SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Obernesser George D

(Last)

(First)

(Middle)

1300 S MOPAC EXPRESSWAY

THIRD FLOOR

(Street)

AUSTIN

78746

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2011

3. Issuer Name and Ticker or Trading Symbol
TEMPLE INLAND INC [ TIN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Group VP, Paperboard

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options (Right to Buy)	02/03/2007⁽¹⁾	02/03/2016	Common Stock	3,844	$21.55⁽²⁾	D
Options (Right to Buy)	02/02/2008⁽³⁾	02/02/2017	Common Stock	5,125	$24.34⁽²⁾	D
Options (Right to Buy)	02/01/2009⁽⁴⁾	02/01/2018	Common Stock	10,474	$19.5	D
Options (Right to Buy)	02/06/2010⁽⁵⁾	02/06/2019	Common Stock	6,250	$5.64	D
Options (Right to Buy)	02/05/2011⁽⁶⁾	02/05/2020	Common Stock	3,844	$16.71	D
Restricted Stock Units	⁽⁷⁾	⁽⁷⁾	Common Stock	6,350	⁽⁷⁾	D
Options (Right to Buy)	02/04/2012⁽⁸⁾	02/04/2021	Common Stock	2,485	$24.4⁽⁸⁾	D
Restricted Stock Units	⁽⁹⁾	⁽⁹⁾	Common Stock	3,985	⁽⁹⁾	D

Explanation of Responses:

1. Options vesting schedule: 1281 on 2/3/07, 1281 on 2/3/08, 1281 on 2/3/09 and 1282 on 2/3/10.

2. The exercise price of these outstanding options were amended from that previously reported in connection with the spin-off announced by the Company effective 12/28/2007, and pursuant to anti-dilution provisions set forth in the option plan, and is intended to give the option the same economic value it had before the spin-off.

3. Options vesting schedule: 1281 on 2/2/08, 1281 on 2/2/09, 1281 on 2/2/10 and 1282 on 2/2/11.

4. Options vesting schedule: 2618 on 2/1/09, 2618 on 2/1/10, 2619 on 2/1/11 and 2619 on 2/1/12.

5. Options vesting schedule: 1562 on 2/6/10, 1563 on 2/6/11, 1562 on 2/6/12 and 1563 on 2/6/13.

6. Options vesting schedule: 911 on 2/5/11, 911 on 2/5/12, 911 on 2/5/13 and 911 on 2/5/14.

7. Restricted Stock Units granted on February 5, 2010 will vest on or after February 5, 2013 and will be settled for cash based on the fair market value on the vesting date.

8. Options vesting schedule: 621 on 2/4/12, 621 on 2/4/13, 621 on 2/4/14 and 622 on 2/4/15.

9. Restricted Stock Units granted on February 4, 2011 will vest on or after February 4, 2014 and will be settled for cash based on the fair market value on the vesting date.

	/s/ Leslie K. O'Neal on Behalf of Reporting Person	06/02/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.