X0202 4 2008-02-01 0 0000731939 TEMPLE INLAND INC TIN 0001185912 LEVY RANDALL D 1300 SOUTH MOPAC AUSTIN TX 78746 0 1 0 0 Chief Financial Officer Common Stock 2008-02-01 2008-02-01 4 F 0 794 19.50 D 78846 D Common Stock 2008-02-04 2008-02-04 4 F 0 2645 18.70 D 76201 D Common Stock 3604 I By Trustee of 401(k) Plan. Option (right to buy) 11.73 2000-02-05 2009-02-05 Common Stock 10000 10000 D Option (Right to buy) 10.55 2002-02-04 2010-02-04 Common Stock 36000 36000 D Option (Right to buy) 9.37 2002-02-02 2011-02-02 Common Stock 30000 30000 D Option (Right to buy) 10.56 2003-02-01 2012-02-01 Common Stock 40000 40000 D Option (Right to buy) 6.92 2004-02-07 2013-02-07 Common Stock 30000 30000 D Option (Right to buy) 11.96 2005-02-06 2014-02-06 Common Stock 24000 24000 D Option (Right to buy) 16.14 2006-02-04 2015-02-04 Common Stock 24000 24000 D Option (Right to buy) 21.55 2007-02-03 2016-02-03 Common Stock 24600 24600 D Option (Right to buy) 24.34 2008-02-02 2017-02-02 Common Stock 24600 24600 D Restricted Stock Units Common Stock 23000 23000 D Restricted Stock Units Common Stock 24500 24500 D Option (Right to buy) 19.50 2008-02-01 2008-02-01 4 A 0 116135 0.00 A 2009-02-01 2018-02-01 Common Stock 116135 116135 D Restricted Stock Units 2008-02-01 2008-02-01 4 A 0 36506 0.00 A Common Stock 36506 36506 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. Options Vesting Schedule: Options Exercisable 02/05/2000 - 2,000; Options Exercisable 02/05/2001 - 2,000; Options Exercisable 02/05/2002 - 2,000; Options Exercisable 02/05/2003 - 2,000; Options Exercisable 02/05/2004 - 2,000. Options Vesting Schedule: Options Exercisable 02/04/2002 - 5,400; Options Exercisable 02/04/2003 - 5,400; Options Exercisable 02/04/2004 - 5,400; Options Exercisable 02/04/2005 - 5,400; Options Exercisable 02/04/2006 - 14,400. Options Vesting Schedule: Options Exercisable 02/02/2002 - 10,000; Options Exercisable 02/02/2003 - 10,000; Options Exercisable 02/02/2004 - 10,000; Options Exercisable 02/02/2005 - 10,000. Options Vesting Schedule: Options Exercisable 02/01/2003 - 10,000; Options Exercisable 02/01/2004 - 10,000; Options Exercisable 02/01/2005 - 10,000; Options Exercisable 02/01/2006 - 10,000. Options Vesting Schedule: Options Exercisable 02/07/2004 - 7,500; Options Exercisable 02/07/2005 - 7,500; Options Exercisable 02/07/2006 - 7,500; Options Exercisable 02/07/2007 - 7,500. Options Vesting Schedule: Options exercisable 02/06/2005 - 6,000; Options Exercisable 02/06/2006 - 6,000; Options Exercisable 02/06/2007 - 6,000; Options Exercisable 02/06/2008 - 6,000. Option Vesting Schedule: Options exercisable 02/04/2006 - 6,000; Options exercisable 02/04/2007 - 6,000; Options exercisable 02/04/2008 - 6,000; Options exercisable 02/04/2009 - 6,000. Options Vesting Schedule for Options Granted 02/03/2006: Options Exerciserable 02/03/2007 - 6,150; Options Exerciserable 02/03/2008 - 6,150; Options Exerciserable 02/03/2009 - 6,150; and Options Exerciserable 02/03/2010 - 6,150. Options Vesting Schedule for Options Granted 02/02/2007: Options Exerciserable 02/02/2008 - 6,150; Options Exerciserable 02/02/2009 - 6,150; Options Exerciserable 02/02/2010 - 6,150; and Options Exerciserable 02/02/2011 - 6,150. 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. 10,500 Restricted Stock Units granted on February 3, 2006 and 12,500 Performance Stock Units granted on February 3, 2006 (not considered derivative securities) were cancelled for a total of 23,000 cancelled units (10,500 + 12,500 = 23,000). 23,000 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. 9,000 Restricted Stock Units granted on February 2, 2007 and 15,500 Performance Stock Units granted on February 2, 2007 (not considered derivative securities) were cancelled for a total of 24,500 cancelled units (9,000 + 15,500 = 24,500). 24,500 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. Granted 02/01/2008 Option Vesting Schedule: Options exercisable 02/01/2009, 29034; Options exercisable 02/01/2010, 29034; Options exercisable 02/01/2011, 29034; Options exercisable 02/01/2012, 29033. 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 Randall D. Levy 2008-02-05