8-K

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

May 2, 2008

(Date of earliest event report)

WEYERHAEUSER COMPANY

(Exact name of registrant as specified in charter)

Washington	1-4825	91-0470860
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification Number)

Federal Way, Washington 98063-9777
(Address of principal executive offices)
(zip code)

Registrant’s telephone number, including area code:
(253) 924-2345

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))

TABLE OF CONTENTS

 EXHIBIT 99.1

 EXHIBIT 99.2

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C., 20549

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On May 2, 2008, Weyerhaeuser Company issued a press release announcing its financial results for the fiscal quarter ended March 30, 2008. Copies of the press release and the exhibits thereto are furnished as Exhibits 99.1 and 99.2 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

     (d) The following items are filed as exhibits to this report:

     99.1 Press release, dated May 2, 2008 issued by Weyerhaeuser Company

     99.2 Exhibits to Press release, dated May 2, 2008 issued by Weyerhaeuser Company

SIGNATURES

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

	WEYERHAEUSER COMPANY
	By /s/ Jeanne Hillman
	Its: Vice President and
Date: May 2, 2008	Chief Accounting Officer

EX-99.1

EXHIBIT 99.1

For more information contact:	Media — Bruce Amundson (253) 924-3047
	Analysts — Kathryn McAuley (253) 924-2058

Weyerhaeuser Reports 1st Quarter Net Loss of $148 Million,
Or 70 Cents per Diluted Share on Net Sales of $3.4 Billion

FEDERAL WAY, Wash. (May 2, 2008) — Weyerhaeuser Company (NYSE: WY) today reported a net loss of $148 million for the first quarter of 2008, or 70 cents per diluted share, on net sales of $3.4 billion.

This compares with $720 million, or $3.09 per diluted share, on net sales of $4.5 billion for the same period last year.

SIGNIFICANT FIRST QUARTER 2008 AFTER-TAX ITEMS

	After-Tax Gain	Gain (Charge) per
	(Charge)	diluted share
	($ millions)	(dollars)
Closures and asset impairments, primarily for Wood Products	($40)	($0.19)
Impairments and reserves for Real Estate assets	($35)	($0.17)
Reserve for litigation	($11)	($0.05)
Environmental reserve adjustment	($11)	($0.05)

Excluding these items, the company’s net loss was $51 million, or 24 cents per diluted share, in the first quarter of 2008.

SIGNIFICANT FIRST QUARTER 2007 AFTER-TAX ITEMS

	After-Tax Gain	Gain (Charge) per
	(Charge)	diluted share
	($ millions)	(dollars)
Divestiture of the fine paper business and related assets	$721	$3.09
Closures and asset impairments, primarily for Wood Products	($49)	($0.21)

Excluding these items, the company earned $48 million, or 20 cents per diluted share, in the first quarter of 2007.

“Business conditions are extremely challenging,” said Daniel S. Fulton, president and chief executive officer. “The number of single-family housing starts is now below the previous lows of 1979-82. Since many of our products are dependent upon single-family housing starts, we’ve experienced record low product prices when adjusted for inflation. In response, we’ve taken out oriented strand board and softwood lumber capacity and we will continue to take action as necessary to balance production to demand.

“At the same time, we continue to focus on our long-term strategic direction. This quarter we announced the sale of our containerboard packaging and recycling assets to International Paper for $6 billion, a value-creating transaction for shareholders.”

SUMMARY OF FIRST QUARTER FINANCIAL HIGHLIGHTS

Millions (except per share data)	1Q 2008	1Q 2007	Change
Net earnings (loss)	($148)	$720	($868)
Earnings (loss) per diluted share	($0.70)	$3.09	($3.79)
Net sales:
From continuing operations	$2,096	$2,665	($569)
From discontinued operations	$1,297	$1,789	($492)
Total net sales	$3,393	$4,454	($1,061)

Weyerhaeuser has reclassified the Containerboard, Packaging and Recycling operations as discontinued operations due to the expected sale of the segment’s assets to International Paper. The segment’s sales are included in net sales from discontinued operations for the first quarters of both 2008 and 2007. Net sales from discontinued operations for the first quarter of 2007 also includes nine weeks of sales from the fine paper and related assets that were divested in the March 2007 transaction with Domtar.

SEGMENT RESULTS FOR FIRST QUARTER
(Contributions to Pre-Tax Earnings)

Millions	1Q 2008	1Q 2007	Change
Timberlands	$116	$175	($59)
Wood Products	($277)	($167)	($110)
Cellulose Fibers	$56	$22	$34
Fine Paper	$0	$20	($20)
Containerboard, Packaging and Recycling	$89	$67	$22
Real Estate	($74)	$58	($132)
Corporate and Other	($45)	$580	($625)

TIMBERLANDS

	1Q 2008	4Q 2007	Change
Contribution to pre-tax earnings (millions)	$116	$152	($36)

1Q 2008 Performance — Excluding the fourth quarter items noted below, first quarter contribution to earnings decreased $19 million from the fourth quarter of 2007.

