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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
_________________

Date of Report: February 23, 2009


(Date of earliest event reported)

TEMPLE-INLAND INC.
(Exact Name of Registrant as Specified in its Charter)

Delaware 001-08634 75-1903917


(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)

1300 MoPac Expressway South, 3rd Floor


Austin, Texas 78746
(Address of Principal Executive Offices, including Zip code)

(512) 434-5800
(Registrant's telephone number, including area code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c))
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Item 7.01. Regulation FD Disclosure.

Attached as Exhibit 99.1 to this Current Report on Form 8-K is an updated version of Temple-Inland’s investor
presentation, which may be used in presentations to investors from time to time. The information in this report shall not
be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Investor presentation materials.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned hereunto duly authorized.

TEMPLE-INLAND INC.

Date: February 23, 2009 By: /s/ Randall D. Levy


Name: Randall D. Levy
Title: Chief Financial Officer

Our job is to be the best

Investor Presentation
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EXHIBIT INDEX

Exhibit Description Page

99.1 Investor presentation materials 4

Our job is to be the best

Investor Presentation

Forward Looking Statements

This presentation contains “forward-looking statements” within the meaning of


the federal securities laws. These statements reflect management’s current views
with respect to future events and are subject to risk and uncertainties. We note
that a variety of factors and uncertainties could cause our actual results to differ
significantly from the results discussed in the forward-looking statements.
Factors and uncertainties that might cause such differences include, but are not
limited to: general economic, market, or business conditions; the opportunities
(or lack thereof) that may be presented to us and that we may pursue;
fluctuations in costs and expenses including the costs of raw materials,
purchased energy, and freight; changes in interest rates; current conditions in
financial markets could adversely affect our ability to finance our operations;
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Forward Looking Statements

This presentation contains “forward-looking statements” within the meaning of


the federal securities laws. These statements reflect management’s current views
with respect to future events and are subject to risk and uncertainties. We note
that a variety of factors and uncertainties could cause our actual results to differ
significantly from the results discussed in the forward-looking statements.
Factors and uncertainties that might cause such differences include, but are not
limited to: general economic, market, or business conditions; the opportunities
(or lack thereof) that may be presented to us and that we may pursue;
fluctuations in costs and expenses including the costs of raw materials,
purchased energy, and freight; changes in interest rates; current conditions in
financial markets could adversely affect our ability to finance our operations;
demand for new housing; accuracy of accounting assumptions related to
impaired assets, pension and postretirement costs, contingency reserves, and
income taxes; competitive actions by other companies; changes in laws or
regulations; our ability to execute certain strategic and business improvement
initiatives; the accuracy of certain judgments and estimates concerning the
integration of acquired operations; and other factors, many of which are beyon
d our control.
This presentation includes non-GAAP financial measures. The required
reconciliations to GAAP financial measures are included on our website,
www.templeinland.com.

Create Superior and Sustainable Value

Maximize ROI

Profitably grow our business


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Create Superior and Sustainable Value

Maximize ROI

Profitably grow our business

2008 Scorecard

Maximize ROI 4.5% ROI


Corrugated Packaging 11.3% ROI
Above cost of capital returns for third consecutive
year
Highest relative improvement last 6 years
Second highest in peer group

Building Products (7.1)% ROI


Significantly outperformed peer group
Cash positive last 3 quarters of 2008
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2008 Scorecard

Maximize ROI 4.5% ROI


Corrugated Packaging 11.3% ROI
Above cost of capital returns for third consecutive
year
Highest relative improvement last 6 years
Second highest in peer group

Building Products (7.1)% ROI


Significantly outperformed peer group
Cash positive last 3 quarters of 2008

2008 Actions to Maximize ROI

Improved asset utilization


Box plant transformation
Matched production to demand
Lowered inventories
Exited hardboard siding business
Lowered costs
S, G & A / total cost lowest in industry
Reduced unallocated by $24 million, or 24%
Reduced overall headcount by 11%
Lowered capital expenditures
Reduced capex by $60 million
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2008 Actions to Maximize ROI

