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

July 30, 2010

(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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ 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

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On July 30, 2010, Weyerhaeuser Company issued a press release announcing its financial results for the quarter ended June 30, 2010. 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 of Weyerhaeuser Company issued July 30, 2010 reporting results of operations for the quarter ended June 30, 2010
99.2	Exhibits to press release of Weyerhaeuser Company issued July 30, 2010

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: July 30, 2010

EX-99.1

Exhibit 99.1

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

Weyerhaeuser Reports Second Quarter Results

FEDERAL WAY, Wash. (July 30, 2010) – Weyerhaeuser Company (NYSE: WY) today reported net earnings of $14 million for the second quarter, or 7 cents per diluted share, on net sales of $1.8 billion.

This compares with a net loss of $106 million, or 50 cents per share, on net sales from continuing operations of $1.4 billion for the same period last year.

SIGNIFICANT SECOND QUARTER 2010 AFTER-TAX ITEMS

	After-Tax Gain (Charge) ($ millions)			Gain (Charge) per share (dollars)
Loss on early extinguishment of debt	$	(33	)	$	(0.16	)
Wood Products asset sales	$	5		$	0.03

Excluding these items, the company reported net earnings of $42 million, or 20 cents per diluted share, in the second quarter of 2010.

SIGNIFICANT SECOND QUARTER 2009 AFTER-TAX ITEMS

	After-Tax Charge ($  millions)			Charge per share (dollars)
Alternative fuel mixture credits	$	72		$	0.34
Impairments and reserves for Real Estate assets	$	(36	)	$	(0.17	)
Corporate restructuring and asset impairments	$	(30	)	$	(0.14	)
Closures, restructuring and asset impairments, primarily for Wood Products	$	(14	)	$	(0.07	)
Litigation and insurance settlements	$	14		$	0.07
Gain on sale of closed facilities	$	13		$	0.06

Excluding these items, the company’s net loss was $125 million, or 59 cents per share, in the second quarter of 2009.

“In the second quarter we returned to profitability and all businesses were cash positive from operations,” said Dan Fulton, president and chief executive officer. “I’m encouraged by our ability to profitably manage operations in an uncertain climate and with the lack of a sustained housing recovery. On July 11, we announced the final major milestone in our plan to become a REIT by declaring our special dividend. We look forward to the benefits that the REIT structure will bring to our shareholders.”

SUMMARY OF SECOND QUARTER FINANCIAL HIGHLIGHTS

Millions (except per share data)	2Q 2010		2Q 2009			Change
Net earnings (loss)	$	14	$	(106	)	$	120
Earnings (loss) per diluted share	$	0.07	$	(0.50	)	$	0.57
Net sales	$	1,805	$	1,391		$	414

SEGMENT RESULTS FOR SECOND QUARTER

(Contributions (Charges) to Pre-Tax Earnings)

Millions	2Q 2010			2Q 2009			Change
Timberlands	$	70		$	66		$	4
Wood Products	$	(3	)	$	(162	)	$	159
Cellulose Fibers	$	74		$	100		$	(26	)
Real Estate	$	27		$	(50	)	$	77

TIMBERLANDS

	2Q 2010		1Q 2010		Change
Contribution to pre-tax earnings (millions)	$	70	$	81	$	(11	)

2Q 2010 Performance – The segment’s earnings declined in the second quarter compared to the first, as lower earnings from disposition of non-strategic timberlands were partially offset by increased earnings from operations.

Second quarter included pre-tax gains of $14 million from disposition of non-strategic timberlands, compared to $31 million in the first quarter. Earnings from operations increased due to improved log price realizations, primarily in the west. This increase was partially offset by additional silviculture spending and seasonally higher road expenses for US operations. Losses related to international operations were $4 million in the second quarter, unchanged from first quarter levels. Weyerhaeuser continues to defer timber harvest.

3Q 2010 Outlook – Excluding the disposition of non-strategic timberlands, Weyerhaeuser expects third quarter operating earnings from the segment to be lower than second quarter. The company expects lower log prices and seasonally higher silviculture costs.

WOOD PRODUCTS

	2Q 2010			1Q 2010			Change
Charge to pre-tax earnings (millions)	$	(3	)	$	(19	)	$	16

2Q 2010 Performance – Excluding the pre-tax items noted below, the segment’s results improved by $52 million, resulting in a significantly smaller loss in the second quarter.