Fourth quarter 2007 included a gain of $27 million on the sale of a Washington log export facility and a charge of $10 million for casualty losses resulting from the severe December wind storms in the West.

Fiber log prices in the South increased slightly, but export and domestic log prices were modestly lower in the West. Earnings from the sales of non-strategic timberlands were lower in the first quarter.

2Q 2008 Outlook — Weyerhaeuser expects Timberlands earnings to be slightly lower compared with first quarter. The company expects the continued weakness in the housing market, storm salvage costs in the West, higher diesel fuel costs and seasonally higher silviculture costs to negatively affect the segment’s second quarter earnings.

WOOD PRODUCTS

	1Q 2008	4Q 2007	Change
Contribution (charge) to pre-tax earnings (millions)	($277)	($313)	$36

1Q 2008 Performance — The segment continued to experience difficult market conditions. Excluding the items noted below, the segment’s first quarter net loss was comparable to the fourth quarter loss.

First quarter 2008 included charges of $56 million for facility closures and asset impairments and $18 million for a reserve for oriented strand board litigation.

Fourth quarter 2007 included charges of $98 million for facility closures, asset impairments and restructuring costs.

Average price realizations for lumber, OSB and engineered wood products declined in the first quarter. Log costs were lower and sales and distribution costs declined.

2Q 2008 Outlook — Weyerhaeuser expects operating losses to be lower than the first quarter due to modestly improving lumber prices and lower raw material costs.

CELLULOSE FIBERS

	1Q 2008	4Q 2007	Change
Contribution to pre-tax earnings (millions)	$56	$80	($24)

1Q 2008 Performance — Average price realizations for both pulp and liquid packaging board increased. However, this was more than offset by expenses associated with annual scheduled maintenance and higher energy, chemicals and fiber costs. Pulp shipments declined due to the expiration of a brokerage agreement with Domtar at the end of 2007.

2Q 2008 Outlook — Weyerhaeuser expects earnings for the segment to be slightly lower compared with first quarter. Market conditions for the segment are projected to remain favorable. However, maintenance costs are expected to be higher due to an increase in annual scheduled maintenance activities in the pulp mills.

CONTAINERBOARD, PACKAGING AND RECYCLING

	1Q 2008	4Q 2007	Change
Contribution to pre-tax earnings (millions)	$89	$99	($10)

1Q 2008 Performance — Excluding the first and fourth quarter items noted below, first quarter earnings for the segment were $25 million lower than fourth quarter 2007.

First quarter 2008 included charges of $8 million for facility closures and a benefit of $6 million for insurance proceeds received for the fire last year at the Closter, N.J. facility. Fourth quarter results included charges of $6 million for facility closures and legal settlements. In addition, because of the announced sale of the segment’s assets to International Paper, the segment’s operations are presented as discontinued operations and depreciation of its assets ceased upon signing of the agreement on March 15. This resulted in an $11 million reduction in first quarter depreciation expense.

Average packaging price realizations increased, but packaging shipment volumes were seasonally lower in the first quarter. Fiber costs increased as prices for both chips and old corrugated containers were higher. Transportation and energy costs increased due to higher fuel prices and seasonally higher energy usage.

2Q 2008 Outlook — Excluding the effect of lower depreciation, Weyerhaeuser expects earnings for the segment to be comparable to the first quarter. Box prices and shipments are expected to be seasonally higher. However, these benefits are expected to be largely offset by higher OCC and energy prices and cost increases associated with scheduled annual maintenance downtime at several containerboard mills.

REAL ESTATE

	1Q 2008	4Q 2007	Change
Contribution (charge) to pre-tax earnings (millions)	($74)	$22	($96)

1Q 2008 Performance — Excluding the first and fourth quarter items noted below, first quarter earnings for the segment decreased $165 million from the fourth quarter.

First quarter 2008 included charges of $33 million for homebuilding asset impairments and $19 million related to investment activities of Weyerhaeuser Realty Investors.

Fourth quarter 2007 included charges of $93 million for the impairment of homebuilding assets and $28 million related to investment activities of WRI.

First quarter gains from land sales decreased $80 million from fourth quarter 2007. Earnings from single-family homebuilding declined due to lower margins and closings during the quarter. Homebuilding operations closed 844 units, a 32 percent decrease from the fourth quarter, reflecting both a seasonal decline and the continued weak housing markets. The backlog of homes sold, but not closed, was approximately four months.

2Q 2008 Outlook — Weyerhaeuser expects the loss from this segment’s single-family homebuilding operations to be comparable to the first quarter.

OTHER FINANCIAL INFORMATION

First quarter 2008 results include a net pension benefit of $39 million compared with a net benefit of $20 million in the fourth quarter of 2007. Beginning first quarter 2008, the company’s net pension benefit is reflected in the Corporate and Other segment. During 2007, a portion of the net pension benefit was included in the contribution to earnings for each of the segments.