Improved asset utilization


Box plant transformation
Matched production to demand
Lowered inventories
Exited hardboard siding business
Lowered costs
S, G & A / total cost lowest in industry
Reduced unallocated by $24 million, or 24%
Reduced overall headcount by 11%
Lowered capital expenditures
Reduced capex by $60 million

2008 Actions to Profitably Grow Our


Business

PBL acquisition

GreenGlassTM
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2008 Actions to Profitably Grow Our


Business

PBL acquisition

GreenGlassTM

Temple-Inland

Business Description Financial Highlights

Corrugated Packaging ($ in M illions) 2004 2005 2006 2007 2008


Building Products
Revenue $3,587 $3,723 $4,096 $3,850 $3,884

20% EBIT $134 $133 $331 $161 $111


Building
Products
Investment $2,370 $2,431 $2,620 $2,570 $2,484

80% ROI 5.7% 5.5% 12.6% 6.3% 4.5%


Corrugated
Packaging
EBITDA $340 $339 $542 $364 $317
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Temple-Inland

Business Description Financial Highlights

Corrugated Packaging ($ in M illions) 2004 2005 2006 2007 2008


Building Products
Revenue $3,587 $3,723 $4,096 $3,850 $3,884

20% EBIT $134 $133 $331 $161 $111


Building
Products
Investment $2,370 $2,431 $2,620 $2,570 $2,484

80% ROI 5.7% 5.5% 12.6% 6.3% 4.5%


Corrugated
Packaging
EBITDA $340 $339 $542 $364 $317

Notes: Excludes 2004-2007 timber and timberland segment results.

Corrugated Packaging Segment Highlights

Business Highlights Financial Highlights


($ in M illions) 2003 2004 2005 2006 2008
7 mills 2007

- 3.9 million tons


Revenue $2,700 $2,736 $2,825 $2,977 $3,044 $3,190
63 converting facilities

- 3.7 million tons EBIT $18 $96 $120 $255 $287 $225

# 3 industry producer
Investment $2,237 $2,042 $2,125 $2,039 $2,004 $1,990
Best-positioned paper grade

ROI 0.8% 4.7% 5.6% 12.5% 14.3% 11.3%

EBITDA $185 $255 $280 $408 $429 $371


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Corrugated Packaging Segment Highlights

Business Highlights Financial Highlights


($ in M illions) 2003 2004 2005 2006 2008
7 mills 2007

- 3.9 million tons


Revenue $2,700 $2,736 $2,825 $2,977 $3,044 $3,190
63 converting facilities

- 3.7 million tons EBIT $18 $96 $120 $255 $287 $225

# 3 industry producer
Investment $2,237 $2,042 $2,125 $2,039 $2,004 $1,990
Best-positioned paper grade

ROI 0.8% 4.7% 5.6% 12.5% 14.3% 11.3%

EBITDA $185 $255 $280 $408 $429 $371

Corrugated Packaging Strategic Initiatives

Maintain high integration level


- Box plant consumption = mill capacity
Drive for low cost
- Asset utilization and manufacturing excellence
Improve mix and margins
- Sales excellence
Grow business
- Organically / Acquisition

Lowering Costs, Improving Efficiencies and Growing Profitable Market Share


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Corrugated Packaging Strategic Initiatives

Maintain high integration level


- Box plant consumption = mill capacity
Drive for low cost
- Asset utilization and manufacturing excellence
Improve mix and margins
- Sales excellence
Grow business
- Organically / Acquisition

Lowering Costs, Improving Efficiencies and Growing Profitable Market Share

Integration Level – Highest in the Industry

Temple-Inland is the most integrated producer of corrugated containers


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Integration Level – Highest in the Industry

Temple-Inland is the most integrated producer of corrugated containers

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Lower Converting Costs and Higher


