Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
FAIRFAX FINANCIAL HOLDINGS LTD/ CAN
  2. Issuer Name and Ticker or Trading Symbol
Resolute Forest Products Inc. [RFP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
95 WELLINGTON STREET WEST, SUITE 800
3. Date of Earliest Transaction (Month/Day/Year)
12/05/2012
(Street)

TORONTO, A6 M5J 2N7
4. If Amendment, Date Original Filed(Month/Day/Year)
12/10/2012
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.001 par value ("Common Shares") 12/05/2012   J   2,008,211 A (1) 23,744,613 (2) I See Footnote (3)
Common Shares 12/06/2012   J   112,285 A (1) 23,856,899 (2) I See Footnote (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FAIRFAX FINANCIAL HOLDINGS LTD/ CAN
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6 M5J 2N7
    X    
WATSA V PREM ET AL
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6 M5J 2N7
    X    
1109519 ONTARIO LTD
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6 M5J 2N7
    X    
SIXTY TWO INVESTMENT CO LTD
1600 CATHEDRAL PLACE
925 WEST GEORGIA ST.
VANCOUVER, A1 V6C 3L3
    X    
810679 ONTARIO LTD
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6 M5J 2N7
    X    
NORTH RIVER INSURANCE CO
305 MADISON AVENUE
MORRISTOWN, NJ 07962
    X    
Northbridge Personal Insurance Corp
105 ADELAIDE STREET WEST
3RD FLOOR
TORONTO, A6 M5H 1P9
    X    
TIG INSURANCE CO
250 COMMERCIAL STREET
SUITE 5000
MANCHESTER, NH 03101
    X    
ODYSSEY REINSURANCE CO
300 FIRST STAMFORD PLACE
STAMFORD, CT 06902
    X    
CLEARWATER INSURANCE CO
300 FIRST STAMFORD PLACE
STAMFORD, CT 06902
    X    

Signatures

 /s/ V. Prem Watsa, Chairman and Chief Executive Officer   12/11/2012
**Signature of Reporting Person Date

 /s/ V. Prem Watsa   12/11/2012
**Signature of Reporting Person Date

 /s/ V. Prem Watsa, President   12/11/2012
**Signature of Reporting Person Date

 /s/ V. Prem Watsa, President   12/11/2012
**Signature of Reporting Person Date

 /s/ V. Prem Watsa, President   12/11/2012
**Signature of Reporting Person Date

 /s/ James V. Kraus, Senior Vice President   12/11/2012
**Signature of Reporting Person Date

 /s/ Steve McManus, Senior Vice President   12/11/2012
**Signature of Reporting Person Date

 /s/ John J. Bator, Senior Vice President   12/11/2012
**Signature of Reporting Person Date

 /s/ Kirk M. Reische, Vice President   12/11/2012
**Signature of Reporting Person Date

 /s/ John J. Bator, Senior Vice President   12/11/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On November 6, 2012, Resolute distributed Shares to its creditors from a disputed claim share reserve established in connection with Resolute's and its debtor affiliates' December 2010 emergence from creditor protection proceedings (the "Distribution"). Pursuant to the Distribution, the Reporting Persons received Shares on December 5, 2012 and December 6, 2012. The number of additional Shares to be received pursuant to the Distribution was indeterminable by the Reporting Persons prior to the actual receipt of Shares.
(2) This amendment is being filed to correct the number of Common Shares beneficially owned following the reported transactions.
(3) The Common Shares are held by Fairfax Financial Holdings Limited ("Fairfax"), certain of its subsidiaries and the pension plans of certain subsidiaries of Fairfax, including, following the transactions reported herein, 552,942 Common Shares held by The North River Insurance Company, 503,335 Common Shares held by Northbridge Personal Insurance Corporation, 1,821,751 Common Shares held by TIG Insurance Company, 11,973,737 Common Shares held by Odyssey Reinsurance Company and 2,031,952 Common Shares held by Clearwater Insurance Company.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.