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

August 5, 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

	ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
	ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
	SIGNATURES
EXHIBIT 99.1
EXHIBIT 99.2

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C., 20549

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 5, 2008, Weyerhaeuser Company issued a press release announcing its financial results for the fiscal quarter ended June 29, 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 August 5, 2008 issued by Weyerhaeuser Company
99.2	Exhibits to Press release, dated August 5, 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 Chief Accounting Officer

Date: August 5, 2008

EX-99.1

EXHIBIT 99.1

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

Weyerhaeuser Closes Sale of Containerboard Packaging Assets;
Announces Second Quarter Results

FEDERAL WAY, Wash. (Aug. 5, 2008) — Weyerhaeuser Company (NYSE: WY) today reported a net loss of $96 million for the second quarter of 2008, or 45 cents per diluted share, on net sales of $3.6 billion.

This compares with net earnings of $32 million, or 15 cents per diluted share, on net sales of $4.3 billion for the same period last year.

SIGNIFICANT SECOND QUARTER 2008 AFTER-TAX ITEMS

	After-Tax Gain			Gain (Charge) per
	(Charge)			diluted share
	($millions)			(dollars)
Real estate impairments, reserves and land-related charges	$	(206	)	$	(0.98	)
Ownership restructuring of Uruguay assets	$	101		$	0.48
Changes to post-retirement benefits	$	32		$	0.15
Restructuring charges, primarily corporate staff	$	(24	)	$	(0.11	)
Closures and asset impairments, primarily for Wood Products	$	(20	)	$	(0.09	)
Release of tax liabilities	$	14		$	0.07

Excluding these items, the company earned $7 million, or 3 cents per diluted share, in the second quarter of 2008.

SIGNIFICANT SECOND QUARTER 2007 AFTER-TAX ITEMS

	After-Tax Gain			Gain (Charge) per
	(Charge)			diluted share
	($millions)			(dollars)
Closures, asset impairments and sale of Canadian distribution facilities	$	(30	)	$	(0.14	)
Early extinguishment of debt	$	(27	)	$	(0.12	)
Legal settlements and a contract termination	$	(25	)	$	(0.12	)
Sale and closure of box plant sites	$	15		$	0.07
Costs related to Domtar transaction	$	(5	)	$	(0.02	)

Excluding these items, the company earned $104 million, or 48 cents per diluted share, in the second quarter of 2007.

“We continue to position our company for future growth,” said Daniel S. Fulton, president and chief executive officer. “This week we took a significant step to focus our portfolio by completing the transaction with International Paper, a value-creating move for shareholders.”

“Unprecedented conditions in the housing market are reflected in the second quarter results of our Real Estate, Wood Products and Timberlands businesses. In addition, high oil and energy prices have adversely affected all of our businesses. We’re not satisfied with the results and are continuing to take restructuring action consistent with our more focused portfolio.”

SUMMARY OF SECOND QUARTER FINANCIAL HIGHLIGHTS

Millions (except per share data)	2Q 2008			2Q 2007		Change
Net earnings (loss)	$	(96	)	$	32	$	(128	)
Earnings (loss) per diluted share	$	(0.45	)	$	0.15	$	(0.60	)
Net sales:
From continuing operations	$	2,174		$	2,959	$	(785	)
From discontinued operations	$	1,436		$	1,375	$	61
Total net sales	$	3,610		$	4,334	$	(724	)

Weyerhaeuser has reclassified the Containerboard, Packaging and Recycling operations as discontinued due to the Aug. 4 sale of the segment’s assets to International Paper. Weyerhaeuser’s Australia operations have also been reclassified as discontinued operations due to the sale of these assets that occurred in July. The net sales and revenues of these operations are included in net sales from discontinued operations for the second quarters of both 2008 and 2007.

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

Millions	2Q 2008			2Q 2007			Change
Timberlands	$	108		$	142		$	(34	)
Wood Products	$	(164	)	$	(123	)	$	(41	)
Cellulose Fibers	$	42		$	48		$	(6	)
Containerboard, Packaging and Recycling	$	105		$	112		$	(7	)
Real Estate	$	(337	)	$	64		$	(401	)
Corporate and Other	$	106		$	(44	)	$	150

TIMBERLANDS

	2Q 2008		1Q 2008		Change
Contribution to pre-tax earnings (millions)	$	108	$	116	$	(8	)

2Q 2008 Performance — Earnings from higher fee volume in the West, largely due to storm salvage efforts, were offset by rising fuel costs and seasonally higher silviculture costs in all operations. Additionally, the West incurred higher logging costs due to the salvage efforts, and log price realizations were slightly lower.