• Second quarter included pre-tax gains of $8 million from the sale of assets.

• First quarter included pre-tax gains of $40 million from the sale of certain British Columbia forest licenses and associated rights, and $4 million from the sale of a sawmill.

Although second quarter market conditions were extremely volatile, quarterly average sales realizations improved across nearly all product lines in the second quarter compared to the first. Sales volumes for most products increased moderately compared to very low first quarter levels. These improvements were partially offset by higher log costs.

Market conditions deteriorated substantially beginning in mid-May. Sales realizations for lumber and oriented strand board declined sharply. The company also experienced a considerable drop in sales volumes for engineered wood products. The segment reduced operating rates significantly in the latter half of the quarter to match lower market demand.

3Q 2010 Outlook – Weyerhaeuser expects a significantly larger loss from the segment in the third quarter compared to the second quarter. The company expects average price realizations for lumber and oriented strand board to drop below first quarter levels.

CELLULOSE FIBERS

	2Q 2010		1Q 2010		Change
Contribution to pre-tax earnings (millions)	$	74	$	19	$	55

2Q 2010 Performance – The segment’s earnings improved substantially in the second quarter compared to the first due to significantly higher average price realizations. Energy costs also declined. As in the first quarter, the segment incurred significant costs associated with planned annual maintenance, with outages at three mills compared to two in the first quarter.

3Q 2010 Outlook – Weyerhaeuser expects third quarter earnings from the segment to improve substantially compared to the second quarter. As no annual maintenance outages are scheduled for the third quarter, the company anticipates lower maintenance costs and improved production. Average pulp price realizations are expected to increase from second quarter levels.

REAL ESTATE

	2Q 2010		1Q 2010		Change
Contribution to pre-tax earnings (millions)	$	27	$	31	$	(4	)

2Q 2010 Performance – Second quarter earnings were comparable to first quarter, as a decline in sales of partnership interests was offset by higher earnings from single-family home building operations and increased land and lot sales.

Second quarter included earnings from single-family homebuilding operations of $14 million, compared to a loss of $5 million in the first quarter. Second quarter also included gains of $13 million on the sale of land and lots, compared to gains of $3 million in the first quarter. First quarter included gains of $33 million on the sale of two partnership interests.

Homebuilding operations closed 625 single-family homes in the second quarter, a 59 percent increase from first quarter. Margins on single-family homes closed also improved.

3Q 2010 Outlook – Weyerhaeuser expects breakeven results from single-family homebuilding operations in the third quarter. The company expects fewer single-family home closings and slightly lower margins. Weyerhaeuser does not anticipate any significant land, lot or partnership sales in the third quarter.

ABOUT WEYERHAEUSER

Weyerhaeuser Company, one of the world’s largest forest products companies, began operations in 1900. We grow and harvest trees, build homes and make a range of forest products essential to everyday lives. We manage our timberland on a sustainable basis in compliance with internationally recognized forestry standards. At the end of 2009, we employed approximately 14,900 employees in 10 countries. We have customers worldwide and generated $5.5 billion in sales in 2009. Our stock trades on the New York Stock exchange under the symbol WY. Additional information about us 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 July 30 to discuss second quarter results.

To access the conference call from within North America, dial (877) 296-9413 (access code – 53832851) at least 15 minutes prior to the call. Those calling from outside North America should dial 1-(706) 679-2458 (access code – 53832851). Replays will be available for one week at (800)

642-1687 (access code – 53832851) from within North America and at 1-(706) 645-9291 (access code – 53832851) from outside North America.

The call is being webcast through Weyerhaeuser’s Internet site at http://investor.weyerhaeuser.com and is accessible by selecting the “Q2 2010 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 STATEMENTS

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. These statements are based on various assumptions and may not be accurate because of risks and uncertainties surrounding these assumptions. Factors listed below, as well as other factors, may cause actual results to differ significantly from these forward-looking statements. There is no guarantee that any of the events anticipated by these forward-looking statements will occur. If any of the events occur, there is no guarantee what effect they will have on company operations or financial condition. The company will not update these forward-looking statements after the date of this news release.

Some forward-looking statements discuss the company’s plans, strategies and intentions. They use words such as “expects,” “may,” “will,” “believes,” “should,” “approximately,” “anticipates,” “estimates,” and “plans.” In addition, these words may use the positive or negative or other variations of those terms.

