as a going concern is dependent upon its ability to achieve profitable operations and upon continuing to generate positive cash flow from operations (See Note 1 to the 1999 Consolidated Financial Statements). These condensed consolidated interim financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue in business.

2. Change in Accounting Principle Pension Accounting
Effective January 1, 2000 the Company has adopted the CICA recommendations related to the accounting for employee future benefits. The standard outlines guidance for the accounting for pensions and post retirement/post employment benefit costs. In accordance with the transitional provisions of the new standard, the Company has applied the recommendations on a retroactive basis but not restated prior periods. The cumulative effect of the adoption of the new standard, a charge of $14.5 million, has been reflected as an adjustment to opening retained earnings.

3. Restricted Cash
In April 2000, Repap New Brunswick Inc. completed a US$100 million foreign exchange facility with the Toronto Dominion Bank, allowing it to enter into foreign exchange contracts to hedge expected future revenues denominated in U.S. dollars. This facility replaced a facility previously in place but cancelled in May 1999. The facility is collateralized by a cash deposit of $8.8 million.

Raw materials include chemicals, chips and logs used in the production of pulp, paper and lumber. Work in process and finished goods include pulp, paper and lumber.

5. Generally Accepted Accounting Principles in the United States
The condensed consolidated interim financial statements have been prepared in accordance with Canadian GAAP. The following summary sets out the material adjustments to the Company's reported net loss which would be made in order to conform with U.S. GAAP and the accounting principles and practices required by the SEC. For information on the nature of these adjustments, refer to Note 22 of the Company's 1999 Consolidated Financial Statements.

6. Segment Information
The Company is organized on the basis of its three primary products: high quality coated groundwood paper products, northern bleached softwood kraft pulp and construction grade lumber. The Company has three reportable segments: paper, pulp and lumber. Summarized segment information is as follows:

See Note 11 to the Company's 1999 Consolidated Financial Statements.

During the first quarter of 2000, 11 million options were granted at an exercise price of $0.13 per share. Five million of these options are fully vested and 6 million are exercisable as to 20% immediately and 20% on each of the first, second, third and fourth anniversaries of the date of grant.

On May 4, 2000, shareholders of the Company approved the repricing of 19 million options previously granted from $0.235 per share to $0.13 per share, and 4,069,615 options also previously granted, were subsequently cancelled.

The Company has outstanding US$45 million, 6% Convertible Subordinated Debentures maturing June 30, 2005. They are convertible into Common Shares at the option of the holder on the business day prior to maturity at US$0.35 per share.

8. Recent Developments
In December 1999, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 101, Revenue Recognition in Financial Statements (SAB 101), which among other guidance clarifies certain conditions to be met in order to recognize revenue. The Company has reviewed the provisions of SAB 101 and believes that it is in compliance.

Effective July 1, 2000 FIN 44 requires that a compensation expense be recorded under certain circumstances whereby stock options previously granted to employees at a certain exercise price have subsequently been modified by reducing the exercise price. Beginning with the quarter ending September 30, 2000, the Company will calculate the difference between the closing stock price at quarter end and the greater of the closing price on July 1, 2000 or the exercise price of each such option. Any increase in value will be recorded as compensation expense under U.S. GAAP. The Company does not expect the impact to be material in the third quarter of 2000.

9. Contingencies
Mr. F. Steven Berg, Chairman of the Board for approximately six months in 1999, has brought a motion for partial summary judgment in the action commenced by Mr. Berg in the Supreme Court of the State of New York, County of New York, against the Corporation seeking a declaratory judgment that Mr. Berg's purported employment agreement is a valid and binding obligation of the Corporation and damages for its breach. The Corporation has filed material in opposition to the motion. The Court has not yet set a time for argument on the motion.

Another motion brought forward by Mr. Berg seeking to dismiss, or alternatively, to stay the action commenced by TD Asset Management Inc. in the Superior Court of Justice for the Province of Ontario against the Corporation, Mr. Berg and two former directors of the Corporation, was itself dismissed. Mr. Berg then brought a motion seeking leave to appeal this dismissal. Argument on that motion was heard on July 12, 2000 but the court has not yet rendered its decision.