3Q 2008 Outlook — Weyerhaeuser expects third quarter earnings from Timberlands to be slightly higher than second quarter. We expect lower domestic log prices, a seasonal decline in fee harvest volumes, and higher operating costs, offset by an anticipated increase in non-strategic land sales.

WOOD PRODUCTS

	2Q 2008			1Q 2008			Change
Contribution (charge) to pre-tax earnings (millions)	$	(164	)	$	(277	)	$	113

2Q 2008 Performance — Overall demand remained weak as U.S. single-family housing starts fell to a seasonally adjusted annual rate of 670,000 for the second quarter. Excluding the pre-tax items noted below, the segment’s loss was $69 million less in the second quarter.

• Second quarter 2008 included charges of $30 million for facility closures and asset impairments.

• 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.

The lower loss from operations was primarily due to higher price realizations for lumber and OSB.

3Q 2008 Outlook — Weyerhaeuser expects challenging market conditions to continue into the third quarter. Operating losses are anticipated to be slightly less than second quarter.

CELLULOSE FIBERS

	2Q 2008		1Q 2008		Change
Contribution to pre-tax earnings (millions)	$	42	$	56	$	(14	)

2Q 2008 Performance — Average price realizations for both pulp and liquid packaging board increased. However, this was more than offset by higher expenses associated with scheduled annual maintenance and an increase in freight, energy and fiber costs.

3Q 2008 Outlook — Weyerhaeuser expects third quarter earnings for the segment to be significantly higher than second quarter, primarily due to fewer annual maintenance outages. Average price realizations for both pulp and liquid packaging board are expected to increase, but the benefits are expected to be partially offset by higher chemical costs.

CONTAINERBOARD, PACKAGING AND RECYCLING

	2Q 2008		1Q 2008		Change
Contribution to pre-tax earnings (millions)	$	105	$	89	$	16

2Q 2008 Performance — Because of the announced sale of the segment’s assets to International Paper, the segment’s operations are presented as discontinued and depreciation of its assets ceased upon signing the agreement on March 15, 2008. Second quarter results do not include any depreciation. First quarter results included depreciation expense of $61 million. Excluding the effect of depreciation, second quarter earnings for the segment decreased $45 million from first quarter.

The segment had higher expenses for scheduled annual maintenance activities in the second quarter. The segment’s earnings were also negatively affected by flooding in the Midwest, which resulted in downtime at two facilities and increased costs. Average packaging price realizations increased and packaging shipments were seasonally higher.

3Q 2008 Outlook — Weyerhaeuser sold its containerboard, packaging and recycling operations to International Paper on Aug. 4. Third quarter results will only include the segment’s operations for July.

REAL ESTATE

	2Q 2008			1Q 2008			Change
Contribution (charge) to pre-tax earnings (millions)		($337	)		($74	)		($263	)

2Q 2008 Performance — Pre-tax impairments, reserves and land-related charges for homebuilding assets and real estate investments were $311 million in the second quarter compared to $56 million in the first quarter. Excluding these charges, losses from single-family homebuilding operations increased slightly from the first quarter.

Earnings from single-family homebuilding declined due to significantly lower margins. Closings on single-family home sales increased three percent from first quarter. The backlog of homes sold, but not closed, was approximately three and one-half months.

3Q 2008 Outlook — Excluding second quarter impairments, Weyerhaeuser expects a comparable loss from this segment’s single-family homebuilding operations in the third quarter.

CORPORATE AND OTHER

Second quarter results for the Corporate and Other segment include the following pre-tax items:

• In April 2008, the company completed the restructuring of joint ventures in Uruguay. Assets of the joint ventures were distributed to the partners in a tax-free transaction. The distribution resulted in a non-cash gain to Weyerhaeuser in the second quarter of $101 million. This gain is based on preliminary values and is subject to adjustment.

• During the second quarter, the company changed its post-retirement benefit plans covering salaried employees and retirees in the United States. The plan changes resulted in a $365 million reduction in post-retirement liabilities and a $52 million pre-tax curtailment gain.

• The company recognized a pre-tax charge of $34 million related to corporate restructuring activities.