During first quarter 2008, the company recognized a pre-tax charge of $17 million for an adjustment related to environmental remediation reserves. This charge was included in the Corporate and Other segment.

ABOUT WEYERHAEUSER

Weyerhaeuser Company, one of the world’s largest forest products companies, was incorporated in 1900. In 2007, sales were $16.3 billion. It has offices or operations in 13 countries, with customers worldwide. Weyerhaeuser is principally engaged in the growing and harvesting of timber; the manufacture, distribution and sale of forest products; and real estate construction, development and related activities. Additional information about Weyerhaeuser’s businesses, products and practices is available at http://www.weyerhaeuser.com.

EARNINGS CALL INFORMATION

Weyerhaeuser will hold a live conference call at 7 a.m. Pacific (10 a.m. Eastern) on May 2 to discuss first quarter results.

To access the conference call from within North America, dial 1-800-218-0530 at least 15 minutes prior to the call. Those calling from outside North America should dial 1-303-275-2170. Replays will be available for one week at 1-800-405-2236 (access code — 11112724#) from within North America and at 1-303-590-3000 (access code — 11112724#) from outside North America.

The call is being webcast through Weyerhaeuser’s Internet site at http://investor.weyerhaeuser.com by clicking on the “Q1 2008 Earnings Conference Call” link.

The webcast is available through the Thomson StreetEvents Network to both institutional and individual investors. Individual investors can listen to the call at http://www.fulldisclosure.com, Thomson’s individual investor portal, powered by StreetEvents. Institutional investors can access the call via Thomson’s password-protected site, StreetEvents (http://www.streetevents.com).

FORWARD LOOKING STATEMENT

This news release contains statements concerning the company’s future results and performance that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Some of these forward-looking statements can be identified by the use of forward-looking terminology such as “expects,” “may,” “will,” “believes,” “should,” “approximately,” “anticipates,” “estimates,” and “plans,” and the negative or other variations of those terms or comparable terminology or by discussions of strategy, plans or intentions. In particular, some of these forward-looking statements deal with expectations regarding the company’s markets in the second quarter 2008; homebuilding starts in the second quarter of 2008, higher costs for energy and silviculture, additional expenses for storm salvage operations, increased annual maintenance downtime in company facilities, demand and pricing for the company’s wood products in the second quarter 2008, earnings and performance of the company’s business segments during the second quarter 2008, box prices and shipments, seasonal increases in OCC and fiber costs in the second quarter 2008 and related matters. The accuracy of such statements is subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including, but not limited to:

• The effect of general economic conditions, including the level of interest rates and housing starts;

• Market demand for the company’s products, which may be tied to the relative strength of various U.S. business segments;

• Energy prices;

• Raw material prices;

• Chemical prices;

• Performance of the company’s manufacturing operations including unexpected maintenance requirements;

• The successful execution of internal performance plans and cost reduction initiatives;

• The level of competition from domestic and foreign producers;

• The effect of forestry, land use, environmental and other governmental regulations, and changes in accounting regulations;

• The effect of weather;

• The risk of loss from fires, floods, windstorms, hurricanes, pest infestation and other natural disasters;

• Transportation costs;

• Legal proceedings;

• The effect of timing of retirements and changes in the market price of company stock on charges for stock-based compensation; and

• Performance of pension fund investments and related derivatives.

The company is also a large exporter and is affected by changes in economic activity in Europe and Asia, particularly Japan, and by changes in currency exchange rates, particularly the relative value of the U.S. dollar to the Euro and the Canadian dollar, and restrictions on international trade or tariffs imposed on imports. These and other factors could cause or contribute to actual results differing materially from such forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will occur, or if any of them occurs, what effect they will have on the company’s results of operations or financial condition. The company expressly declines any obligation to publicly revise any forward-looking statements that have been made to reflect the occurrence of events after the date of this news release.

EX-99.2

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
CONSOLIDATED EARNINGS
     (in millions)

