X0303 4 2008-08-01 0 0000731939 TEMPLE INLAND INC TIN 0001157456 TEMPLE ARTHUR III 1300 S. MOPAC AUSTIN TX 78746 1 0 0 0 Common Stock 455532 D Common Stock 2000 I By Wife Common Stock 134460 I Trustee Common Stock 157380 I Trust Common Stock 5304 I Trustee Common Stock 5304 I Trustee Common Stock 4254 I Trustee Common Stock 5304 I Trustee Option (right to buy) 4.55 1999-01-02 2013-01-02 Common Stock 4000 4000 D Option (right to buy) 6.85 2000-01-04 2014-01-04 Common Stock 4000 4000 D Option (right to buy) 11.73 2000-02-05 2009-02-05 Common Stock 10000 10000 D Option (right to buy) 8.22 2001-01-03 2015-01-03 Common Stock 4000 4000 D Phantom Shares 15.97 2008-08-01 2008-08-01 4 A 0 2826 0.00 A 2014-05-02 2029-05-02 Common Stock 54191 54191 D Temple Interests, L.P., a limited partnership of which Reporting Person was a general partner, dissolved and common stock transferred to Reporting Person with no change in pecuninary interest. 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. By self as Trustee for Arthur Temple and Mary Temple Denman Trust Part II: Mary Temple Denman. By Arthur Temple III Testamentary Trust (Katherine Sage Temple). By self as Trustee for Arthur Temple III, Trustee of the Arthur Temple III Childrens' 1982 Trust, UTA Dated 12/06/1982 FBO-John Clark Hurst, Jr. By self as Trustee for Arthur Temple III, Trustee of the Arthur Temple III Childrens' 1982 Trust, UTA Dated 12/06/1982 FBO - Whitney Sage Temple. By self as Trustee for Arthur Temple III, Trustee of the Arthur Temple III Childrens' 1982 Trust, UTA Dated 12/06/1982 FBO - Susan Helen Temple. By self as Trustee for Arthur Temple III, Trustee of the Arthur Temple III Childrens' 1982 Trust, UTA Dated 12/06/1982 FBO - Hannah Lea Temple. 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 02/05/2000 - 4,000; Options Exercisable 02/05/2001 - 4,000; Options Exercisable 02/05/2002 - 2,000; Phantom shares accrued under a Company plan, to be settled upon the reporting person's retirement. Phantom shares earned before 2006 are payable in stock. Phantom shares earned in 2006 or later are payable in cash. Leslie K. O'Neal signed on behalf of Arthur Temple III 2008-08-04