• The company recognized a pre-tax charge of $23 million to write off capitalized interest related to impaired Real Estate homebuilding assets.

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 Aug. 5 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 — 11116520#) from within North America and at 1-303-590-3000 (access code — 11116520#) from outside North America. The call is being webcast through our website at http://investor.weyerhaeuser.com by clicking on the “Q2 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 the company’s expectations during the third quarter of 2008 regarding the company’s markets, earnings and performance of the company’s business segments, homebuilding starts, higher costs for energy and silviculture, additional logging and road costs, decreased annual maintenance downtime in the company’s Cellulose Fibers facilities, demand and pricing for the company’s wood products, increases in freight charges, increases in chemical and fiber costs 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

EXHIBIT 99.2

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

				REVISED(1)												REVISED(1)
	Q1						Q2						Year-to-date						Q3			Q4			Year-to-date
	March 30,			April 1,			June 29,			July 1,			June 29,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
	2008			2007			2008			2007			2008			2007			2007			2007			2007
Net sales and revenues:
Weyerhaeuser	$	1,671		$	2,136		$	1,820		$	2,400		$	3,491		$	4,536		$	2,199		$	1,839		$	8,574
Real Estate		371			487			354			559			725			1,046			598			715			2,359
Total net sales and revenues		2,042			2,623			2,174			2,959			4,216			5,582			2,797			2,554			10,933
Costs and expenses:
Weyerhaeuser:
Costs of products sold		1,399			1,757			1,518			1,978			2,917			3,735			1,776			1,553			7,064
Depreciation, depletion and amortization		145			154			146			148			291			302			155			140			597
Selling expenses		59			70			57			69			116			139			61			73			273
General and administrative expenses		148			164			125			157			273			321			143			149			613
Research and development expenses		17			16			18			18			35			34			18			19			71
Charges for restructuring (2)		1			3			39			1			40			4			16			15			35
Charges for closure of facilities (3)		53			3			30			16			83			19			19			78			116
Impairment of goodwill (4)		3			22			2			—			5			22			1			7			30
Other operating costs (income), net (5) (6)		46			26			(16	)		33			30			59			5			(34	)		30
		1,871			2,215			1,919			2,420			3,790			4,635			2,194			2,000			8,829
Real Estate:
Costs and operating expenses		327			379			321			415			648			794			451			507			1,752
Depreciation and amortization		4			6			5			5			9			11			6			6			23
Selling expenses		36			41			37			45			73			86			45			48			179
General and administrative expenses		29			28			27			27			56			55			26			18			99
Other operating costs (income), net		(6	)		(4	)		6			4			—			—			(4	)		2			(2	)
Impairment of long-lived assets		33			—			246			12			279			12			23			93			128
		423			450			642			508			1,065			958			547			674			2,179
Total costs and expenses		2,294			2,665			2,561			2,928			4,855			5,593			2,741			2,674			11,008
Operating income (loss)		(252	)		(42	)		(387	)		31			(639	)		(11	)		56			(120	)		(75	)
Interest expense and other:
Weyerhaeuser:
Interest expense incurred (7)		(132	)		(131	)		(126	)		(178	)		(258	)		(309	)		(131	)		(132	)		(572	)
Less: interest capitalized		24			30			21			29			45			59			29			30			118
Interest income and other (8)		13			20			117			25			130			45			20			18			83
Equity in income (loss) of affiliates		(5	)		(1	)		3			—			(2	)		(1	)		1			(5	)		(5	)
Real Estate:																				—
Interest expense incurred		(12	)		(12	)		(14	)		(17	)		(26	)		(29	)		(15	)		(13	)		(57	)
Less: interest capitalized		12			12			14			17			26			29			15			13			57
Interest income and other		1			3			(4	)		1			(3	)		4			1			(6	)		(1	)
Equity in income (loss) of unconsolidated entities		(4	)		19			12			13			8			32			8			15			55
Charge for impairments of WRI assets		(19	)		(1	)		(57	)		(1	)		(76	)		(2	)		—			(28	)		(30	)
Loss from continuing operations before income taxes		(374	)		(103	)		(421	)		(80	)		(795	)		(183	)		(16	)		(228	)		(427	)
Income taxes (9)		139			38			214			31			353			69			11			96			176
Income (loss) from continuing operations		(235	)		(65	)		(207	)		(49	)		(442	)		(114	)		(5	)		(132	)		(251	)
Earnings from discontinued operations, net of taxes (10)		87			785			111			81			198			866			106			69			1,041
Net earnings (loss)	$	(148	)	$	720		$	(96	)	$	32		$	(244	)	$	752		$	101		$	(63	)	$	790
Basic net earnings (loss) per share:
Continuing operations	$	(1.11	)	$	(0.28	)	$	(0.98	)	$	(0.22	)	$	(2.10	)	$	(0.50	)	$	(0.02	)	$	(0.63	)	$	(1.15	)
Discontinued operations		0.41			3.37			0.53			0.37			0.94			3.84			0.49			0.33			4.75
Net earnings (loss) per share	$	(0.70	)	$	3.09		$	(0.45	)	$	0.15		$	(1.16	)	$	3.34		$	0.47		$	(0.30	)	$	3.60
Diluted net earnings (loss) per share:
Continuing operations	$	(1.11	)	$	(0.28	)	$	(0.98	)	$	(0.22	)	$	(2.10	)		(0.50	)	$	(0.02	)	$	(0.63	)	$	(1.15	)
Discontinued operations		0.41			3.37			0.53			0.37			0.94			3.84			0.49			0.33			4.75
Net earnings (loss) per share	$	(0.70	)	$	3.09		$	(0.45	)	$	0.15		$	(1.16	)	$	3.34		$	0.47		$	(0.30	)	$	3.60
Dividends paid per share	$	0.60		$	0.60		$	0.60		$	0.60		$	1.20		$	1.20		$	0.60		$	0.60		$	2.40
Weighted average shares outstanding (in thousands):
Basic		211,195			233,242			211,262			217,688			211,228			225,465			215,154			211,135			219,305
Diluted		211,195			233,242			211,262			217,688			211,228			225,465			215,154			211,135			219,305
Common and exchangeable shares outstanding at end of period (in thousands)		211,243			217,726			211,279			217,759			211,279			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)	See detail of restructuring charges by segment on page 4.
(3)	See detail of closure charges by segment on page 4.
(4)	The first quarter of 2007 includes a charge of $22 million for the impairment of goodwill associated with Canadian Wood Products distribution facilities. Goodwill impairment charges recognized in the third and fourth quarters of 2007 and the first and second quarters of 2008 were 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									Year-to-date
Q1 2008			Q1 2007		Q2 2008		Q2 2007		Q2 2008			Q2 2007		Q3 2007		Q4 2007		Q4 2007
$	(11	)	$	7	$	3	$	29	$	(8	)	$	36	$	2	$	1	$	39