				REVISED(1)
	Q1						Q2			Q3			Q4			Year-to-date
	March 30,			April 1,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
	2008			2007			2007			2007			2007			2007
Net sales and revenues:
Weyerhaeuser	$	1,725		$	2,178		$	2,448		$	2,255		$	1,900		$	8,781
Real Estate		371			487			559			598			715			2,359
Total net sales and revenues		2,096			2,665			3,007			2,853			2,615			11,140
Costs and expenses:
Weyerhaeuser:
Costs of products sold		1,443			1,793			2,017			1,822			1,605			7,237
Depreciation, depletion and amortization		147			156			149			157			141			603
Selling expenses		61			72			72			64			72			280
General and administrative expenses		149			165			158			145			149			617
Research and development expenses		17			16			18			18			19			71
Charges for restructuring (2)		1			3			1			16			15			35
Charges for closure of facilities (3)		53			3			16			19			78			116
Impairment of goodwill (4)		3			22			—			1			7			30
Other operating costs (income), net(5)(6)		44			24			32			3			(35	)		24
		1,918			2,254			2,463			2,245			2,051			9,013
Real Estate:
Costs and operating expenses (7)		327			379			415			451			507			1,752
Depreciation and amortization		4			6			5			6			6			23
Selling expenses		36			41			45			45			48			179
General and administrative expenses		29			28			27			26			18			99
Other operating costs (income), net		(6	)		(4	)		4			(4	)		2			(2	)
Impairment of long-lived assets		33			—			12			23			93			128
		423			450			508			547			674			2,179
Total costs and expenses		2,341			2,704			2,971			2,792			2,725			11,192
Operating income (loss)		(245	)		(39	)		36			61			(110	)		(52	)
Interest expense and other:
Weyerhaeuser:
Interest expense incurred (8)		(132	)		(131	)		(179	)		(131	)		(133	)		(574	)
Less: interest capitalized		24			30			29			29			30			118
Interest income and other		13			20			25			20			18			83
Equity in income (loss) of affiliates		(4	)		(1	)		1			5			(3	)		2
Real Estate:
Interest expense incurred		(12	)		(12	)		(16	)		(16	)		(13	)		(57	)
Less: interest capitalized		12			12			16			16			13			57
Interest income and other (9)		1			3			1			1			(6	)		(1	)
Equity in income (loss) of unconsolidated entities (10)		(23	)		18			12			8			(13	)		25
Loss from continuing operations before income taxes		(366	)		(100	)		(75	)		(7	)		(217	)		(399	)
Income taxes (11)		137			37			30			8			94			169
Income (loss) from continuing operations		(229	)		(63	)		(45	)		1			(123	)		(230	)
Earnings from discontinued operations, net of taxes (12)		81			783			77			100			60			1,020
Net earnings (loss)	$	(148	)	$	720		$	32		$	101		$	(63	)	$	790
Basic net earnings (loss) per share:
Continuing operations	$	(1.08	)	$	(0.27	)	$	(0.20	)	$	0.01		$	(0.58	)	$	(1.05	)
Discontinued operations		0.38			3.36			0.35			0.46			0.28			4.65
Net earnings (loss) per share	$	(0.70	)	$	3.09		$	0.15		$	0.47		$	(0.30	)	$	3.60
Diluted net earnings (loss) per share:
Continuing operations	$	(1.08	)	$	(0.27	)	$	(0.20	)	$	0.01		$	(0.58	)	$	(1.05	)
Discontinued operations		0.38			3.36			0.35			0.46			0.28			4.65
Net earnings (loss) per share	$	(0.70	)	$	3.09		$	0.15		$	0.47		$	(0.30	)	$	3.60
Dividends paid per share	$	0.60		$	0.60		$	0.60		$	0.60		$	0.60		$	2.40
Weighted average shares outstanding (in thousands):
Basic		211,195			233,242			217,688			215,154			211,135			219,305
Diluted		211,195			233,242			217,688			215,828			211,135			219,305
Common and exchangeable shares outstanding at end of period (in thousands)		211,243			217,726			217,759			211,106			211,147			211,147

PRELIMINARY RESULTS — SUBJECT TO AUDIT

1

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
FOOTNOTES TO CONSOLIDATED EARNINGS
     (in millions)

(1)	First quarter 2007 results were revised to reflect an adjustment to reduce the net gain on the Domtar Transaction by $35 million after-tax. This adjustment is included in discontinued operations.
(2)	The third quarter of 2007 includes a charge of $7 million related to the restructuring of administrative functions. The fourth quarter of 2007 includes a charge of $14 million related to the restructuring of Wood Products operations.
(3)	See detail of closure charges by segment on page 4.
(4)	(a)  The first quarter of 2008 includes a charge of $3 million for the impairment of goodwill associated with U.S. Wood Products distribution facilities. (b)  The first quarter of 2007 includes a charge of $22 million for the impairment of goodwill associated with Canadian Wood Products distribution facilities and the fourth quarter of 2007 includes a charge of $7 million associated with U.S. Wood Products distribution facilities.
(5)	Includes net foreign exchange gains (losses), primarily from fluctuations in Canadian and New Zealand exchange rates:

											Year-to-date
Q1 2008			Q1 2007		Q2 2007		Q3 2007		Q4 2007		Q4 2007
$	(11	)	$	7	$	29	$	2	$	7	$	45

