On June 3, 2009, Verso Paper Holdings LLC ("Verso Holdings") entered into an Amended and Restated Credit Agreement with Credit Suisse, Cayman Islands Branch, as administrative agent, the lenders and the other parties thereto. The amendment allows for the issuance of $325 million aggregate principal amount of 11.5% senior secured notes due 2014 (the "Notes"), which will be secured on a ratable and pari passu basis with Verso Holdings' senior secured credit facilities. The amendment also, among other things, increases the applicable margin for the interest rate on borrowings under the revolving credit facility to 3.0% for Eurodollar loans and 2.0% for base rate loans and eliminates the requirement to maintain a net first-lien secured debt to Adjusted EBITDA ratio. The amendment will become effective upon the issuance of the Notes and the use of the proceeds from the Notes to prepay in full the term loans outstanding under the senior secured credit facilities, in addition to customary conditions. Following the consummation of the amendment, the issuance of the Notes, the prepayment of the term loans and related transactions (including the payment of fees and expenses), only the revolving credit facility will remain under the senior secured credit facilities.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Amended and Restated Credit Agreement attached hereto as Exhibit 10.1.

As previously disclosed, the New York Stock Exchange (the "NYSE") notified Verso Paper Corp. ("Verso") on February 2, 2009 that it had fallen below the NYSE's continued listing standard requiring that the average closing price of Verso's common stock over a consecutive 30 trading-day period be at least $1.00 per share. On June 1, 2009, the NYSE notified Verso that it had regained compliance with the share price standard by virtue of the fact that both the closing price of the common stock on May 29, 2009, and the average closing price of the common stock for the consecutive 30 trading-day period ended May 29, 2009, were above $1.00 per share.

Verso remains below the NYSE's separate continued listing standard requiring that it have an average market capitalization over a consecutive 30 trading-day period of at least $75 million. Verso continues to proceed under an NYSE-approved plan to achieve compliance with the market capitalization standard by June 11, 2010.

(d) Exhibits

The following exhibit is included with this report:

Exhibit
Number     Description of Exhibit
10.1       Amended and Restated Credit Agreement dated as of June 3, 2009, among
           Verso Paper Finance Holdings LLC, Verso Paper Holdings LLC, the lenders
           party thereto, Credit Suisse, Cayman Islands Branch, as administrative
           agent, Lehman Brothers Inc., as syndication agent, Citigroup Global
           Markets Inc. and Bank of America Securities LLC, as co-documentation
           agents, and Credit Suisse Securities (USA) LLC and Lehman Brothers Inc.,
           as joint bookrunners.