(6)	(a) The first quarter of 2008 includes charges of $18 million related to OSB litigation and $17 million for a change in accounting for our environmental remediation reserves.
	(b) The second quarter of 2008 includes a gain of $52 million related to changes in postretirement benefit plans for salaried employees and a gain of $7 million on sale of properties.
	(c) The first and second quarters of 2008 include charges of $5 million and $23 million, respectively, for the impairment of previously capitalized interest on Real Estate assets.
	(d) 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.
	(e) 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.
	(f) The third quarter of 2007 includes gains of $9 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.
	(g) 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 second quarter of 2007 includes a $42 million charge related to the early extinguishment of debt.
(8)	The second quarter of 2008 includes an estimated pre-tax gain of $101 million from the restructuring of our investments in Uruguay.
(9)	(a) The second quarter of 2008 includes a $14 million tax benefit related to the release of FIN 48 tax liabilities.
	(b) 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.
(10)	Discontinued operations include the net operating results of the Containerboard, Packaging and Recycling business and our Australia operations 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 and postretirement income or expense. Discontinued operations related to Containerboard, Packaging and Recycling do not include any allocation of interest expense.
	Summary results of discontinued operations:

	Q1				Q2					Year-to-date				Q3		Q4			Year-to-date
	March 30,		April 1,		June 29,		July 1,			June 29,		July 1,		Sept. 30,		Dec. 30,			Dec. 30,
	2008		2007		2008		2007			2008		2007		2007		2007			2007
Net sales	$	1,351	$	1,831	$	1,436	$	1,375		$	2,787	$	3,206	$	1,349	$	1,383		$	5,938
Net earnings from operations (after-tax)	$	87	$	64	$	111	$	85		$	198	$	149	$	106	$	91		$	346
Net gain (loss) on divestiture (after-tax)	$	—	$	721	$	—	$	(4	)	$	—	$	717	$	—	$	(22	)	$	695
Net earnings from discontinued operations	$	87	$	785	$	111	$	81		$	198	$	866	$	106	$	69		$	1,041