(6)	(a)  The first quarter of 2008 includes a charge of $18 million for our OSB litigation reserve, $17 million for a change in accounting for environmental remediation reserves and $5 million for the impairment of interest previously capitalized on Real Estate assets. (b)  The first, second, and fourth quarters of 2007 include $34 million, $12 million, and $6 million, respectively, in asset impairments related to Wood Products facilities. (c)  The second quarter of 2007 includes a $40 million charge for legal settlements and a contract termination and $6 million in additional charges related to the sale of Canadian Wood Products distribution facilities. (d)  The third quarter of 2007 includes gains of $6 million on the sale of previously closed facility sites, a $4 million charge for a legal settlement, and charges of $13 million to transition to a new IT service provider. (e)  The fourth quarter of 2007 includes a charge of $10 million for storm-related casualty losses, a gain of $27 million on the sale of an export facility, and gains of $12 million on sales of operations including our New Zealand joint venture.
(7)	The fourth quarter of 2007 includes income of $11 million for a warranty reserve adjustment.
(8)	The second quarter of 2007 includes a $42 million charge related to the early extinguishment of debt.
(9)	The fourth quarter of 2007 includes loan impairments of $9 million.
(10)	(a)  The first quarter of 2008 includes equity investment impairments and charges related to WRI investment activities of $19 million.
	(b)  The first, second, and fourth quarters of 2007 include loan and equity investment impairments of $2, $1, and $19 million, respectively, or $22 million year-to-date.
(11)	The fourth quarter of 2007 includes a one-time tax benefit of $22 million related to a reduction in the Canadian federal income tax rate.
(12)	Discontinued operations include the net operating results of the Containerboard, Packaging and Recycling business for all periods presented. Discontinued operations for the first quarter of 2007 also include the net operating results of the Fine Paper business and related assets.
	Results of discontinued operations exclude certain general corporate overhead costs that have been allocated to and are included in contribution to earnings for the operating segments. Discontinued operations also include an allocation of net pension income. Discontinued operations related to Containerboard, Packaging and Recycling do not include any allocation of interest expense.
	Summary results of discontinued operations:

	Q1				Q2			Q3		Q4			Year-to-date
	March 30,		April 1,		July 1,			Sept. 30,		Dec. 30,			Dec. 30,
	2008		2007		2007			2007		2007			2007
Net sales	$	1,297	$	1,789	$	1,327		$	1,293	$	1,322		$	5,731
Net earnings from operations (after-tax)	$	81	$	62	$	81		$	100	$	82		$	325
Net gain (loss) on divestiture (after-tax)	$	—	$	721	$	(4	)	$	—	$	(22	)	$	695
Net earnings from discontinued operations	$	81	$	783	$	77		$	100	$	60		$	1,020

(a)	The first quarter of 2007 includes a $29 million gain on the sale of a previously closed box plant site.
(b)	The third quarter of 2007 includes pre-tax income of $43 million from the settlement of litigation associated with an Ontario fine paper mill.
(c)	The fourth quarter of 2007 includes a one-time charge of $9 million related to a change in Mexican federal income tax laws.

PRELIMINARY RESULTS — SUBJECT TO AUDIT

2

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
NET SALES AND REVENUES:
     (in millions)

	Q1						Q2			Q3			Q4			Year-to-date
	March 30,			April 1,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
	2008			2007			2007			2007			2007			2007
Timberlands:
Logs	$	143		$	170		$	172		$	168		$	149		$	659
Other products		51			63			39			81			68			251
		194			233			211			249			217			910
Wood Products:
Softwood lumber		361			574			647			580			440			2,241
Engineered solid section		105			155			185			155			113			608
Engineered I-Joists		73			117			147			124			79			467
Oriented strand board		105			152			153			151			133			589
Plywood		57			100			106			89			71			366
Hardwood lumber		80			90			99			89			77			355
Other products produced		49			50			64			61			51			226
Other products purchased for resale		136			232			261			200			154			847
		966			1,470			1,662			1,449			1,118			5,699
Cellulose Fibers:
Pulp		345			405			370			345			358			1,478
Liquid packaging board		67			56			72			61			58			247
Other products		33			21			28			30			28			107
		445			482			470			436			444			1,832
Fine Paper: (1)
Paper		—			432			—			—			—			432
Coated groundwood		—			26			—			—			—			26
Other products		—			1			—			—			—			1
					459			—			—			—			459
Containerboard, Packaging and Recycling:
Containerboard		141			119			109			99			130			457
Packaging		987			951			1,043			1,015			1,010			4,019
Recycling		113			94			103			106			110			413
Bags		23			23			23			23			27			96
Other products		33			39			49			50			45			183
		1,297			1,226			1,327			1,293			1,322			5,168
Real Estate		371			487			559			598			715			2,359
Corporate and Other		120			97			105			121			121			444
Less: sales of discontinued operations		(1,297	)		(1,789	)		(1,327	)		(1,293	)		(1,322	)		(5,731	)
	$	2,096		$	2,665		$	3,007		$	2,853		$	2,615		$	11,140

⁽¹⁾ First quarter 2007 results include 9 weeks of operations for the Fine Paper business and related assets, prior to the distribution of these assets to Weyerhaeuser shareholders.