10. Comparative Figures
Certain of the comparative figures have been reclassified to conform to the presentation adopted for the current year.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Results of Operations
Our second quarter 2000 results showed continued progress in both operating and financial performance. Second quarter production reached the same record-breaking level achieved in the first quarter and this, along with solid coated groundwood paper and kraft pulp markets and improving prices, combined to generate an EBITDA* of $49.3 million and a net income of $0.6 million for the second quarter of 2000. This is the first positive quarterly net income to shareholders since 1995.

Operating and financial highlights for the Company's main product lines are summarized in the following table:

Net sales before effects of currency hedging ("Net sales"). Net sales for the first half of 2000 totaled $322.8 million, up $49.0 million or 17.9% from the first half 1999 net sales of $273.8 million. The increase is attributable primarily to higher shipments of coated paper of 22,060 tons and an average increase in prices of US$60 per ton period over period. Coated paper sales generated $38 million of the total $49.0 million increase in net sales.

The remainder of the increase in net sales was generated from higher shipments of pulp (9,503 metric tons) and increased pricing. Pulp sales increased by $9.6 million period over period. Lumber sales were up by $1.4 million due to increased shipments while pricing was flat.

Cost of sales before depreciation and amortization ("Cost of sales"). Cost of sales in the first half of 2000 were $218.6 million, up $26.2 million or 13.6% from cost of sales of $192.4 million in the same period last year. $23.6 million of the increase is attributable to increased shipments in the first half of 2000 in all product lines. The remainder of the increase ($2.6 million) was a result of increased costs, offset partly by improved productivity in the coated paper mill.

Selling, general and administrative expenses ("SG&A"). SG&A totaled $12.3 million in the first six months of 2000, down $2.3 million from the $14.6 million reported for the same period last year. The decrease relates to lower head office salaries and pension expenses.

Depreciation and amortization. Depreciation and amortization was $30.6 million in the first half of 2000, down $1.2 million from $31.8 million last year. The decrease is a result of lower amortization of deferred exchange losses, offset by higher depreciation caused by increased paper production. The Company depreciates its equipment using the units of production method.

Effects of currency hedging. The effects of currency hedging represents the amortization of foreign exchange losses incurred in 1992. As a result of an accounting policy adopted in 1992 relating to certain foreign exchange losses, the Company is required under generally accepted accounting principles in Canada to amortize these losses against revenues in pre-determined amounts. In the year 2000, $22.5 million in currency hedging adjustments will be charged against revenues, $11.3 million of which were booked in the first half of 2000 ($9.4 million in Q-1 and $1.9 million in Q-2). The third quarter will have a charge of $9.4 million and the fourth quarter will have a charge of $1.8 million.

The corresponding amount for the full year 1999 was $5.7 million, $2.9 of which was booked in the first half of 1999. The quarterly charges pre-determined for 1999 were essentially even for each quarter. (See Note 3 to the Company's financial statements included in its 1999 Annual Report to Shareholders for further details.)

EBITDA. EBITDA for the first half of 2000 was $91.9 million, up $25.2 million or 37.8% from EBITDA of $66.7 million reported for the same period last year. Of the $25.2 million increase, $23.0 million was generated from the coated paper operations, $1.9 million from pulp and $0.3 million from lumber. The main reasons for the improvement in EBITDA are increased shipments in all product lines and the positive impact of higher prices for coated paper, and to a lesser extent, pulp.

Interest expense. Interest expense was $61.9 million for the first six months of 2000, up $5.4 million or 9.6% from $56.5 million for the first half of 1999. The increase reflects the impact of the US$100 million financing completed in June 1999 which increased average borrowings by approximately US$45 million period over period.

Miscellaneous income. Miscellaneous income was $1.6 million for the first half of 2000 compared to $2.8 million last year. Miscellaneous income included interest income on cash deposits in 2000, offset partially by foreign exchange losses. Miscellaneous income in the corresponding period last year reflected mainly a foreign exchange gain resulting from the cancellation in May 1999 of a forward foreign exchange facility.

Net income (loss). Net loss for the first half of this year was $11.9 million (a loss of $12.5 million in Q-1 and a net income of $0.6 million in Q-2), down by $10.9 million from a net loss of $22.8 million last year. The reduction in losses reflects the impact of improved market conditions which have resulted in increased shipments and higher prices for coated paper and pulp.

