Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 8, 2008, Buckeye Technologies Inc. (the "Company") awarded bonuses to Executive Officers for the fiscal year ended June 30, 2008, based on Compensation Committee approval. The named Executive Officers will receive the following bonuses.

John B. Crowe, Chairman and Chief Executive Officer, will receive $316,440 based on the Company's At-Risk Compensation bonus ("ARC") program and $38,880 from the All Employee bonus plan.

Steven G. Dean, Senior Vice President and Chief Financial Officer will receive $90,577 based on the Company's ARC program and $20,237 from the All Employee bonus plan.

Kristopher J. Matula, President and Chief Operating Officer, will receive $206,479 based on the Company's ARC program and $26,208 from the All Employee bonus plan.

Paul N. Horne, Senior Vice President, Product Development, will receive $90,335 based on the Company's ARC program and $28,490 from the All Employee bonus plan.

William M. Handel, Senior Vice President, Lean Enterprise, will receive $109,925 based on the Company's ARC program and $16,416 from the All Employee bonus plan.

Charles S. Aiken, Senior Vice President, Manufacturing and Sustainability, will receive $111,682 based on the Company's ARC program and $27,528 from the All Employee bonus plan.

Item 7.01. Regulation FD Disclosure.

The information presented herein under Item 7.01 shall not be deemed "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such a filing.

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