X0303 4 2009-07-31 0 0000731939 TEMPLE INLAND INC TIN 0001371771 Hester Troy L 1300 SOUTH MOPAC THIRD FLOOR AUSTIN TX 78746 0 1 0 0 Corporate Controller Common Stock 2009-07-31 2009-07-31 4 M 0 6000 10.56 A 23347 D Common Stock 2009-07-31 2009-07-31 4 M 0 6000 6.92 A 29347 D Common Stock 2009-07-31 2009-07-31 4 S 0 12000 15.93 D 17347 D Common Stock 1636 I By Trustee of 401(k) Plan Common Stock 460 I By Trustee of 401(k) Plan Option (right to buy) 10.56 2009-07-31 2009-07-31 4 M 0 6000 0.00 D 2003-02-01 2012-02-01 Common Stock 6000 0 D Option (right to buy) 6.92 2009-07-31 2009-07-31 4 M 0 6000 0.00 D 2004-02-07 2013-02-07 Common Stock 6000 0 D Option (right to buy) 11.96 2005-02-06 2014-02-06 Common Stock 5000 5000 D Option (right to buy) 16.14 2006-02-04 2015-02-04 Common Stock 5000 5000 D Option (right to buy) 21.55 2007-02-03 2016-02-03 Common Stock 5125 5125 D Option (right to buy) 24.34 2008-02-02 2017-02-02 Common Stock 5125 5125 D Restricted Stock Units Common Stock 8500 8500 D Option (Right to buy) 19.50 2009-02-01 2018-02-01 Common Stock 32199 32199 D Restricted Stock Units 2009-02-01 2018-02-01 Common Stock 12051 12051 D Option (Right to buy) 5.64 2010-02-06 2019-02-06 Common Stock 36990 36990 D Performance Stock Units Common Stock 38592 38592 D The price in Column 4 is a weighted average price. The prices actually paid ranged from $15.93 to $15.9301. The reporting person will provide any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range. Reporting Person holds shares under a 401(k) plan, and figures are according to the latest report of the Plan Administrator. (Note: Plan Administrator uses unit accounting; therefore, share equivalents may fluctuate slightly.) 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 1,250 - 02/06/2005; Options Exercisable 1,250 - 02/06/2006; Options Exercisable 1,250 - 02/06/2007; and Options Exercisable 1,250 - 02/06/2008 Options Vesting Schedule: Options Exercisable 1,250 - 02/04/2006; Options Exercisable 1,250 - 02/04/2007; Options Exercisable 1,250 - 02/04/2008; and Options Exercisable 1,250 - 02/04/2009 Options Vesting Schedule: Options Exercisable 1,281 - 02/03/2007; Options Exercisable 1,281 - 02/03/2008; Options Exercisable 1,281 - 02/03/2009; and Options Exercisable 1,282 - 02/03/2010 Options Vesting Schedule for Options Granted 02/02/2007.Options Exerciserable 02/02/2008 - 1,281; Options Exerciserable 02/02/2009 - 1,281; Options Exerciserable 02/02/2010 - 1,281; and Options Exerciserable 02/02/2011 - 1,282. 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. 2,750 Restricted Stock Units granted on February 2, 2007 and 5,750 Performance Stock Units granted on February 2, 2007 (not considered derivative securities) were cancelled for a total of 8,500 cancelled units (2,750 + 5,750 = 8,500). 8,500 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, 8049; Options exercisable 02/01/2010, 8050; Options exercisable 02/01/2011, 8050; Options exercisable 02/01/2012, 8050. Restricted Stock Units granted on February 1, 2008 will vest effective February 1, 2011 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. Options Vesting Schedule for Options Granted 02/06/2009. Options Exerciserable 02/06/2010 - 9247; Options Exerciserable 02/06/2011 - 9248; Options Exerciserable 02/06/2012 - 9247; and Options Exerciserable 02/06/2013 - 9248. Performance Stock Units granted on February 6, 2009 will vest effective February 6, 2012 if 1% ROI performance criteria is met, or Company is above the 4th Quartile ROI ranking compared to its peer group. Performance 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 Troy Hester. 2009-08-03