Productivity

Lowering Converting Costs Improving Box Plant Productivity

Cost per ton Boxes per hour

Produced 203,000 tons more boxes despite closure of 12


converting facilities since 2003
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Lower Converting Costs and Higher


Productivity

Lowering Converting Costs Improving Box Plant Productivity

Cost per ton Boxes per hour

Produced 203,000 tons more boxes despite closure of 12


converting facilities since 2003

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24/7 Plants

Biglerville, PA
Crawfordsville, IN
Tracy, CA

Lexington, SC
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24/7 Plants

Biglerville, PA
Crawfordsville, IN
Tracy, CA

Lexington, SC

12

Structural Cost Change Underway

Old Future %

Machines 42 22 (48%)

People 920 703 (24%)

$ Cost/Ton (34%)

Fewer machines, fewer people, and lower costs


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Structural Cost Change Underway

Old Future %

Machines 42 22 (48%)

People 920 703 (24%)

$ Cost/Ton (34%)

Fewer machines, fewer people, and lower costs

13

Asset Utilization
Lexington Plant – Old Layout
98” CORRUGATOR
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Asset Utilization
Lexington Plant – Old Layout
98” CORRUGATOR

12 Machines
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Asset Utilization
Lexington Plant – New Layout

98” CORRUGATOR

T-CART

T-CART

66” 66”
D/C D/C
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Asset Utilization
Lexington Plant – New Layout

98” CORRUGATOR

T-CART

T-CART

66” 66”
D/C D/C

4 Machines
15

Improve Mix and Margins

Centralized pricing decision making


Structured and disciplined approach to
market
Target customers where we can create
value
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Improve Mix and Margins

Centralized pricing decision making


Structured and disciplined approach to
market
Target customers where we can create
value

16

Shipments by End-Use Industry

Temple-Inland Industry*

Other Misc. Durable Goods


14% 14%
Misc.
Misc. Mfg. Food & Beverage Nondurables Food & Beverage
3% 63% 4% 49%
Chemicals
4% Chemicals
5%
Rubber & Plastics
5% Rubber & Plastics
6%

Paper & Allied


11%
Paper & Allied
22%

*Source: Fibre Box Association


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Shipments by End-Use Industry

Temple-Inland Industry*

Other Misc. Durable Goods


14% 14%
Misc.
Misc. Mfg. Food & Beverage Nondurables Food & Beverage
3% 63% 4% 49%
Chemicals
4% Chemicals
5%
Rubber & Plastics
5% Rubber & Plastics
6%

Paper & Allied


11%
Paper & Allied
22%

*Source: Fibre Box Association

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Box Shipment Growth Exceeding Industry

Cumulative Shipment Growth


from 2003 - 2008 TIN Converting Facilities

TIN box shipment growth exceeds industry despite


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Box Shipment Growth Exceeding Industry

Cumulative Shipment Growth


from 2003 - 2008 TIN Converting Facilities

TIN box shipment growth exceeds industry despite


closure of 12 converting facilities since 2003
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Premier Boxboard Acquisition Update

Acquired in July 2008 for $87M

4.7x avg. EBITDA inclusive of synergies

Synergy realization ahead of schedule

Ramp-up production of value added white-top


linerboard
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Premier Boxboard Acquisition Update

Acquired in July 2008 for $87M

4.7x avg. EBITDA inclusive of synergies

Synergy realization ahead of schedule

Ramp-up production of value added white-top


linerboard

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Corrugated Packaging – 2nd Highest ROA in


Industry

Change in ROA
Company 2003 - 2008
TIN 8.9% pts
PKG 7.0%
5.1% SSCC 2.3%
4.8% WY (0.1%)

TIN has highest ROA improvement relative to Peer Group

Notes: (1) As reported by segment for TIN, IP and Weyerhaeuser. For TIN and IP, the asset base was adjusted to include acquisitions made in Q3 2008. (2) For PCA, EBIT = Gross profit-selling and
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Corrugated Packaging – 2nd Highest ROA in