(a) The second 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						Year-to-date						Q3			Q4			Year-to-date
	March 30,			April 1,			June 29,			July 1,			June 29,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
	2008			2007			2008			2007			2008			2007			2007			2007			2007
Timberlands:
Logs	$	143		$	170		$	172		$	172		$	315		$	342		$	168		$	149		$	659
Other products		51			63			42			39			93			102			81			68			251
		194			233			214			211			408			444			249			217			910
Wood Products:
Softwood lumber		361			574			403			647			764			1,221			580			440			2,241
Engineered solid section		105			155			121			185			226			340			155			113			608
Engineered I-Joists		73			117			86			147			159			264			124			79			467
Oriented strand board		105			152			110			153			215			305			151			133			589
Plywood		57			100			59			106			116			206			89			71			366
Hardwood lumber		80			90			80			99			160			189			89			77			355
Other products produced		49			50			51			64			100			114			61			51			226
Other products purchased for resale		136			232			161			261			297			493			200			154			847
		966			1,470			1,071			1,662			2,037			3,132			1,449			1,118			5,699
Cellulose Fibers:
Pulp		345			405			355			370			700			775			345			358			1,478
Liquid packaging board		67			56			74			72			141			128			61			58			247
Other products		33			21			31			28			64			49			30			28			107
		445			482			460			470			905			952			436			444			1,832
Fine Paper: (1)
Paper		—			432			—			—			—			432			—			—			432
Coated groundwood		—			26			—			—			—			26			—			—			26
Other products		—			1			—			—			—			1			—			—			1
		—			459			—			—			—			459			—			—			459
Containerboard, Packaging and Recycling:
Containerboard		141			119			118			109			259			228			99			130			457
Packaging		987			951			1,074			1,043			2,061			1,994			1,015			1,010			4,019
Recycling		113			94			121			103			234			197			106			110			413
Bags		23			23			24			23			47			46			23			27			96
Other products		33			39			38			49			71			88			50			45			183
		1,297			1,226			1,375			1,327			2,672			2,553			1,293			1,322			5,168
Real Estate		371			487			354			559			725			1,046			598			715			2,359
Corporate and Other		120			97			136			105			256			202			121			121			444
Less: sales of discontinued operations		(1,351	)		(1,831	)		(1,436	)		(1,375	)		(2,787	)		(3,206	)		(1,349	)		(1,383	)		(5,938	)
	$	2,042		$	2,623		$	2,174		$	2,959		$	4,216		$	5,582		$	2,797		$	2,554		$	10,933

⁽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)												REVISED(1)
	Q1						Q2						Year-to-date						Q3			Q4			Year-to-date
	March 30,			April 1,			June 29,			July 1,			June 29,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
	2008			2007			2008			2007			2008			2007			2007			2007			2007
Timberlands (2) (3) (4) (6) (7)	$	116		$	175		$	108		$	142		$	224		$	317		$	165		$	152		$	634
Wood Products (2) (3) (4) (6) (8)		(277	)		(167	)		(164	)		(123	)		(441	)		(290	)		(131	)		(313	)		(734	)
Cellulose Fibers (2) (3) (4) (6)		56			22			42			48			98			70			79			80			229
Fine Paper (2) (3) (6)		—			20			—			—			—			20			—			—			20
Containerboard, Packaging and Recycling (2) (3) (4) (6) (9)		89			67			105			112			194			179			104			99			382
Real Estate (4) (6) (10)		(74	)		58			(337	)		64			(411	)		122			60			22			204
Corporate and Other (2) (3) (4) (5) (6) (11)		(45	)		580			106			(44	)		61			536			(16	)		(52	)		468
	$	(135	)	$	755		$	(140	)	$	199		$	(275	)	$	954		$	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)	Restructuring charges (reversals) by segment:

									Year-to-date									Year-to-date
	Q1 2008		Q1 2007		Q2 2008		Q2 2007		Q2 2008		Q2 2007		Q3 2007		Q4 2007			2007
Timberlands	$	—	$	—	$	—	$	1	$	—	$	1	$	2	$	(2	)	$	1
Wood Products		—		2		4		—		4		2		4		14			20
Cellulose Fibers		—		—		—		—		—		—		3		—			3
Fine Paper		—		—		—		—		—		—		—		—			—
Containerboard, Packaging and Recycling		—		—		—		1		—		1		1		—			2
Corporate and Other		1		1		35		—		36		1		6		4			11
	$	1	$	3	$	39	$	2	$	40	$	5	$	16	$	16		$	37

	The above restructuring charges include costs incurred within the company’s discontinued operations.
(3)	Closure charges (reversals) by segment:

									Year-to-date										Year-to-date
	Q1 2008		Q1 2007		Q2 2008		Q2 2007		Q2 2008		Q2 2007		Q3 2007			Q4 2007			2007
Timberlands	$	—	$	—	$	—	$	—	$	—	$	—	$	—		$	—		$	—
Wood Products		53		3		30		15		83		18		19			78			115
Cellulose Fibers		—		—		—		—		—		—		(1	)		—			(1	)
Fine Paper		—		2		—		—		—		2		—			—			2
Containerboard, Packaging and Recycling		8		2		3		3		11		5		—			4			9
Corporate and Other		—		—		—		1		—		1		1			(1	)		1
	$	61	$	7	$	33	$	19	$	94	$	26	$	19		$	81		$	126

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

									Year-to-date								Year-to-date
	Q1 2008		Q1 2007		Q2 2008		Q2 2007		Q2 2008		Q2 2007		Q3 2007		Q4 2007		2007
Timberlands	$	1	$	1	$	—	$	—	$	1	$	1	$	1	$	—	$	2
Wood Products		3		2		2		2		5		4		1		1		6
Cellulose Fibers		2		2		—		—		2		2		—		1		3
Containerboard, Packaging and Recycling		3		1		2		2		5		3		1		1		5
Real Estate		2		2		1		1		3		3		—		1		4
Corporate and Other		15		14		2		5		17		19		—		2		21
	$	26	$	22	$	7	$	10	$	33	$	32	$	3	$	6	$	41

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

									Year-to-date									Year-to-date
Q1 2008			Q1 2007		Q2 2008		Q2 2007		Q2 2008			Q2 2007		Q3 2007		Q4 2007		2007
$	(11	)	$	7	$	4	$	35	$	(7	)	$	42	$	2	$	—	$	44

(6)	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.
	Pension credits (costs) recognized by segment:

									Year-to-date									Year-to-date
	Q1 2008		Q1 2007		Q2 2008		Q2 2007		Q2 2008		Q2 2007		Q3 2007			Q4 2007		2007
Timberlands	$	—	$	1	$	—	$	1	$	—	$	2	$	1		$	—	$	3
Wood Products		—		5		—		11		—		16		13			10		39
Cellulose Fibers		—		—		—		4		—		4		2			2		8
Fine Paper		—		1		—		—		—		1		—			—		1
Containerboard, Packaging and Recycling		—		3		—		10		—		13		9			8		30
Real Estate		1		—		—		—		1		—		(1	)		—		(1	)
Corporate and Other		38		—		29		1		67		1		—			—		1
	$	39	$	10	$	29	$	27	$	68	$	37	$	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)

(7) 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.

(8) Additional Wood Products notes:

2008:

(a) The first quarter includes a charge of $18 million for a reserve for litigation.

(b) The second quarter includes a gain of $7 million on the sale of property.

2007:

(c) 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.

(d) 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.

(e) 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 and $4 million for restructuring activities.

(f) 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.

(9) 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.

(b) The second quarter includes a $72 million benefit resulting from the cessation of depreciation on assets held for sale, income of $5 million from the sale of property, and charges of $6 million for litigation expenses.

2007:

(c) 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.

(d) The third quarter includes $3 million of income related to the sale of a previously closed box plant site.

(10) 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.

(b) The first and second quarters include net gains (losses) on land and lot sales of $(2) million and $0 million, respectively, or $(2) million year-to-date.

(c) The second quarter includes charges of $254 million for the impairment of homebuilding and land-related assets and $57 million related to WRI investment activities.

2007:

(d) 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.

(e) The second quarter includes a gain of $42 million on the sale of an apartment project.

(f) 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.

(11) 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.

