SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Hagen Russell S

(Last)

(First)

(Middle)

999 THIRD AVENUE, SUITE 4300

(Street)

SEATTLE

98104-4096

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/01/2011

3. Issuer Name and Ticker or Trading Symbol
PLUM CREEK TIMBER CO INC [ PCL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SR.VP, BUSINESS DEVELOPMENT

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	19,618⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (2005 SIP)	⁽²⁾	02/09/2015	Common Stock	1,500	$37.49	D
Stock Option (2006 SIP)	⁽³⁾	02/03/2016	Common Stock	3,000	$35.74	D
Stock Option (2007 SIP)	⁽⁴⁾	02/05/2017	Common Stock	6,000	$40.42	D
Stock Option (2008 SIP)	⁽⁵⁾	02/04/2018	Common Stock	5,000	$42.98	D
Stock Option (2009 SIP)	⁽⁶⁾	02/09/2019	Common Stock	5,000	$33.75	D
Stock Option (2010 SIP)	⁽⁷⁾	02/08/2020	Common Stock	13,000	$35.22	D
Stock Option (2011 SIP)	⁽⁸⁾	02/07/2021	Common Stock	15,000	$41.55	D

Explanation of Responses:

1. Includes 10,125 Restricted Stock Units (RSUs) granted under the Plum Creek Stock Incentive Plan. Of this amount, 8,125 RSUs vest over a four-year period in four equal installments on each anniversary of the date of grant and 2,000 RSUs vest entirely on September 1, 2014. Upon vesting, the RSUs are paid to the Reporting Person in an equal number of shares of the Issuer's common stock, less an amount of shares equal in value to the applicable tax withholding amount. During the vesting period, the Reporting Person is entitled to receive a cash amount equal to the amount of any dividend declared and paid on the Issuer's common stock multiplied by the number of RSUs then held by the Reporting Person.

2. The option issued under the Plum Creek Stock Incentive Plan provides the right to purchase the Issuer's common stock at the fair market value thereof on 2/9/05, the date of grant, and will be exercisable after vesting. The option vests in four equal annual installments on each anniversary date of the grant, beginning one year after the date of the grant.

3. The option issued under the Plum Creek Stock Incentive Plan provides the right to purchase the Issuer's common stock at the fair market value thereof on 2/3/06, the date of grant, and will be exercisable after vesting. The option vests in four equal annual installments on each anniversary date of the grant, beginning one year after the date of the grant.

4. The option issued under the Plum Creek Stock Incentive Plan provides the right to purchase the Issuer's common stock at the fair market value thereof on 2/5/07, the date of grant, and will be exercisable after vesting. The option vests in four equal annual installments on each anniversary date of the grant, beginning one year after the date of the grant.

5. The option issued under the Plum Creek Stock Incentive Plan provides the right to purchase the Issuer's common stock at the fair market value thereof on 2/4/08, the date of grant, and will be exercisable after vesting. The option vests in four equal annual installments on each anniversary date of the grant, beginning one year after the date of the grant.

6. The option issued under the Plum Creek Stock Incentive Plan provides the right to purchase the Issuer's common stock at the fair market value thereof on 2/9/09, the date of grant, and will be exercisable after vesting. The option vests in four equal annual installments on each anniversary date of the grant, beginning one year after the date of the grant.

7. The option issued under the Plum Creek Stock Incentive Plan provides the right to purchase the Issuer's common stock at the fair market value thereof on 2/8/10, the date of grant, and will be exercisable after vesting. The option vests in four equal annual installments on each anniversary date of the grant, beginning one year after the date of the grant.

8. The option issued under the Plum Creek Stock Incentive Plan provides the right to purchase the Issuer's common stock at the fair market value thereof on 2/7/11, the date of grant, and will be exercisable after vesting. The option vests in four equal annual installments on each anniversary date of the grant, beginning one year after the date of the grant.

	/s/ Russell S. Hagen	12/12/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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