Liquidity and Capital Resources
The Company generated $30.7 million in cash from operations in the first half of 2000 compared to $12.5 million in the corresponding period of 1999. Non-cash working capital changes used cash of $26.6 million in the first half of this year compared to $1.5 million last year. The increase in use of cash is attributable mainly to an increase in receivables at June 30, 2000 versus June 30, 1999, reflecting significantly higher shipments in the month of June and higher prices. Cash requirements for capital spending totaled $5.6 million in the first half of 2000 compared to $12.9 million last year. Capital spending for the year is forecasted at $30 million. Debt repayments totaled $3.9 million and related to scheduled principal payment for grants. Cash on hand at June 30, 2000 was $52.3 million.

In April 2000, Repap New Brunswick completed a US$100 million foreign exchange facility with The Toronto Dominion Bank, allowing it to enter into foreign exchange contracts to hedge expected future revenues denominated in U.S. dollars. This facility replaced a facility previously in place but cancelled in May 1999. At June 30, 2000, the Company had outstanding approximately US$87 million in foreign exchange contracts maturing over the next year.

During the third quarter, the Company has scheduled interest payments of $15.0 million compared to $45.1 million in the second quarter of this year.

Industry Mill inventories of coated groundwood were at approximately 160,000 tons at the end of June, 14% below the same period last year and still well below the peak of 327,000 tons recorded in May 1996.

Coated groundwood shipments from U.S. producers were up 3.8% through June which included 3% growth to the commercial printing end use and a 5.2% increase to magazine publishers. All end users registered very healthy demand for coated groundwood supported by May year-to-date magazine ad pages up 13.7% and catalog mailings up 6.8%. Most forecasts project good second half coated groundwood business conditions with industry operating rates exceeding 98%.

Forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results and company plans and objectives to differ materially from those expressed in the forward-looking statements. Such risks and uncertainties include, but are not limited to, changes in the United States and international economies; changes in worldwide demand for the company's products; changes in worldwide production and production capacity in the forest products industry; competitive pricing pressures for the company's products; changes in raw material, energy, and other costs; and currency fluctuations.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Currency
The profitability level of Repap's Canadian operations is sensitive to fluctuations in foreign exchange rates as most of their revenues are derived in U.S. dollars. A U.S.$0.01 variation in exchange rates affects Repap's cash flow by approximately $4.7 million. The competitiveness of Repap's operations in world markets depends on the relative strength of the currency in the countries of competitive producers. Prior to May 1999, Repap had foreign exchange contracts in effect to hedge expected future revenues denominated in U.S. dollars. Subsequent to May 1999, Repap no longer has such currency contracts in place and is therefore exposed to fluctuations in the Canadian/U.S. exchange rate.

In April 2000, Repap New Brunswick entered into a new US$100 million, 18-month foreign exchange facility with The Toronto Dominion Bank. As of May 4, 2000, approximately US$87 million of foreign exchange contracts had been entered into under this facility.

At March 31, 2000, approximately 97% of Repap's consolidated borrowings of approximately Cdn.$1.2 billion were in U.S. dollars.

Repap is naturally hedged against the exchange risk associated with holding U.S. dollar debt. Since most of Repap's products are sold in U.S. dollars, U.S. dollar revenue streams should be sufficient to accommodate any U.S. dollar principal repayment as it falls due. Repap has chosen to issue primarily U.S. dollar denominated debt because of this natural hedge and to take advantage of interest rates available on U.S. dollar denominated debt which have, at times, been significantly less than corresponding rates on Canadian dollar-denominated debt.

Accordingly, effective July 1, 1992, Repap designated future U.S. dollar revenue streams as effective hedges against currency risks related to U.S. dollar debt borrowings. Designation of revenues as a hedge results in exchange gains and losses on debt being deferred without amortization until repayment. At maturity, any exchange adjustment is included with revenues, recognizing that Repap has realized equal and offsetting exchange adjustments in the period the debt is repaid.

In April 1995, Repap New Brunswick refinanced the majority of their U.S. dollar long-term debt with U.S. dollar denominated senior secured notes. At that time, Repap New Brunswick had exchange losses relating to the refinanced debt of $63.8 million. As it remains highly likely that Repap New Brunswick's U.S. revenue streams will continue, the exchange losses accumulated at the time of the 1995 refinancing continue to be proportionately applied against those U.S. dollar revenues based upon the original debt repayment schedule.