(b) The second quarter includes a $101 million estimated pre-tax gain from the restructuring of our investments in Uruguay, a $52 million pre-tax gain from changes in our postretirment benefit plans covering salaried employees, a charge of $35 million for corporate restructuring activities, and a charge of $23 million for the impairment of interest that was previously capitalized on Real Estate assets.

2007:

(c) 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.

(d) The second quarter includes a $23 million charge for legal settlements and a contract termination.

(e) 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.

(f) 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				Year-to-date				Q3		Q4		Year-to-date
	March 30,		April 1,		June 29,		July 1,		June 29,		July 1,		Sept. 30,		Dec. 30,		Dec. 30,
	2008		2007		2008		2007		2008		2007		2007		2007		2007
Timberlands (thousands):
Logs — cunits		781		750		866		762		1,647		1,512		805		764		3,081
Wood Products (millions):
Softwood lumber — board feet		1,257		1,657		1,252		1,805		2,509		3,462		1,654		1,422		6,538
Engineered solid section — cubic feet		6		7		6		10		12		17		8		5		30
Engineered I-Joists — lineal feet		56		82		70		108		126		190		92		56		338
Oriented strand board — square feet (3/8”)		671		942		637		899		1,308		1,841		835		790		3,466
Plywood — square feet (3/8”)		154		310		160		305		314		615		240		194		1,049
Hardwood lumber — board feet		87		89		88		99		175		188		93		82		363
Cellulose Fibers (thousands):
Pulp — air-dry metric tons		442		594		447		524		889		1,118		470		482		2,070
Liquid packaging board — tons		71		67		78		82		149		149		72		65		286
Fine Paper (thousands): (1)
Paper — tons		—		461		—		—		—		461		—		—		461
Coated groundwood — tons		—		38		—		—		—		38		—		—		38
Paper converting — tons		—		318		—		—		—		318		—		—		318
Containerboard, Packaging and Recycling (thousands):
Containerboard — tons		285		259		234		230		519		489		205		263		957
Packaging — MSF		17,537		17,754		18,343		18,965		35,880		36,719		18,751		18,102		73,572
Recycling — tons		628		654		677		656		1,305		1,310		632		638		2,580
Kraft bags and sacks — tons		23		25		24		23		47		48		25		26		99
Real Estate:
Single-family homes sold		926		1,684		748		1,139		1,674		2,823		734		595		4,152
Single-family homes closed		844		976		869		1,062		1,713		2,038		1,145		1,244		4,427
Single-family homes sold but not closed at end of period		1,306		2,207		1,185		2,284		1,185		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.

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

	Q1				Q2				Year-to-date				Q3		Q4		Year-to-date
	March 30,		April 1,		June 29,		July 1,		June 29,		July 1,		Sept. 30,		Dec. 30,		Dec. 30,
	2008		2007		2008		2007		2008		2007		2007		2007		2007
Timberlands (thousands):
Fee depletion — cunits		2,093		2,140		2,177		2,038		4,270		4,178		2,029		1,937		8,144
Wood Products (millions):
Softwood lumber — board feet		1,187		1,427		1,180		1,451		2,367		2,878		1,405		1,207		5,490
Engineered solid section — cubic feet		6		6		6		9		12		15		8		5		28
Engineered I-Joists — lineal feet		58		87		61		114		119		201		91		47		339
Oriented strand board — square feet (3/8”)		697		968		670		847		1,367		1,815		834		779		3,428
Plywood — square feet (3/8”)		74		114		95		115		169		229		110		84		423
Hardwood lumber — board feet		71		73		67		75		138		148		80		66		294
Cellulose Fibers (thousands):
Pulp — air-dry metric tons		455		539		417		419		872		958		445		448		1,851
Liquid packaging board — tons		64		60		77		77		141		137		72		74		283
Fine Paper (thousands): (1)
Paper — tons (2)		—		444		—		—		—		444		—		—		444
Coated groundwood — tons		—		43		—		—		—		43		—		—		43
Paper converting — tons		—		318		—		—		—		318		—		—		318
Containerboard, Packaging and Recycling (thousands):
Containerboard — tons (3)		1,558		1,515		1,488		1,506		3,046		3,021		1,575		1,510		6,106
Packaging — MSF		18,356		19,007		19,087		19,721		37,443		38,728		19,547		18,946		77,221
Recycling — tons (4)		1,563		1,619		1,755		1,589		3,318		3,208		1,838		1,609		6,655
Kraft bags and sacks — tons		22		23		22		23		44		46		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