PRELIMINARY RESULTS — SUBJECT TO AUDIT

3

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
CONTRIBUTION (CHARGE) TO PRE-TAX EARNINGS:
     (in millions)

				REVISED(1)
	Q1						Q2			Q3			Q4			Year-to-date
	March 30,			April 1,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
	2008			2007			2007			2007			2007			2007
Timberlands (2)(3)(5)(6)	$	116		$	175		$	142		$	165		$	152		$	634
Wood Products (2)(3)(5)(7)		(277	)		(167	)		(123	)		(131	)		(313	)		(734	)
Cellulose Fibers (2)(3)(5)		56			22			48			79			80			229
Fine Paper (2)(3)(5)		—			20			—			—			—			20
Containerboard, Packaging and Recycling (2)(3)(5)(8)		89			67			112			104			99			382
Real Estate (3) (5)(9)		(74	)		58			64			60			22			204
Corporate and Other (2)(3)(4)(5)(10)		(45	)		580			(44	)		(16	)		(52	)		468
	$	(135	)	$	755		$	199		$	261		$	(12	)	$	1,203

FOOTNOTES TO CONTRIBUTION (CHARGE) TO PRE-TAX EARNINGS
     (in millions)

(1)	First quarter 2007 results were revised to reflect an adjustment to reduce the pre-tax gain on the Domtar Transaction by $53 million. This adjustment is included in Corporate and Other.
(2)	Closure charges (reversals) by segment:

													Year-to-date
	Q1 2008		Q1 2007		Q2 2007		Q3 2007			Q4 2007			2007
Timberlands	$	—	$	—	$	—	$	—		$	—		$	—
Wood Products		53		3		15		19			78			115
Cellulose Fibers		—		—		—		(1	)		—			(1	)
Fine Paper		—		2		—		—			—			2
Containerboard, Packaging and Recycling		8		2		3		—			4			9
Corporate and Other		—		—		1		1			(1	)		1
	$	61	$	7	$	19	$	19		$	81		$	126

	The above closure charges include costs incurred within the company’s discontinued operations.
(3)	Share-based compensation charges recognized by segment:

											Year-to-date
	Q1 2008		Q1 2007		Q2 2007		Q3 2007		Q4 2007		2007
Timberlands	$	1	$	1	$	—	$	1	$	—	$	2
Wood Products		3		2		2		1		1		6
Cellulose Fibers		2		2		—		—		1		3
Containerboard, Packaging and Recycling		3		1		2		1		1		5
Real Estate		2		2		1		—		1		4
Corporate and Other		15		14		5		—		2		21
	$	26	$	22	$	10	$	3	$	6	$	41

(4) Net foreign exchange gains (losses) included in Corporate and Other:

											Year-to-date
Q1 2008			Q1 2007		Q2 2007		Q3 2007		Q4 2007		2007
$	(11	)	$	7	$	34	$	2	$	6	$	49

(5)	Effective with the first quarter of 2008, the company’s pension credits (costs) are no longer being allocated to the Weyerhaeuser operating segments. Total pension credits (costs) are reported in the Corporate and Other segment. Pension credits (costs) related to real estate operations are reported in the Real Estate segment.
	Allocation of pension credits (costs) recognized by segment:

												Year-to-date
	Q1 2008		Q1 2007		Q2 2007		Q3 2007			Q4 2007		2007
Timberlands	$	—	$	1	$	1	$	1		$	—	$	3
Wood Products		—		5		11		13			10		39
Cellulose Fibers		—		—		4		2			2		8
Fine Paper		—		1		—		—			—		1
Containerboard, Packaging and Recycling		—		3		10		9			8		30
Real Estate		1		—		—		(1	)		—		(1	)
Corporate and Other		38		—		1		—			—		1
	$	39	$	10	$	27	$	24		$	20	$	81

PRELIMINARY RESULTS — SUBJECT TO AUDIT

4

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
FOOTNOTES TO CONTRIBUTION (CHARGE) TO PRE-TAX EARNINGS (CONTINUED)
     (in millions)

