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
AbitibiBowater Inc. [ABH]
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)
12/22/2010
(Street)

TORONTO, ONTARIO, A6 M5J 2N7
4. If Amendment, Date Original Filed(Month/Day/Year)
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?) 12/22/2010   J(1)   13,182,494 A (1) 13,182,494 I See footnote (2)

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
8.0% Convertible Notes due 2013 (?Notes?) (3) 12/22/2010   J(1)     $ 368,861,110 (5) 10/15/2008   (4) Common Stock, $1.00 par value (?Old Common Shares?) 36,886,111 (1) 0 I See footnote (1)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FAIRFAX FINANCIAL HOLDINGS LTD/ CAN
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, ONTARIO, A6 M5J 2N7
    X    
WATSA V PREM ET AL
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, ONTARIO, A6 M5J 2N7
    X    
1109519 ONTARIO LTD
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, ONTARIO, A6 M5J 2N7
    X    
SIXTY TWO INVESTMENT CO LTD
1600 CATHEDRAL PLACE
925 WEST GEORGIA ST.
VANCOUVER, BC, A1 V6C 3L3
    X    
810679 ONTARIO LTD
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, ONTARIO, A6 M5J 2N7
    X    
TIG INSURANCE CO
250 COMMERCIAL STREET
SUITE 5000
MANCHESTER, NH 03101
    X    
NORTH RIVER INSURANCE CO
305 MADISON AVENUE
MORRISTOWN, NJ 07962
    X    
ODYSSEY AMERICA REINSURANCE CORP
300 FIRST STAMFORD PLACE
STAMFORD, CT 06902
    X    
UNITED STATES FIRE INSURANCE CO
305 MADISON AVENUE
MORRISTOWN, NJ 07962
    X    
Zenith Insurance Co
21255 CALIFA STREET
WOODLAND HILLS, CA 91367-5021
    X    

Signatures

 /s/ V. Prem Watsa, Chairman and Chief Executive Officer   12/27/2010
**Signature of Reporting Person Date

 /s/ V. Prem Watsa   12/27/2010
**Signature of Reporting Person Date

 /s/ V. Prem Watsa, President   12/27/2010
**Signature of Reporting Person Date

 /s/ V. Prem Watsa, President   12/27/2010
**Signature of Reporting Person Date

 /s/ V. Prem Watsa, President   12/27/2010
**Signature of Reporting Person Date

 /s/ John J. Bator, Chief Financial Officer and Senior Vice President   12/27/2010
**Signature of Reporting Person Date

 /s/ Paul Bassaline, Vice President Finance and Assistant Controller   12/27/2010
**Signature of Reporting Person Date

 /s/ Kirk M. Reische, Vice President   12/27/2010
**Signature of Reporting Person Date

 /s/ Paul Bassaline, Vice President Finance and Assistant Controller   12/27/2010
**Signature of Reporting Person Date

 /s/ Michael Jansen, Executive Vice President and General Counsel   12/27/2010
**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) In connection with the emergence from bankruptcy and reorganization of AbitibiBowater Inc. and certain of its affiliates, pursuant to the Second Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code, dated as of November 23, 2010, among AbitibiBowater and certain of its affiliates and the debtors named therein (the "Plan"), (1) the reporting persons named herein received, in partial consideration of their claims arising from their ownership of certain debt securities of AbitibiBowater Inc. and its affiliates, including the Notes, 13,182,494 Common Shares in the aggregate and (2) all of the outstanding Notes were canceled pursuant to the Plan for no cash consideration, in each case, in a transaction exempt pursuant to Rule 16b-7 under the Securities Exchange Act of 1934, as amended.
(2) Following the transactions reported herein, 4,911,509 Common Shares are held by Fairfax Financial Holdings Limited, 3,667,903 Common Shares are held by Odyssey America Reinsurance Corporation, 1,265,588 Common Shares are held by The North River Insurance Company, 1,269,625 Common Shares are held by TIG Insurance Company, 539,984 Common Shares are held by Lombard General Insurance Company of Canada, 295,303 Common Shares are held by Commonwealth Insurance Company, 465,682 Common Shares are held by Markel Insurance Company of Canada, 104,621 Common Shares are held by Federated Insurance Company of Canada, 84,373 Common Shares are held by Lombard Insurance Company, 252,400 Common Shares are held by United States Fire Insurance Company, and 325,506 Common Shares are held by Zenith Insurance Company.
(3) The Notes were convertible into Old Common Shares based on an initial conversion rate of 100 Old Common Shares per $1,000 principal amount of Notes (equivalent to an initial conversion price of $10.00 per Old Common Share), subject to adjustment under certain circumstances.
(4) The Notes were convertible into Old Common Shares at the option of the holder thereof at any time prior to the close of business on the business day immediately preceding 04/15/2013, which was the maturity date of the Notes.
(5) Aggregate principal amount of Notes.

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.