Industry

Change in ROA
Company 2003 - 2008
TIN 8.9% pts
PKG 7.0%
5.1% SSCC 2.3%
4.8% WY (0.1%)

TIN has highest ROA improvement relative to Peer Group

Notes: (1) As reported by segment for TIN, IP and Weyerhaeuser. For TIN and IP, the asset base was adjusted to include acquisitions made in Q3 2008. (2) For PCA, EBIT = Gross profit-selling and
administrative expenses. (3) For SSCC, EBIT as reported by segment; total assets reported for the company in 2007 and 2008. For prior years, total assets = segment assets + other assets
of $3.3 billion.

20

2008 Comparative Quarterly ROA Trends


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2008 Comparative Quarterly ROA Trends

Notes: (1) As reported by segment for TIN, IP and Weyerhaeuser. For TIN and IP, the asset base was adjusted to include acquisitions made in Q3 2008. (2) For PCA EBIT = Gross profit-selling and
administrative expenses. (3) For SSCC, EBIT as reported by segment and total assets reported for the company.

21

North American Corrugated Packaging


Industry Fundamentals

Consolidating industry
Significant capacity rationalization and
downtime
Improved pricing
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North American Corrugated Packaging


Industry Fundamentals

Consolidating industry
Significant capacity rationalization and
downtime
Improved pricing

22

North American Containerboard Market Share


1998 versus Today

1998 2009

Top 5 Producers= 42% Top 5 Producers= 74%


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North American Containerboard Market Share


1998 versus Today

1998 2009

Top 5 Producers= 42% Top 5 Producers= 74%

23

Corrugated Packaging
Industry Containerboard Capacity Changes and Operating Rate

(Million Short Tons)

Source: RISI Net capacity reductions of 5% from 1999 - 2006


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Corrugated Packaging
Industry Containerboard Capacity Changes and Operating Rate

(Million Short Tons)

Source: RISI Net capacity reductions of 5% from 1999 - 2006

24

Linerboard Pricing Trends


Improved Linerboard Pricing

Source: RISI Linerboard ($/ton)

Improved industry fundamentals has led to


higher average prices and reduced volatility
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Linerboard Pricing Trends


Improved Linerboard Pricing

Source: RISI Linerboard ($/ton)

Improved industry fundamentals has led to


higher average prices and reduced volatility

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Corrugated Packaging Summary

Track record of success

Simple, effective strategy…execution =


results

Industry discipline
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Corrugated Packaging Summary

Track record of success

Simple, effective strategy…execution =


results

Industry discipline

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Building Products

Business Highlights Financial Highlights

Portfolio of Products ($ in Millions) 2004 2005 2006 2007 2008

Lumber Revenue $851 $898 $1,119 $806 $694


Gypsum
Particleboard EBIT $129 $125 $221 $8 ($40)

MDF
Investment $396 $361 $586 $562 $560
Lowest quartile cost converting
operations ROI 32.6% 34.6% 37.7% 1.4% (7.1%)
Located near large, high-growth
markets EBITDA $167 $160 $265 $53 $8
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Building Products

Business Highlights Financial Highlights

Portfolio of Products ($ in Millions) 2004 2005 2006 2007 2008

Lumber Revenue $851 $898 $1,119 $806 $694


Gypsum
Particleboard EBIT $129 $125 $221 $8 ($40)

MDF
Investment $396 $361 $586 $562 $560
Lowest quartile cost converting
operations ROI 32.6% 34.6% 37.7% 1.4% (7.1%)
Located near large, high-growth
markets EBITDA $167 $160 $265 $53 $8

27

Building Products Strategic Initiatives

Deliver tailored portfolio of building products


Products for new home, repair and remodeling
and commercial markets
Drive low cost
Manufacturing excellence
Serve growing markets
Favorable demographics
Provide sales excellence
Unequaled customer service
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Building Products Strategic Initiatives