(6)	Additional Timberlands notes:
	2007:
	(a)   The fourth quarter includes a charge of $10 million for storm-related casualty losses and a gain of $27 million on the sale of an export facility.
(7)	Additional Wood Products notes:
	2008:
	(a)   The first quarter includes a charge of $3 million for the impairment of goodwill associated with U.S. Wood Products distribution facilities and a charge of $18 million for a reserve for litigation.
	2007:
	(b)   The first quarter includes charges of $22 million for the impairment of goodwill associated with Canadian distribution facilities and $34 million in asset impairments related to Wood Products facilities.
	(c)   The second quarter includes a charge of $17 million for the settlement of litigation, charges of $12 million in asset impairments related to Wood Products facilities and $6 million in additional charges related to the sale of Canadian distribution facilities.
	(d)   The third quarter includes $7 million of income from the sale of a veneer facility and a previously closed distribution center site, charges of $4 million for the settlement of litigation, $4 million for restructuring activities and $1 million in goodwill impairment.
	(e)   The fourth quarter includes charges of $14 million for restructuring activities, $7 million in goodwill impairments, $6 million in asset impairments, and a gain of $3 million on the sale of a facility.
(8)	Additional Containerboard, Packaging and Recycling notes:
	2008:
	(a)   The first quarter includes an $11 million benefit resulting from the cessation of depreciation on assets held for sale and $6 million of insurance proceeds related to a fire at the Closter, NJ box plant.
	2007:
	(b)   The second quarter includes a $29 million gain on the sale of a previously closed box plant site in California and $3 million in charges related to a fire at the Closter, NJ box plant.
	(c)   The third quarter includes $3 million of income related to the sale of a previously closed box plant site.
(9)	Additional Real Estate notes:
	2008:
	(a)   The first quarter includes charges of $33 million for the impairment of homebuilding assets and $19 million related to WRI investment activities, as well as net losses on land and lots sales of ($1) million.
	2007:
	(b)   The first, second, third, and fourth quarters include net gains on land and lot sales of $3 million, $3 million, $30 million, and $79 million, respectively, or $115 million year-to-date.
	(c)   The second quarter includes a gain of $42 million on the sale of an apartment project.
	(d)   The first, second, third, and fourth quarters include charges for the impairment of long-lived assets and investments of $2 million, $13 million, $23 million, and $121 million, respectively, or $159 million year-to-date.
	(e)   The fourth quarter of 2007 includes income of $11 million for a warranty reserve adjustment.
(10)	Additional Corporate and Other notes:
	2008:
	(a)   The first quarter includes charges of $17 million for a change in accounting for environmental remediation liability reserves and $5 million for the impairment of interest that was previously capitalized on Real Estate assets.
	2007:
	(b)   The first quarter includes a $629 million pre-tax gain, the second quarter includes charges of $4 million, and the fourth quarter includes charges of $19 million related to the distribution of the Fine Paper business and related assets to Weyerhaeuser shareholders.
	(c)   The second quarter includes a $23 million charge for legal settlements and a contract termination.
	(d)   The third quarter includes a $43 million gain on the settlement of litigation and charges of $20 million for restructuring activities and the transition to a new IT service provider.
	(e)   The fourth quarter includes a gain of $9 million on the sale of our New Zealand joint venture.

PRELIMINARY RESULTS — SUBJECT TO AUDIT

5

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
THIRD PARTY SALES VOLUMES:
          (in millions)

	Q1				Q2		Q3		Q4		Year-to-date
	March 30,		April 1,		July 1,		Sept. 30,		Dec. 30,		Dec. 30,
	2008		2007		2007		2007		2007		2007
Timberlands (thousands):
Logs — cunits		781		750		762		805		764		3,081
Wood Products (millions):
Softwood lumber — board feet		1,257		1,657		1,805		1,654		1,422		6,538
Engineered solid section — cubic feet		6		7		10		8		5		30
Engineered I-Joists — lineal feet		56		82		108		92		56		338
Oriented strand board — square feet (3/8")		671		942		899		835		790		3,466
Plywood — square feet (3/8")		154		310		305		240		194		1,049
Hardwood lumber — board feet		87		89		99		93		82		363
Cellulose Fibers (thousands):
Pulp — air-dry metric tons		442		594		524		470		482		2,070
Liquid packaging board — tons		71		67		82		72		65		286
Fine Paper (thousands): (1)
Paper — tons		—		461		—		—		—		461
Coated groundwood — tons		—		38		—		—		—		38
Paper converting — tons		—		318		—		—		—		318
Containerboard, Packaging and Recycling (thousands):
Containerboard — tons		285		259		230		205		263		957
Packaging — MSF		17,537		17,754		18,965		18,751		18,102		73,572
Recycling — tons		628		654		656		632		638		2,580
Kraft bags and sacks — tons		23		25		23		25		26		99
Real Estate:
Single-family homes sold		926		1,684		1,139		734		595		4,152
Single-family homes closed		844		976		1,062		1,145		1,244		4,427
Single-family homes sold but not closed at end of period		1,306		2,207		2,284		1,873		1,224		1,224

⁽¹⁾ First quarter 2007 results include 9 weeks of operations for Fine Paper and related assets, prior to the distribution of these assets to Weyerhaeuser shareholders.

PRELIMINARY RESULTS — SUBJECT TO AUDIT

6

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
TOTAL PRODUCTION VOLUMES:
          (in millions)