6

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

	March 30,		June 29,		Dec. 30,
	2008		2008		2007
Assets
Weyerhaeuser
Current assets:
Cash and cash equivalents	$	46	$	73	$	79
Receivables, less allowances		768		762		659
Inventories		814		732		805
Prepaid expenses		149		133		164
Deferred tax assets		146		150		132
Current assets of discontinued operations		1,190		1,243		1,175
Total current assets		3,113		3,093		3,014
Property and equipment		3,991		4,052		4,155
Construction in progress		321		239		289
Timber and timberlands at cost, less fee stumpage charged to disposals		3,812		4,021		3,769
Investments in and advances to equity affiliates		308		192		285
Goodwill		932		931		947
Deferred pension and other assets		2,499		2,538		2,446
Restricted assets held by special purpose entities		914		916		916
Noncurrent assets of discontinued operations		4,156		4,206		4,205
		20,046		20,188		20,026
Real Estate
Cash and cash equivalents		16		8		21
Receivables, less allowances		60		77		63
Real estate in process of development and for sale		1,190		993		1,270
Land being processed for development		1,675		1,600		1,622
Investments in unconsolidated entities, less reserves		43		46		58
Other assets		458		581		473
Consolidated assets not owned		268		218		273
		3,710		3,523		3,780
Total assets	$	23,756	$	23,711	$	23,806
Liabilities
Weyerhaeuser
Current liabilities:
Notes payable and commercial paper	$	151	$	164	$	54
Current maturities of long-term debt		807		870		507
Accounts payable		497		509		590
Accrued liabilities		863		939		959
Current liabilities of discontinued operations		464		505		497
Total current liabilities		2,782		2,987		2,607
Long-term debt		6,058		5,996		6,059
Deferred income taxes		2,562		2,666		2,554
Deferred pension, other postretirement benefits and other liabilities		1,634		1,257		1,657
Liabilities (nonrecourse to Weyerhaeuser) held by special purpose entities		763		764		765
Noncurrent liabilities of discontinued operations		743		777		748
		14,542		14,447		14,390
Real Estate
Notes payable and commercial paper		—				—
Long-term debt		956		1,096		775
Other liabilities		360		343		432
Consolidated liabilities not owned		198		132		228
		1,514		1,571		1,435
Shareholders’ Interest
Total liabilities		16,056		16,018		15,825
Shareholders’ interest		7,700		7,693		7,981
Total liabilities and shareholders’ interest	$	23,756	$	23,711	$	23,806

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION
STATEMENT OF CASH FLOWS
SELECTED INFORMATION (unaudited)
     (in millions)

	Q1						Q2						Year-to-date						Q3			Q4			Year-to-date
	March 30,			April 1,			June 29,			July 1,			June 29,			July 1,			Sept. 30,			Dec. 30,			Dec. 30,
(Weyerhaeuser only, excludes Real Estate)	2008			2007			2008			2007			2008			2007			2007			2007			2007
Net cash from operations	$	(254	)	$	(187	)	$	251		$	271		$	(3	)	$	84		$	185		$	411		$	680
Cash paid for property and equipment	$	(98	)	$	(114	)	$	(107	)	$	(140	)	$	(205	)	$	(254	)	$	(176	)	$	(232	)	$	(662	)
Cash paid for timberlands reforestation	$	(16	)	$	(12	)	$	(11	)	$	(12	)	$	(27	)	$	(24	)	$	(8	)	$	(12	)	$	(44	)
Cash received from issuances of debt	$	—		$	—		$	—		$	—		$	—		$	—		$	451		$	—		$	451
Revolving credit facilities, notes and commercial paper borrowings, net	$	385		$	(162	)	$	2		$	194		$	387		$	32		$	148		$	(158	)	$	22
Payments on debt	$	(1	)	$	(466	)	$	—		$	(1,090	)	$	(1	)	$	(1,556	)	$	(54	)	$	(3	)	$	(1,613	)
Proceeds from the sale of operations and investments	$	21		$	1,350		$	41		$	—		$	62		$	1,350		$	107		$	172		$	1,629
Repurchases of common stock	$	—		$	—		$	—		$	(22	)	$	—		$	(22	)	$	(441	)	$	(10	)	$	(473	)

PRELIMINARY RESULTS — SUBJECT TO AUDIT

7