X0202 4 2008-02-01 0 0000731939 TEMPLE INLAND INC TIN 0001231549 MALEY JOHN PATRICK III 1300 S. MOPAC AUSTIN TX 78746 0 1 0 0 Executive VP, Paper Common Stock 2008-02-04 2008-02-04 4 F 0 5103 18.70 D 29982 D Common Stock 583 I By Trustee of 401(k) plan Option (right to buy) 7.56 2005-05-07 2013-05-07 Common Stock 30000 30000 D Option (right to buy) 11.96 2005-02-06 2014-02-06 Common Stock 18000 18000 D Option (right to buy) 16.14 2006-02-04 2015-02-04 Common Stock 32000 32000 D Option (right to buy) 21.55 2007-02-03 2016-02-03 Common Stock 32800 32800 D Option (right to buy) 24.34 2008-02-02 2017-02-02 Common Stock 32800 32800 D Restricted Stock Units Common Stock 32200 32200 D Restricted Stock Units Common Stock 35000 35000 D Restricted Stock Units Common Stock 40000 40000 D Option (right to buy) 19.50 2008-02-01 2008-02-01 4 A 0 212245 0.00 A 2009-02-01 2018-02-01 Common Stock 212245 212245 D Restricted Stock Units 2008-02-01 2008-02-01 4 A 0 58777 0.00 A Common Stock 58777 58777 D In accordance with the Shareholder Rights Plan adopted by the Company on February 9, 1999, Preferred Stock Purchase Rights are deemed to be attached to the shares of Common Stock. Reporting Person acquired additional shares through on-going acquisitions under 401(k) plan. By trustee of the Temple-Inland Salaried Savings Plan according to the latest report of the Plan Administrator. (Note: Trustee uses unit accounting; therefore, share equivalents may fluctuate slightly from month to month.) 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. Option Vesting Schedule: Options Exercisable on 05/07/2005 - 10,000; Options Exercisable on 5/07/2006 - 10,000 ; and Options Exercisable on 05/07/2007 - 10,000. Options Vesting Schedule: Options exercisable 02/06/2005 - 4,500; Options Exercisable 02/06/2006 - 4,500; Options Exercisable 02/06/2007 - 4,500; Options Exercisable 02/06/2008 - 4,500. Options Vesting Schedule: Options exercisable 02/04/2006 - 8,000; Options Exercisable 02/04/2007 - 8,000; Options Exercisable 02/04/2008 - 8,000; Options Exercisable 02/04/2009 - 8,000. Options Vesting Schedule for Options Granted 02/03/2006: Options Exerciserable 02/03/2007 - 8,200; Options Exerciserable 02/03/2008 - 8,200; Options Exerciserable 02/03/2009 - 8,200; and Options Exerciserable 02/03/2010 - 8,200. Options Vesting Schedule for Options Granted 02/02/2007 at an exercise price of $50.90: Options Exerciserable 02/02/2008 - 8,200; Options Exerciserable 02/02/2009 - 8,200; Options Exerciserable 02/02/2010 - 8,200; and Options Exerciserable 02/02/2011 - 8,200. As disclosed in Form 8-K dated August 9, 2007, restricted stock units ("RSUs") and performance stock units awarded in 2006 and 2007 were cancelled August 9 and new RSUs were issued with 1% ROI performance criteria to reflect the Company?s Transformation Plan. 14,700 Restricted Stock Units granted on February 3, 2006 and 17,500 Performance Stock Units granted on February 3, 2006 (not considered derivative securities) were cancelled for a total of 32,200 cancelled units (14,700 + 17,500 = 32,200). 32,200 new Restricted Stock Units were issued on August 9, 2007 and will vest on February 3, 2009. Restricted Stock Units will be settled for cash based on the fair market value on the vesting date subject to a 1% ROI performance criteria. As disclosed in Form 8-K dated August 9, 2007, restricted stock units ("RSUs") and performance stock units awarded in 2006 and 2007 were cancelled August 9 and new RSUs were issued with 1% ROI performance criteria to reflect the Company?s Transformation Plan. 12,000 Restricted Stock Units granted on February 2, 2007 and 23,000 Performance Stock Units granted on February 2, 2007 (not considered derivative securities) were cancelled for a total of 35,000 cancelled units (12,000 + 23,000 = 35,000). 35,000 new Restricted Stock Units were issued on August 9, 2007 and will vest on February 2, 2010. Restricted Stock Units will be settled for cash based on the fair market value on the vesting date subject to a 1% ROI performance criteria. As disclosed in Form 8-K dated August 9, 2007, restricted stock units ("RSUs") and performance stock units awarded in 2006 and 2007 were cancelled August 9 and new RSUs were issued with 1% ROI performance criteria to reflect the Company?s Transformation Plan. 40,000 Restricted Stock Units granted as a "launch award" on May 4, 2007 were cancelled. 40,000 new Restricted Stock Units were issued on August 9, 2007 and will vest on May 4, 2010. Restricted Stock Units will be settled for cash based on the fair market value on the vesting date subject to a 1% ROI performance criteria. Granted 02/01/2008 Option Vesting Schedule: Options exercisable 02/01/2009, 53061; Options exercisable 02/01/2010, 53061; Options exercisable 02/01/2011, 53061; Options exercisable 02/01/2012, 53062. Restricted Stock Units granted on February 1, 2008 will vest effective February 1, 2010 if 1% ROI performance criteria is met. Restricted Stock Units will be settled for cash based on the fair market value on the vesting date. Signed by Leslie K. O'Neal on behalf of John Patrick Maley III 2008-02-05