Deliver tailored portfolio of building products


Products for new home, repair and remodeling
and commercial markets
Drive low cost
Manufacturing excellence
Serve growing markets
Favorable demographics
Provide sales excellence
Unequaled customer service

28

Tailored Products
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Tailored Products

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Lumber
Low cost, state of art manufacturing system
Logistically advantaged to large growing markets
Stable fiber supply at market prices

Lumber
Competitive
Sawmill Locations
Position
Pineland
1st
Quartile Diboll
DeQuincy
Buna

2nd Rome
Quartile

3rd
Quartile

Source: Beck &


RISI Studies 4th
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Lumber
Low cost, state of art manufacturing system
Logistically advantaged to large growing markets
Stable fiber supply at market prices

Lumber
Competitive
Sawmill Locations
Position
Pineland
1st
Quartile Diboll
DeQuincy
Buna

2nd Rome
Quartile

3rd
Quartile

Source: Beck &


RISI Studies 4th
Quartile Temple-Inland Sawmills

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Gypsum

Low-cost manufacturing system


Synthetic gypsum furnish 65% vs. 30% for industry

Gypsum
Competitive
Position Synthetic Gypsum Furnish
Cumberland
1st
Quartile Fletcher

2nd
Quartile W. Memphis
McQueeney
3rd
Quartile
Source:
Internal 4th
Analysis Quartile
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Gypsum

Low-cost manufacturing system


Synthetic gypsum furnish 65% vs. 30% for industry

Gypsum
Competitive
Position Synthetic Gypsum Furnish
Cumberland
1st
Quartile Fletcher

2nd
Quartile W. Memphis
McQueeney
3rd
Quartile
Source:
Internal 4th
Analysis Quartile

31

Industrial Panels - Particleboard & MDF

Panels
Lowest cost system Competitive
Position
MDF PB
High-value engineered family of Mt. Jewett Monroeville
El Dorado Diboll
products 1st Hope
Quartile Thomson
Targeted markets
Kitchen cabinets 2nd
Quartile

Laminators
3rd
MDF laminate flooring Quartile

4th
Source: Quartile
Beck Study
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Industrial Panels - Particleboard & MDF

Panels
Lowest cost system Competitive
Position
MDF PB
High-value engineered family of Mt. Jewett Monroeville
El Dorado Diboll
products 1st Hope
Quartile Thomson
Targeted markets
Kitchen cabinets 2nd
Quartile

Laminators
3rd
MDF laminate flooring Quartile

4th
Source: Quartile
Beck Study

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Building Products EBITDA Trends

2,127

1,460

2006 2007 2008


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Building Products EBITDA Trends

2,127

1,460

2006 2007 2008

TIN EBITDA Housing Starts

33

Fundamental Drivers of Housing Demand

2000 – 2030
Population Growth + 80 million

New Jobs + 45 million

New Households + 20 million North


Carolina
California Georgia
Arizona Florida

Texas
Temple-Inland Facility

Over the longer term, the outlook for housing markets is favorable. The RISI
forecast calls for an average production level of 2 million units in 2011 – 2023.
U.S. Census Bureau and Joint Center for Housing Studies at Harvard
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Fundamental Drivers of Housing Demand

2000 – 2030
Population Growth + 80 million

New Jobs + 45 million

New Households + 20 million North


Carolina
California Georgia
Arizona Florida

Texas
Temple-Inland Facility

Over the longer term, the outlook for housing markets is favorable. The RISI
forecast calls for an average production level of 2 million units in 2011 – 2023.
U.S. Census Bureau and Joint Center for Housing Studies at Harvard

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Building Products - Summary

Low cost

Location near large and growing markets

Positive long-term demand driven by


demographics
Historically strong ROI and significant cash
flow
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Building Products - Summary

Low cost

Location near large and growing markets

Positive long-term demand driven by


demographics
Historically strong ROI and significant cash
flow

35

Comparative S, G & A Expenses


($ In Millions)