This release contains forward-looking statements regarding the company’s expectations during the third quarter of 2010, including the company’s markets; lower log prices, seasonally higher silviculture costs and lower operating earnings in Timberlands; lower sales realizations for lumber and oriented strand board, increased realizations for engineered wood products and lower earnings in the Wood Products segment; lower expenses for annual planned maintenance, increased production, higher pulp price realizations and earnings in the Cellulose Fiber segment; declines in home sale closings earnings in our single-family homebuilding operations; and adjustments in tax rates and tax liabilities related to a REIT conversion.

Major risks, uncertainties and assumptions that affect the company’s businesses and may cause actual results to differ from these forward-looking statements, include, but are not limited to:

• the effect of general economic conditions, including the level of interest rates, availability of financing for home mortgages, strength of the U.S. dollar, employment rates and housing starts;

• market demand for the company’s products, which is related to the strength of the various U.S. business segments and economic conditions;

• performance of the company’s manufacturing operations, including maintenance requirements;

• the level of competition from domestic and foreign producers;

• raw material prices;

• energy prices;

• transportation costs;

• the effect of weather;

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

• the successful execution of internal performance plans, including restructurings and cost reduction initiatives;

• federal tax policies;

• the effect of forestry, land use, environmental and other governmental regulations;

• legal proceedings;

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

• changes in accounting principles;

• performance of pension fund investments and related derivatives; and

• other factors described under “Risk Factors” in the Company’s annual report on Form 10-K.

The company also is a large exporter and is affected by changes in economic activity in Europe and Asia, particularly Japan and China. It also is affected by changes in currency exchange rates, particularly the relative value of the U.S. dollar to the euro and the Canadian dollar. Restrictions on international trade or tariffs imposed on imports also may affect the company.

EX-99.2

Exhibit 99.2

WEYERHAEUSER COMPANY

STATISTICAL INFORMATION (unaudited)

CONSOLIDATED EARNINGS

    (in millions, except per-share figures)

	Q2						Year-to-date						Q1
	June 30, 2010			June 30, 2009			June 30, 2010			June 30, 2009			March 31, 2010
Net sales and revenues:
Forest Products	$	1,548		$	1,192		$	2,816		$	2,295		$	1,268
Real Estate		257			199			408			371			151
Total net sales and revenues		1,805			1,391			3,224			2,666			1,419
Costs and expenses:
Forest Products:
Costs of products sold		1,175			1,050			2,183			2,028			1,008
Alternative fuel mixture credits		—			(107	)		—			(107	)		—
Depreciation, depletion and amortization		115			125			231			247			116
Selling expenses		36			33			70			76			34
General and administrative expenses		80			83			162			179			82
Research and development expenses		8			15			16			28			8
Charges for restructuring and closures		2			46			2			128			—
Impairment of goodwill and other assets		—			20			1			38			1
Other operating income, net		(8	)		(77	)		(79	)		(71	)		(71	)
		1,408			1,188			2,586			2,546			1,178
Real Estate:
Costs and operating expenses		189			164			310			315			121
Depreciation and amortization		5			4			8			8			3
Selling expenses		19			20			34			42			15
General and administrative expenses		17			17			33			45			16
Other operating costs, net		2			7			3			7			1
Impairment of long-lived assets and other related charges		1			53			2			95			1
		233			265			390			512			157
Total costs and expenses		1,641			1,453			2,976			3,058			1,335
Operating income (loss)		164			(62	)		248			(392	)		84
Interest expense and other:
Forest Products:
Interest expense incurred		(105	)		(107	)		(211	)		(215	)		(106	)
Less: interest capitalized		—			2			1			4			1
Loss on early extinguishment of debt		(49	)		—			(49	)		—			—
Interest income and other		12			13			21			27			9
Equity in income (loss) of equity affiliates		(3	)		—			(9	)		3			(6	)
Real Estate:
Interest expense incurred		(6	)		(7	)		(12	)		(14	)		(6	)
Less: interest capitalized		5			7			10			14			5
Interest income and other		—			1			3			2			3
Equity in income of equity affiliates		3			11			39			13			36
Impairments of investments and other related charges		—			(6	)		—			(32	)		—
Earnings (loss) before income taxes		21			(148	)		41			(590	)		20
Income tax benefit (provision) (1)		(7	)		32			(45	)		208			(38	)
Net earnings (loss)		14			(116	)		(4	)		(382	)		(18	)
Less: (income) loss attributable to noncontrolling interests		—			10			(2	)		12			(2	)
Net earnings (loss) attributable to Weyerhaeuser common shareholders	$	14		$	(106	)	$	(6	)	$	(370	)	$	(20	)
Basic earnings (loss) per share attributable to Weyerhaeuser common shareholders	$	0.07		$	(0.50	)	$	(0.03	)	$	(1.75	)	$	(0.10	)
Diluted earnings (loss) per share attributable to Weyerhaeuser common shareholders	$	0.07		$	(0.50	)	$	(0.03	)	$	(1.75	)	$	(0.10	)
Dividends paid per share	$	0.05		$	0.25		$	0.10		$	0.50		$	0.05
Weighted average shares outstanding (in thousands):
Basic		211,600			211,356			211,521			211,328			211,440
Diluted		212,103			211,356			211,521			211,328			211,440
Common shares outstanding at end of period (in thousands)		211,609			211,357			211,609			211,357			211,557