	Q1				Q2		Q3		Q4		Year-to-date
	March 30,		April 1,		July 1,		Sept. 30,		Dec. 30,		Dec. 30,
	2008		2007		2007		2007		2007		2007
Timberlands (thousands):
Fee depletion — cunits		2,093		2,140		2,038		2,029		1,937		8,144
Wood Products (millions):
Softwood lumber — board feet		1,187		1,427		1,451		1,405		1,207		5,490
Engineered solid section — cubic feet		6		6		9		8		5		28
Engineered I-Joists — lineal feet		58		87		114		91		47		339
Oriented strand board — square feet (3/8")		697		968		847		834		779		3,428
Plywood — square feet (3/8")		74		114		115		110		84		423
Hardwood lumber — board feet		71		73		75		80		66		294
Cellulose Fibers (thousands):
Pulp — air-dry metric tons		455		539		419		445		448		1,851
Liquid packaging board — tons		64		60		77		72		74		283
Fine Paper (thousands): (1)
Paper — tons (2)		—		444		—		—		—		444
Coated groundwood — tons		—		43		—		—		—		43
Paper converting — tons		—		318		—		—		—		318
Containerboard, Packaging and Recycling (thousands):
Containerboard — tons (3)		1,558		1,515		1,506		1,575		1,510		6,106
Packaging — MSF		18,356		19,007		19,721		19,547		18,946		77,221
Recycling — tons (4)		1,563		1,619		1,589		1,838		1,609		6,655
Kraft bags and sacks — tons		22		23		23		23		24		93

(1)	First quarter 2007 results include 9 weeks of operations for Fine Paper and related assets, prior to the distribution of these assets to Weyerhaeuser shareholders.
(2)	Paper production includes unprocessed rolls and converted paper volumes.
(3)	Containerboard production represents machine production and includes volumes that are further processed into packaging and kraft bags and sacks by company facilities.
(4)	Recycling production includes volumes processed in Weyerhaeuser recycling facilities that are consumed by company facilities and brokered volumes.

PRELIMINARY RESULTS — SUBJECT TO AUDIT

7

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
          (in millions)

	March 30,		Dec. 30,
	2008		2007
Assets
Weyerhaeuser
Current assets:
Cash and cash equivalents	$	50	$	90
Receivables, less allowances		812		700
Inventories		840		826
Prepaid expenses		150		166
Deferred tax assets		150		137
Current assets of discontinued operations		1,111		1,095
Total current assets		3,113		3,014
Property and equipment		4,040		4,199
Construction in progress		324		292
Timber and timberlands at cost, less fee stumpage charged to disposals		3,812		3,769
Investments in and advances to equity affiliates		348		356
Goodwill		948		962
Deferred pension and other assets		2,499		2,446
Restricted assets held by special purpose entities		914		916
Noncurrent assets of discontinued operations		4,048		4,072
		20,046		20,026
Real Estate
Cash and cash equivalents		16		21
Receivables, less allowances		60		63
Real estate in process of development and for sale		1,190		1,270
Land being processed for development		1,675		1,622
Investments in unconsolidated entities, less reserves		43		58
Other assets		458		473
Consolidated assets not owned		268		273
		3,710		3,780
Total assets	$	23,756	$	23,806
Liabilities
Weyerhaeuser
Current liabilities:
Notes payable and commercial paper	$	151	$	54
Current maturities of long-term debt		807		507
Accounts payable		537		625
Accrued liabilities		874		969
Current liabilities of discontinued operations		413		452
Total current liabilities		2,782		2,607
Long-term debt		6,058		6,059
Deferred income taxes		2,555		2,554
Deferred pension, other postretirement benefits and other liabilities		1,629		1,652
Liabilities (nonrecourse to Weyerhaeuser) held by special purpose entities		763		765
Noncurrent liabilities of discontinued operations		755		753
		14,542		14,390
Real Estate
Notes payable and commercial paper		—		—
Long-term debt		956		775
Other liabilities		360		432
Consolidated liabilities not owned		198		228
		1,514		1,435
Shareholders’ Interest
Total liabilities		16,056		15,825
Shareholders’ interest		7,700		7,981
Total liabilities and shareholders’ interest	$	23,756	$	23,806

PRELIMINARY RESULTS — SUBJECT TO AUDIT

8

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION
STATEMENT OF CASH FLOWS
SELECTED INFORMATION (unaudited)
          (in millions)
(Weyerhaeuser only, excludes Real Estate)

	Q1						Q2			Q3			Q4			Year-to-date
	March 30,			April 1,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
	2008			2007			2007			2007			2007			2007
Net cash from operations	$	(254	)	$	(187	)	$	171		$	285		$	411		$	680
Cash paid for property and equipment	$	(98	)	$	(114	)	$	(140	)	$	(176	)	$	(232	)	$	(662	)
Cash paid for timberlands reforestation	$	(16	)	$	(12	)	$	(12	)	$	(8	)	$	(12	)	$	(44	)
Cash received from issuances of debt	$	—		$	—		$	—		$	451		$	—		$	451
Revolving credit facilities, notes and commercial paper borrowings, net	$	385		$	(162	)	$	194		$	148		$	(158	)	$	22
Payments on debt	$	(1	)	$	(466	)	$	(1,090	)	$	(54	)	$	(3	)	$	(1,613	)
Proceeds from the sale of operations	$	21		$	1,350		$	100		$	7		$	172		$	1,629
Repurchases of common stock	$	—		$	—		$	(22	)	$	(441	)	$	(10	)	$	(473	)

PRELIMINARY RESULTS — SUBJECT TO AUDIT

9