X0202 4 2004-11-10 0000079716 POTLATCH CORP PCH 0001180482 KELLY RICHARD K 601 W. RIVERSIDE AVENUE, SUITE 1100 SPOKANE WA 99201 0 1 0 0 Vice President Employee Stock Option (right to buy) 41.25 2004-11-10 4 D 0 3350 D 2005-12-07 Common Stock 3350 0 D Employee Stock Option (right to buy) 39.2939 2004-11-10 4 A 0 3517 A 2005-12-07 Common Stock 3517 3517 D Employee Stock Option (right to buy) 44.375 2004-11-10 4 D 0 4500 D 2006-12-05 Common Stock 4500 0 D Employee Stock Option (right to buy) 42.2707 2004-11-10 4 A 0 4724 A 2006-12-05 Common Stock 4724 4724 D Employee Stock Option (right to buy) 48.25 2004-11-10 4 D 0 3450 D 2007-12-04 Common Stock 3450 0 D Employee Stock Option (right to buy) 45.9619 2004-11-10 4 A 0 3622 A 2007-12-04 Common Stock 3622 3622 D Employee Stock Option (right to buy) 37.75 2004-11-10 4 D 0 5800 D 2008-12-03 Common Stock 5800 0 D Employee Stock Option (right to buy) 35.9599 2004-11-10 4 A 0 6089 A 2008-12-03 Common Stock 6089 6089 D Employee Stock Option (right to buy) 41.375 2004-11-10 4 D 0 13000 D 2009-12-02 Common Stock 13000 0 D Employee Stock Option (right to buy) 39.413 2004-11-10 4 A 0 13647 A 2009-12-02 Common Stock 13647 13647 D Employee Stock Option (right to buy) 24.88 2004-11-10 4 D 0 6500 D 2012-12-05 Common Stock 6500 0 D Employee Stock Option (right to buy) 23.7002 2004-11-10 4 A 0 6823 A 2012-12-05 Common Stock 6823 6823 D Employee Stock Option (right to buy) 33.18 2004-11-10 4 D 0 4000 D 2013-12-04 Common Stock 4000 0 D Employee Stock Option (right to buy) 31.6066 2004-11-10 4 A 0 4199 A 2013-12-04 Common Stock 4199 4199 D On October 25, 2004, the Board of Directors of Potlatch Corporation (the "Company") declared a special cash dividend to stockholders of record on November 10, 2004. The Company's applicable stockholder-approved stock incentive plans require proportionate adjustment of the exercise price and the number of shares of common stock covered by outstanding awards under such plans in a manner determined by the Executive Compensation and Personnel Policies Committee of the Company's Board of Directors to reflect the declaration of the special cash dividend. The adjustment of the outstanding award is being reported as a deemed cancellation and regrant of the original stock option to clarify the change in the exercise price and number of shares covered by the subject stock option. The original option provided for vesting in two equal annual installments following the date of grant. The option has no purchase or sale price, therefore Column 8 has been left blank. Malcolm A. Ryerse, Attorney-in-fact 2004-11-12