⁽¹⁾ First quarter 2010 includes $31 million in tax charges related to the elimination of the ability to claim a tax deduction for prescription drug benefits provided to retirees and reimbursed under the Medicare Part D subsidy beginning in 2013 and state tax rate changes.

PRELIMINARY RESULTS - SUBJECT TO AUDIT

1

WEYERHAEUSER COMPANY

STATISTICAL INFORMATION (unaudited)

NET SALES AND REVENUES

        (in millions)

	Q2				Year-to-date				Q1
	June 30, 2010		June 30, 2009		June 30, 2010		June 30, 2009		March 31, 2010
Timberlands:
Logs:
West	$	125	$	87	$	207	$	169	$	82
South		37		43		64		76		27
Canada		—		—		9		2		9
Total logs		162		130		280		247		118
Pay as cut timber sales		9		7		17		14		8
Timberlands exchanges and non-strategic dispositions (1)		13		40		48		44		35
Higher and better use land sales (1)		7		4		12		5		5
Minerals, oil and gas		16		14		31		28		15
Products from international operations (2)		17		10		32		17		15
Other products		1		3		7		10		6
		225		208		427		365		202
Wood Products:
Structural lumber		308		216		549		428		241
Engineered solid section		79		62		145		117		66
Engineered I-Joists		49		43		97		76		48
Oriented strand board		116		58		182		113		66
Softwood plywood		23		14		39		28		16
Hardwood lumber		64		56		118		107		54
Other products produced		38		39		73		82		35
Other products purchased for resale		112		106		190		185		78
		789		594		1,393		1,136		604
Cellulose Fibers:
Pulp		354		255		675		536		321
Liquid packaging board		90		77		161		143		71
Other products		24		17		42		34		18
		468		349		878		713		410
Real Estate:
Single family housing		233		180		376		342		143
Land		23		18		30		27		7
Other		1		1		2		2		1
		257		199		408		371		151
Corporate and Other		66		41		118		81		52
	$	1,805	$	1,391	$	3,224	$	2,666	$	1,419

⁽¹⁾ Higher and better use timberlands and non-strategic dispositions are sold through Forest Products subsidiaries.

⁽²⁾ Includes logs, plywood and hardwood lumber harvested or produced by our international operations, primarily in South America.

WEYERHAEUSER COMPANY

STATISTICAL INFORMATION (unaudited)

NET CONTRIBUTION TO PRE-TAX EARNINGS

        (in millions)

	Q2						Year-to-date						Q1
	June 30, 2010			June 30, 2009			June 30, 2010			June 30, 2009			March 31, 2010
Timberlands	$	70		$	66		$	151		$	106		$	81
Wood Products		(3	)		(162	)		(22	)		(428	)		(19	)
Cellulose Fibers		74			100			93			131			19
Real Estate		27			(50	)		58			(146	)		31
Corporate and Other		8			13			20			(30	)		12
	$	176		$	(33	)	$	300		$	(367	)	$	124

PRELIMINARY RESULTS - SUBJECT TO AUDIT

2

WEYERHAEUSER COMPANY

STATISTICAL INFORMATION (unaudited)

