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^*

Wilson Nancy L

(Last)

(First)

(Middle)

999 THIRD AVENUE

SUITE 4300

(Street)

SEATTLE

98104

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/27/2009

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)
	VP, Operations Support

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	3,379.26⁽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 (SIP 2002)	⁽²⁾	01/24/2012	Common Stock	1,000	$29.7	D
Stock Option (SIP 2003)	⁽³⁾	01/28/2013	Common Stock	1,000	$21.91	D
Stock Option (SIP 2004)	⁽⁴⁾	02/02/2014	Common Stock	1,000	$30.91	D
Stock Option (SIP 2005)	⁽⁵⁾	02/09/2015	Common Stock	2,000	$37.49	D
Stock Option (SIP 2006)	⁽⁶⁾	02/03/2016	Common Stock	2,200	$35.74	D
Stock Option (SIP 2007)	⁽⁷⁾	02/05/2017	Common Stock	4,000	$40.42	D
Stock Option (SIP 2008)	⁽⁸⁾	02/04/2018	Common Stock	4,700	$42.98	D
Stock Option (SIP 2009)	⁽⁹⁾	02/09/2019	Common Stock	5,000	$33.75	D

Explanation of Responses:

1. Includes 2,200 Restricted Stock Units (RSUs) granted under the Plum Creek Stock Incentive Plan. The RSUs vest annually over a four-year period in equal installments. 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 cash payments equal to the amount of any dividend declared and paid on the Issuer's common stock multiplied by the number of unvested 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 1/24/02, 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 1/28/03, 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 2/2/04, 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 2/9/05, 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.

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 2/3/06, 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.

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 2/5/07, 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.

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 2/4/08, 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.

9. 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.

	/s/ Jose J. Quintana, Power of Attorney for Nancy L. Wilson	04/03/2009
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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