Revenues in the first and second quarters of 2000 were reduced by $9.4 million and $1.9 million, respectively, as a result of the application of this accounting method. As at December 31, 1999, approximately $37.7 million of hedged currency exchange losses remained on the balance sheet, and are expected to reduce revenues by the following non-cash currency exchange adjustments:

Under generally accepted accounting principals in the United States ("U.S. GAAP"), any change in the currency fluctuations is immediately recognized in income. The total amount of the above-mentioned non-cash currency adjustments to future revenues has already been charged to income under U.S. GAAP. Accordingly, any reduction in revenues and income of future years resulting from these currency adjustments under Canadian GAAP will be added back in the reconciliation of revenues and income under U.S. GAAP. (See Note 22 to the Company's Consolidated Financial Statements).

Interest Rates
The Company's variable-rate debt from continuing operations, totaling U.S.$120 million, is subject to fluctuations in LIBOR lending rates. A 1% change in interest rates affects Repap's cash flow by approximately U.S.$1.2 million.

Environmental Concerns and Regulations
The forest products industry is subject to evolving environmental legislation, regulations and standards from various levels of governments which impose effluent and emission standards and other requirements on Repap's operations. Future capital investments may be required to meet legislation, regulations and standards as they evolve. In addition to regulatory pressure, market pressures may influence product evolution. Repap's ability to continue to address changing market needs could require additional capital investments as well as additional investments in product and process development.

PART II - OTHER INFORMATION
Item 1. Legal Proceedings
(1) Mr. F. Steven Berg served as Chairman of the Board of the Corporation from January 27, 1999 to August 16, 1999 when he was replaced by the current chairman, Harold (Hap) S. Stephen. Mr. Berg was not nominated for re-election to the Board of Directors of the Corporation at its Annual Meeting held on August 16, 1999. On June 16, 1999, F. Stephen Berg commenced an action in the Supreme Court of the State of New York in the County of New York naming the Corporation as defendant. The summons is seeking a declaratory judgment that Mr. Berg's employment agreement is a valid and binding corporate obligation of the Corporation. The Corporation is vigorously defending this action.

Under the challenged employment agreement, Mr. Berg would have been entitled to receive an annual base salary of no less than U.S.$420,000, an annual cash bonus based on increases in the Corporation's market capitalization (based on a percentage of such increase above target amounts but exclusive of issuances of Common Shares in exchange for outstanding debt and issuances of Common Shares upon conversion of convertible preferred shares issued in exchange for outstanding debt), certain perquisites that include participation in all executive-level benefit plans, compensation arrangements and fringe benefits including, for example, pension benefits, supplementary pension (including immediate crediting of eight years of past service), health and welfare benefits, an automobile, six weeks of vacation per year, life insurance equal to at least two-and-one-half times his base salary and long term disability coverage at least equal to his base salary. The challenged employment agreement authorizes the grant of an option to purchase 75 million Common Shares of the Corporation at U.S.$0.05 per share and a signing bonus of U.S.$1.25 million payable in Common Shares. The shares which are the subject of the option have not been authorized for issuance by regulatory authorities. The signing bonus has not been paid.

If Mr. Berg's action is successful and it is determined he was terminated without cause or left for good reason, the Corporation could be required to pay Mr. Berg: (i) a lump sum equal to the greater of (a) his base salary and bonus (other than the market capitalization bonus) for the remainder of the term of the challenged employment agreement, or (b) twice his base salary plus twice his highest bonus (other than the market capitalization bonus) payable for the three years prior to termination; (ii) continued health and welfare benefits for 24 months after termination; (iii) full vesting of any stock options; (iv) an additional eight years of past service credit under the Supplementary Pension Plan and an immediate lump sum payment of the benefit; and (v) the market capitalization bonus.

Upon a change in control (generally, a sale or acquisition of 10% of the Corporation's voting stock, a reduction in share ownership by Third Avenue Fund to less than 10% (other than a reduction by the conversion of the Corporation's debt into securities), a merger, consolidation, or sale of 10% of the Corporation's Common Shares, the sale of all or substantially all of the assets or changes in the composition of the Board occurring as a result of an actual or threatened election contest or proxy or consent solicitation), the challenged employment agreement provides that Mr. Berg is entitled to receive upon the termination of his employment within two years after the change in control or within six months prior to a change in control: (i) a lump sum payment equal to the greater of (a) his base salary and bonus (other than the market capitalization bonus) for the remainder of the term of the challenged employment agreement; or (b) three times his base salary plus three times his highest bonus (other than the market capitalization bonus) earned during three years preceding the change in control; (ii) continued health and welfare benefits for 36 months; (iii) full vesting of any stock option; (iv) transfer of car ownership; (v) an additional 11 years of past service credit under the Supplementary Pension Plan and immediate lump sum payment of the benefit; and (vii) the market capitalization bonus. The challenged employment agreement also provides that Mr. Berg is entitled to receive a gross up of parachute payments so that he is in the same after-tax position as if there were no excise tax on excess parachute payments.