FOOTNOTES TO NET CONTRIBUTION TO PRE-TAX EARNINGS

        (in millions)

							Year-to-date
	Q2 2010			Q2 2009			Q2 2010		Q2 2009			Q1 2010
Wood Products includes:
Charges for restructuring and closures	$	—		$	—		$	—	$	(63	)	$	—
Goodwill impairments		—			—			—		(3	)		—
Other asset impairments		—			(16	)		—		(21	)		—
Reserve for litigation		—			—			—		(19	)		—
Gain on sale of operations		—			—			4		—			4
Gain on sale of property		8			1			48		1			40
							Year-to-date
	Q2 2010			Q2 2009			Q2 2010		Q2 2009			Q1 2010
Cellulose Fibers includes:
Charges for restructuring and closures	$	—		$	—		$	—	$	(1	)	$	—
Alternative fuel mixture credits		—			107			—		107			—
							Year-to-date
	Q2 2010			Q2 2009			Q2 2010		Q2 2009			Q1 2010
Real Estate includes:
Charges for restructuring and closures	$	—		$	(2	)	$	—	$	(6	)	$	—
Impairment of assets and other related charges - attributable to Weyerhaeuser shareholders		—			(50	)		—		(116	)		—
Impairment of assets and other related charges - attributable to noncontrolling interests		—			(9	)		—		(11	)		—
Sale of partnership interests		—			9			33		9			33
Net gain on land and lot sales		13			7			16		13			3
							Year-to-date
	Q2 2010			Q2 2009			Q2 2010		Q2 2009			Q1 2010
Corporate and Other includes:
Charges for restructuring and closures	$	—		$	(41	)	$	—	$	(59	)	$	—
Asset impairments		—			(4	)		—		(14	)		—
Net foreign exchange gains (losses)		(8	)		21			2		16			10
Pension and postretirement credits (1)		22			37			38		61			16

⁽¹⁾ Excludes pension and postretirement included in charges for restructuring and closures.

PRELIMINARY RESULTS - SUBJECT TO AUDIT

3

WEYERHAEUSER COMPANY

STATISTICAL INFORMATION (unaudited)

THIRD PARTY SALES VOLUMES

	Q2		Year-to-date		Q1
	June 30, 2010	June 30, 2009	June 30, 2010	June 30, 2009	March 31, 2010
Timberlands (thousands):
Logs - cubic meters:
West	1,276	1,283	2,251	2,373	975
South	827	1,062	1,461	1,831	634
Canada	15	3	274	67	259
International	68	73	146	150	78
Wood Products (millions):
Structural lumber - board feet	884	885	1,645	1,766	761
Engineered solid section - cubic feet	4	4	8	7	4
Engineered I-Joists - lineal feet	41	36	85	62	44
Oriented strand board - square feet (3/8”)	437	374	771	721	334
Softwood plywood - square feet (3/8”)	75	55	135	106	60
Hardwood lumber - board feet	76	69	143	127	67
Cellulose Fibers (thousands):
Pulp - air-dry metric tons	413	395	835	804	422
Liquid packaging board - tons	83	77	150	141	67
Real Estate:
Single-family homes sold	491	790	1,111	1,245	620
Single-family homes closed	625	464	1,018	893	393
Single-family homes sold but not closed at end of period (backlog)	743	910	743	910	877
WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)
TOTAL PRODUCTION VOLUMES
	Q2		Year-to-date		Q1
	June 30, 2010	June 30, 2009	June 30, 2010	June 30, 2009	March 31, 2010
Timberlands (thousands):
Fee depletion - cubic meters:
West	1,404	1,910	2,835	3,588	1,431
South	1,881	2,495	4,021	4,875	2,140
International	89	142	181	249	92
Wood Products (millions):
Structural lumber - board feet	846	792	1,647	1,653	801
Engineered solid section - cubic feet	4	3	8	5	4
Engineered I-Joists - lineal feet	41	24	82	44	41
Oriented strand board - square feet (3/8”)	468	369	846	704	378
Softwood plywood - square feet (3/8”)	64	37	112	65	48
Hardwood lumber - board feet	61	48	120	103	59
Cellulose Fibers (thousands):
Pulp - air-dry metric tons	414	368	851	783	437
Liquid packaging board - tons	81	77	150	142	69