Temple-Inland 2006 2007 9 mos./2008


S, G & A 321 309 198
Total Cost * 3,797 3,699 2,858
S, G & A/Total Cost 8.4% 8.4% 6.9%

Wtd. Avg. SG&A /Total 10.3% 10.1% 9.5%


Cost of Peers**
TIN Rank 1 1 1

* Total cost = S, G & A + Cost of sales


**Peers include: International Paper, MeadWestvaco, Packaging Corp., Rock Tenn and Smurfit-Stone
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Comparative S, G & A Expenses


($ In Millions)

Temple-Inland 2006 2007 9 mos./2008


S, G & A 321 309 198
Total Cost * 3,797 3,699 2,858
S, G & A/Total Cost 8.4% 8.4% 6.9%

Wtd. Avg. SG&A /Total 10.3% 10.1% 9.5%


Cost of Peers**
TIN Rank 1 1 1

* Total cost = S, G & A + Cost of sales


**Peers include: International Paper, MeadWestvaco, Packaging Corp., Rock Tenn and Smurfit-Stone

36

Year– End, 2008 Debt Structure


($ In millions)

Total Debt
$1,192

Borrowings Under Term Debt


Committed Credit
$841
Facilities
$351
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Year– End, 2008 Debt Structure


($ In millions)

Total Debt
$1,192

Borrowings Under Term Debt


Committed Credit
$841
Facilities
$351

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Term Debt Maturity Profile as of Year–End, 2008


($ in millions)

Existing term debt


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Term Debt Maturity Profile as of Year–End, 2008


($ in millions)

Existing term debt

38

Year-End, 2008 Committed Credit Facilities


($ In Millions)
Accounts
Receivable Committed
Securitization Credit
Facility Agreements Total
Committed $ 250 $ 835 $1,085
Less:
Borrowings (190) (161) (351)
Letters of credit - (19) (19)
Unused borrowing capacity $ 60 $ 655 $ 715

Facility maturities: 2010 2010 (25 mil)


2011 (810 mil)

Covenants (as specifically defined): Y-E, 2008


Debt/total capital 59.2% 70% Max
Interest coverage* 4.5x 3.0x Min
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Year-End, 2008 Committed Credit Facilities


($ In Millions)
Accounts
Receivable Committed
Securitization Credit
Facility Agreements Total
Committed $ 250 $ 835 $1,085
Less:
Borrowings (190) (161) (351)
Letters of credit - (19) (19)
Unused borrowing capacity $ 60 $ 655 $ 715

Facility maturities: 2010 2010 (25 mil)


2011 (810 mil)

Covenants (as specifically defined): Y-E, 2008


Debt/total capital 59.2% 70% Max
Interest coverage* 4.5x 3.0x Min

* Best 4 out of last 5 quarters. 4Q/2008 = 4.6x

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Estimated PPA Funded Status


No Required Cash Contribution in 2009
($ In Millions)

$1,250 $1,236
$(28)MM
$1,239
$1,208

$(302)MM

Estimated PPA TIN Assets Typical Plan Assets


Accumulated Benefit (ABO) $906

Pension expense $41MM in 2009 vs. $37MM in 2008


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Estimated PPA Funded Status


No Required Cash Contribution in 2009
($ In Millions)

$1,250 $1,236
$(28)MM
$1,239
$1,208

$(302)MM

Estimated PPA TIN Assets Typical Plan Assets


Accumulated Benefit (ABO) $906

Pension expense $41MM in 2009 vs. $37MM in 2008

40

2009 Financial Priorities

Return cash to shareholders


Dividend
Reduce debt
Invest in our business
2009 cap ex 59% of depreciation
Grow
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2009 Financial Priorities

Return cash to shareholders


Dividend
Reduce debt
Invest in our business
2009 cap ex 59% of depreciation
Grow

41

Create Superior and Sustainable Value

Maximize ROI

Profitably grow our business


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Create Superior and Sustainable Value

Maximize ROI

Profitably grow our business

42

Our job is to be the best


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Our job is to be the best

February 2009

43

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