Mr. F. Steven Berg, Chairman of the Board for approximately six months in 1999, has brought a motion for partial summary judgment in the action commenced by Mr. Berg in the Supreme Court of the State of New York, County of New York, against the Corporation seeking a declaratory judgment that Mr. Berg's purported employment agreement is a valid and binding obligation of the Corporation and damages for its breach, as described in the preceding two paragraphs. The Corporation believes that Mr. Berg, among other things, failed to act in the best interest of the Corporation in entering into the challenged employment agreement and has filed material in opposition to the motion. The Court has not yet set a time for argument on the motion.

(2) On October 15, 1999, TD Asset Management Inc. ("TDAM"), which holds 13.65% of the Corporation's outstanding common shares, commenced an action in the Ontario Superior Court of Justice against the Corporation, Mr. F. Steven Berg and two former directors of the Corporation, namely, Clifford M. Sifton and Stephen W. Phillips. TDAM is seeking (i) a declaration that actions of the defendants in entering into Mr. Berg's challenged employment agreement were oppressive or unfairly prejudicial to or unfairly disregarded the interests of the shareholders of the Corporation, (ii) an order setting aside Mr. Berg's challenged employment agreement, (iii) injunctions restraining performance of the challenged employment agreement and stock option grant and (iv) damages against the personal defendants in the amount of $5 million each. TDAM is not seeking monetary damages against the Corporation but should this action be successful the Corporation may be ordered to pay the costs of TDAM in bringing this action.

Another motion brought forward by Mr. Berg seeking to dismiss, or alternatively, to stay the action commenced by TD Asset Management Inc. in the Superior Court of Justice for the Province of Ontario against the Corporation, Mr. Berg and two former directors of the Corporation, was itself dismissed. Mr. Berg then brought a motion seeking leave to appeal this dismissal. Argument on that motion was heard on July 12, 2000 but the court has not yet rendered its decision.

(3) On January 10, 2000, Repap New Brunswick received a summons to appear in the Provincial Court of the Province of New Brunswick to answer to the charge that it unlawfully released a contaminant into water which would or could affect the natural, physical, chemical and biological quality or constitution to water contrary to the Clean Water Act (New Brunswick). The circumstances on which the charge is based occurred in the fall of 1998 when a heavier than usual rain storm washed silt from an area that had been cleared to accommodate Repap New Brunswick's new landfill site into the Northwest Millstream River. Repap New Brunswick has pled not guilty to the charge and the trial set for June 6 has been adjourned until September 25, 2000.

Item 2. Changes in Securities and Use of Proceeds.
No material changes to the constituent instruments defining the rights of the holders of any class of registered securities have occurred during the second quarter of fiscal 2000.

Item 3. Defaults Upon Senior Securities.

No material defaults upon senior securities have occurred during the second quarter of fiscal 2000.

Item 4. Submission of Matters to a Vote of Security Holders.

No matters were submitted to a vote of security holders during the second quarter of fiscal 2000.

Item 5. Other Information.

N/A

Item 6. Exhibits and Reports on Form 8-K.

a) Exhibit 10.1 Employment Agreement dated June 28, 2000 between Repap Enterprises Inc. and Stephen C. Larson

Exhibit 10.2 Employment Agreement dated June 28, 2000 between Repap Enterprises Inc. and Michelle A. Cormier

b) Reports on Form 8-K.

No current report on Form 8-K was filed by the Company during second quarter of fiscal 2000.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: August 4, 2000 /s/ Michelle A. Cormier

EXHIBIT INDEX

Exh. 10.1 Employment Agreement dated June 28, 2000 between Repap Enterprises Inc. and Stephen C. Larson
Exh. 10.2 Employment Agreement dated June 28, 2000 between Repap Enterprises Inc. and Michelle A. Cormier
Exh. 11.1 Statement Re: Computation of per Share Earnings
Exh. 27 Financial Data Schedule