PRELIMINARY RESULTS - SUBJECT TO AUDIT

4

WEYERHAEUSER COMPANY

STATISTICAL INFORMATION (unaudited)

CONDENSED CONSOLIDATED BALANCE SHEETS

        (in millions)

	June 30, 2010		March 31, 2010		Dec. 31, 2009
Assets
Forest Products
Current assets:
Cash and cash equivalents	$	1,839	$	2,143	$	1,862
Short-term investments		3		1		49
Receivables, less allowances		481		462		370
Receivables for taxes		51		34		602
Receivable from pension trust		—		96		146
Inventories		472		515		447
Prepaid expenses		91		93		82
Deferred tax assets		136		136		109
Total current assets		3,073		3,480		3,667
Property and equipment, net		3,423		3,539		3,611
Construction in progress		77		69		52
Timber and timberlands at cost, less depletion charged to disposals		4,022		4,016		4,010
Investments in and advances to equity affiliates		192		192		197
Goodwill		40		40		40
Deferred pension and other assets		948		904		756
Restricted assets held by special purpose entities		915		914		915
		12,690		13,154		13,248
Real Estate
Cash and cash equivalents		7		17		7
Receivables, less allowances		42		34		32
Inventory		1,552		1,553		1,515
Investments in and advances to equity affiliates		18		18		17
Deferred tax assets		270		271		299
Other assets		123		122		126
Consolidated assets not owned		6		6		6
		2,018		2,021		2,002
Total assets	$	14,708	$	15,175	$	15,250
Liabilities
Forest Products
Current liabilities:
Notes payable and commercial paper	$	1	$	1	$	4
Current maturities of long-term debt		3		3		3
Accounts payable		322		329		317
Accrued liabilities		663		603		631
Total current liabilities		989		936		955
Long-term debt		4,734		5,281		5,281
Deferred income taxes		1,642		1,578		1,538
Deferred pension, other postretirement benefits and other liabilities		1,854		1,942		2,000
Liabilities (nonrecourse to Weyerhaeuser) held by special purpose entities		770		767		768
		9,989		10,504		10,542
Real Estate
Long-term debt		390		390		402
Other liabilities		218		224		252
		608		614		654
Total liabilities		10,597		11,118		11,196
Equity
Weyerhaeuser shareholders’ interest		4,100		4,046		4,044
Noncontrolling interest		11		11		10
Total equity		4,111		4,057		4,054
Total liabilities and equity	$	14,708	$	15,175	$	15,250

PRELIMINARY RESULTS - SUBJECT TO AUDIT

5

WEYERHAEUSER COMPANY

STATISTICAL INFORMATION (unaudited)

STATEMENT OF CASH FLOWS

SELECTED INFORMATION

        (in millions)

	Q2						Year-to-date						Q1
	June 30, 2010			June 30, 2009			June 30, 2010			June 30, 2009			March 31, 2010
Net cash from operations	$	243		$	126		$	433		$	(310	)	$	190
Cash paid for property and equipment (1)		(32	)		(32	)		(77	)		(85	)		(45	)
Cash paid for timberlands reforestation (1)		(7	)		(7	)		(20	)		(22	)		(13	)
Acquisition of timberlands		(11	)		—			(20	)		(7	)		(9	)
Payments on debt		(597	)		(18	)		(614	)		(19	)		(17	)
Proceeds from the sale of assets and operations		15			29			130			37			115
Cash paid for dividends		(10	)		(53	)		(21	)		(106	)		(11	)
Repayments from (loan to) pension trust		96			—			146			(85	)		50
(1)       Capital spending is for Forest Products only and excludes Real Estate. Forest Products Working Capital by Business Segment
	June 30, 2010			June 30, 2009									March 31, 2010
Timberlands	$	39		$	36								$	24
Wood Products		308			279									360
Cellulose Fibers		268			284									244
Corporate and Other (1)		1,469			1,539									1,916
	$	2,084		$	2,138								$	2,544
(1)       Corporate and Other segment holds payroll and other liabilities related to the segments and income taxes receivable related to Real Estate. Forest Products Capital Expenditures by Business Segment
	Q2						Year-to-date						Q1
	June 30, 2010			June 30, 2009			June 30, 2010			June 30, 2009			March 31, 2010
Timberlands	$	15		$	21		$	35		$	49		$	20
Wood Products		5			4			7			29			2
Cellulose Fibers		19			10			58			18			39
Corporate and Other		—			4			1			11			1
	$	39		$	39		$	101		$	107		$	62

