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Filing Details

Accession Number:: 0001209191-11-003218
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2011-01-14 15:52:12
Reporting Period:: 2010-11-02

Filing Date:: 2011-01-14
Accepted Time:: 2011-01-14 15:52:12
Original Submission Date:: 2010-11-03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
731939	Temple Inland Inc	TIN	Paperboard Mills (2631)	751903917

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1335843	J Dennis Vesci	1300 South Mopac Third Floor Austin TX 78746	Group Vp-Corrugated Packaging	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2010-11-02	1,500	$10.56	56,319	No	4	M	Direct
Common Stock	Acquisiton	2010-11-02	3,000	$6.92	59,319	No	4	M	Direct
Common Stock	Acquisiton	2010-11-02	5,000	$11.96	64,319	No	4	M	Direct
Common Stock	Disposition	2010-11-02	9,500	$20.86	54,819	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Options (right to buy)	Disposition	2010-11-02	1,500	$0.00	1,500	$10.56
Common Stock	Options (right to buy)	Disposition	2010-11-02	3,000	$0.00	3,000	$6.92
Common Stock	Options (right to buy)	Disposition	2010-11-02	5,000	$0.00	5,000	$11.96

Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2006-02-01	2012-02-01	No	4	M	Direct
2006-02-07	2013-02-07	No	4	M	Direct
2005-02-06	2014-02-06	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	2,800	Indirect	By Trustee of 401(k) Plan

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Options (right to buy)	$16.14	2006-02-04	2015-02-04	5,000	5,000	Direct
Common Stock	Restricted Stock Units (Deferred)	$0.00			12,041	12,041	Direct
Common Stock	Options (right to buy)	$21.55	2007-02-03	2016-02-03	18,450	18,450	Direct
Common Stock	Options (right to buy)	$24.34	2008-02-02	2017-02-02	18,450	18,450	Direct
Common Stock	Options (right to buy)	$19.50	2009-02-01	2018-02-01	91,439	91,439	Direct
Common Stock	Restricted Stock Units	$0.00			29,216	29,216	Direct
Common Stock	Options (right to buy)	$5.64	2010-02-06	2019-02-06	99,074	99,074	Direct
Common Stock	Performance Stock Units	$0.00			103,365	103,365	Direct
Common Stock	Options (right to buy)	$16.71	2011-02-05	2020-02-05	40,949	40,949	Direct
Common Stock	Performance Stock Units	$0.00			28,653	28,653	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2015-02-04	5,000	5,000	Direct
	12,041	12,041	Direct
2016-02-03	18,450	18,450	Direct
2017-02-02	18,450	18,450	Direct
2018-02-01	91,439	91,439	Direct
	29,216	29,216	Direct
2019-02-06	99,074	99,074	Direct
	103,365	103,365	Direct
2020-02-05	40,949	40,949	Direct
	28,653	28,653	Direct

Footnotes

Error in calculation.
The price in Column 4 is weighted average price. The prices actually paid ranged from $20.73 to $21.03. 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.
Includes 31714 Restricted Stock Units granted to Reporting Person on February 5, 2010. These RSUs will vest effective February 5, 2013 if 1% ROI or ROI in top three quartiles of peer group performance criteria is met, and will be settled for stock on the vesting date.
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.
Option vesting schedule: Options Exercisable 02/01/2006 - 1500
Options Vesting Schedule: Options Exercisable 02/07/2006 - 1,500 and Options Exercisable 02/07/2007 - 1,500.
Options Vesting Schedule: Options Exercisable 02/06/2005 - 1,250, Options Exercisable 02/06/2006 - 1,250, Options Exercisable 02/06/2007 - 1,250, and Options Exercisable 02/06/2008 - 1,250.
Options Vesting Schedule: Options Exercisable 02/04/2006 - 1,250, Options Exercisable 02/04/2007 - 1,250, Options Exercisable 02/04/2008 - 1,250, and Options Exercisable 02/04/2009 - 1,250.
Restricted stock units deferred under a terminated Company bonus deferral plan, to be settled upon the reporting person's retirement. Restricted stock units earned before 2006 are payable in stock. Restricted stock units earned in 2006 or later are payable in cash.
Options Vesting Schedule for Options Granted 02/03/2006: Options Exerciserable 02/03/2007 - 4,612; Options Exerciserable 02/03/2008 - 4,612; Options Exerciserable 02/03/2009 - 4,612; and Options Exerciserable 02/03/2010 - 4,614.
Options Vesting Schedule for Options Granted 02/02/2007: Options Exerciserable 02/02/2008 - 4,612; Options Exerciserable 02/02/2009 - 4,613; Options Exerciserable 02/02/2010 - 4,612; and Options Exerciserable 02/02/2011 - 4,612.
Granted 02/01/2008 Option Vesting Schedule: Options exercisable 02/01/2009, 22859; Options exercisable 02/01/2010, 22860; Options exercisable 02/01/2011, 22860; Options exercisable 02/01/2012, 22860.
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 - 24,768; Options Exerciserable 02/06/2011 - 24,769; Options Exerciserable 02/06/2012 - 24,768; and Options Exerciserable 02/06/2013 - 24,769.
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.
Options Vesting Schedule for Options Granted 02/05/2010. Options Exerciserable 02/05/2011 - 10237; Options Exerciserable 02/05/2012 - 10237; Options Exerciserable 02/05/2013 - 10237; and Options Exerciserable 02/06/2014 - 10238.
Performance Stock Units granted on February 5, 2010 will vest on or after February 5, 2013 at 100% if the Company's average ROI falls within the first quartile ROI ranking compared to its peer group; 75% in the second quartile, zero if in the bott0m half. PSUs will be settled for cash based on the fair market value on the vesting date.