PRELIMINARY RESULTS - SUBJECT TO AUDIT

6

WEYERHAEUSER COMPANY
STATISTICAL INFORMATION (unaudited)	APPENDIX
STATEMENT OF OPERATIONS BY BUSINESS SEGMENT
(Dollar amounts in millions)

	Q2.2010
	Timberlands			Wood Products			Cellulose Fibers			Corporate and Other			Eliminations			Total Forest Products			Real Estate			Total
Trade sales and revenues (unaffiliated customers)	$	225		$	789		$	468		$	66		$	—		$	1,548		$	257		$	1,805
Intersegment sales		123			20			—			5			(148	)		—			—			—
Net sales and revenues		348			809			468			71			(148	)		1,548			257			1,805
Costs and expenses:
Costs of products sold		238			698			339			48			(148	)		1,175			189			1,364
Depreciation, depletion and amortization		22			45			36			12			—			115			5			120
Selling expenses		2			30			3			1			—			36			19			55
General and administrative expenses		21			42			17			—			—			80			17			97
Research and development expenses		5			2			2			(1	)		—			8			—			8
Charges for restructuring and closures		—			1			—			1			—			2			—			2
Impairment of goodwill and other assets		—			—			—			—			—			—			1			1
Other operating costs (income), net		(9	)		(5	)		(5	)		11			—			(8	)		2			(6	)
Total costs and expenses		279			813			392			72			(148	)		1,408			233			1,641
Operating income (loss)		69			(4	)		76			(1	)		—			140			24			164
Interest income and other		1			1			—			10			—			12			—			12
Equity in income (loss) of equity affiliates		—			—			(2	)		(1	)		—			(3	)		3			—
Income attributable to noncontrolling interests		—			—			—			—			—			—			—			—
Net contribution to earnings	$	70		$	(3	)	$	74		$	8		$	—		$	149		$	27			176
Interest expense, net of capitalized interest																							(106	)
Loss on early extinguishment of debt																							(49	)
Earnings before income taxes																							21
Income tax provision																							(7	)
Net earnings attributable to Weyerhaeuser common shareholders																						$	14
	Q2.2009
	Timberlands			Wood Products			Cellulose Fibers			Corporate and Other			Eliminations			Total Forest Products			Real Estate			Total
Trade sales and revenues (unaffiliated customers)	$	208		$	594		$	349		$	41		$	—		$	1,192		$	199		$	1,391
Intersegment sales		115			14			—			3			(132	)		—			—			—
Net sales and revenues		323			608			349			44			(132	)		1,192			199			1,391
Costs and expenses:
Costs of products sold		212			630			307			33			(132	)		1,050			164			1,214
Alternative fuel mixture credits		—			—			(107	)		—			—			(107	)		—			(107	)
Depreciation, depletion and amortization		26			51			35			13			—			125			4			129
Selling expenses		2			26			4			1			—			33			20			53
General and administrative expenses		14			39			13			17			—			83			17			100
Research and development expenses		2			6			1			6			—			15			—			15
Charges for restructuring and closures		5			—			—			41			—			46			—			46
Impairment of goodwill and other assets		—			16			—			4			—			20			—			20
Real Estate impairments and other related charges		—			—			—			—			—			—			53			53
Other operating costs (income), net		(4	)		3			(1	)		(75	)		—			(77	)		7			(70	)
Total costs and expenses		257			771			252			40			(132	)		1,188			265			1,453
Operating income (loss)		66			(163	)		97			4			—			4			(66	)		(62	)
Interest income and other		—			1			1			11			—			13			1			14
Equity in income (loss) of equity affiliates		—			—			2			(2	)		—			—			11			11
Investment impairments and other related charges		—			—			—			—			—			—			(6	)		(6	)
Loss attributable to noncontrolling interests		—			—			—			—			—			—			10			10
Net contribution to earnings	$	66		$	(162	)	$	100		$	13		$	—		$	17		$	(50	)		(33	)
Interest expense, net of capitalized interest																							(105	)
Loss before income taxes																							(138	)
Income tax benefit																							32
Net loss attributable to Weyerhaeuser common shareholders																						$	(106	)
	Q1.2010
	Timberlands			Wood Products			Cellulose Fibers			Corporate and Other			Eliminations			Total Forest Products			Real Estate			Total
Trade sales and revenues (unaffiliated customers)	$	202		$	604		$	410		$	52		$	—		$	1,268		$	151		$	1,419
Intersegment sales		171			16			—			4			(191	)		—			—			—
Net sales and revenues		373			620			410			56			(191	)		1,268			151			1,419
Costs and expenses:
Costs of products sold		254			572			331			42			(191	)		1,008			121			1,129
Depreciation, depletion and amortization		23			45			36			12			—			116			3			119
Selling expenses		2			28			3			1			—			34			15			49
General and administrative expenses		18			39			17			8			—			82			16			98
Research and development expenses		4			1			2			1			—			8			—			8
Charges for restructuring and closures		1			—			—			(1	)		—			—			—			—
Impairment of goodwill and other assets		—			1			—			—			—			1			1			2
Other operating costs (income), net		(10	)		(46	)		(2	)		(13	)		—			(71	)		1			(70	)
Total costs and expenses		292			640			387			50			(191	)		1,178			157			1,335
Operating income (loss)		81			(20	)		23			6			—			90			(6	)		84
Interest income and other		—			1			—			8			—			9			3			12
Equity in income (loss) of equity affiliates		—			—			(4	)		(2	)		—			(6	)		36			30
Income attributable to noncontrolling interests		—			—			—			—			—			—			(2	)		(2	)
Net contribution to earnings	$	81		$	(19	)	$	19		$	12		$	—		$	93		$	31			124
Interest expense, net of capitalized interest																							(106	)
Earnings before income taxes																							18
Income tax provision																							(38	)
Net loss attributable to Weyerhaeuser common shareholders																						$	(20	)

PRELIMINARY RESULTS - SUBJECT TO AUDIT

1

	Q2.2010 Year-to-date
	Timberlands			Wood Products			Cellulose Fibers			Corporate and Other			Eliminations			Total Forest Products			Real Estate			Total
Trade sales and revenues (unaffiliated customers)	$	427		$	1,393		$	878		$	118		$	—		$	2,816		$	408		$	3,224
Intersegment sales		294			36			—			9			(339	)		—			—			—
Net sales and revenues		721			1,429			878			127			(339	)		2,816			408			3,224
Costs and expenses:
Costs of products sold		492			1,270			670			90			(339	)		2,183			310			2,493
Depreciation, depletion and amortization		45			90			72			24			—			231			8			239
Selling expenses		4			58			6			2			—			70			34			104
General and administrative expenses		39			81			34			8			—			162			33			195
Research and development expenses		9			3			4			—			—			16			—			16
Charges for restructuring and closures		1			1			—			—			—			2			—			2
Impairment of goodwill and other assets		—			1			—			—			—			1			2			3
Other operating costs (income), net		(19	)		(51	)		(7	)		(2	)		—			(79	)		3			(76	)
Total costs and expenses		571			1,453			779			122			(339	)		2,586			390			2,976
Operating income (loss)		150			(24	)		99			5			—			230			18			248
Interest income and other		1			2			—			18			—			21			3			24
Equity in income (loss) of equity affiliates		—			—			(6	)		(3	)		—			(9	)		39			30
Income attributable to noncontrolling interests		—			—			—			—			—			—			(2	)		(2	)
Net contribution to earnings	$	151		$	(22	)	$	93		$	20		$	—		$	242		$	58			300
Interest expense, net of capitalized interest																							(212	)
Loss on early extinguishment of debt																							(49	)
Earnings before income taxes																							39
Income tax provision																							(45	)
Net loss attributable to Weyerhaeuser common shareholders																						$	(6	)
	Q2.2009 Year-to-date
	Timberlands			Wood Products			Cellulose Fibers			Corporate and Other			Eliminations			Total Forest Products			Real Estate			Total
Trade sales and revenues (unaffiliated customers)	$	365		$	1,136		$	713		$	81		$	—		$	2,295		$	371		$	2,666
Intersegment sales		286			33			—			5			(324	)		—			—			—
Net sales and revenues		651			1,169			713			86			(324	)		2,295			371			2,666
Costs and expenses:
Costs of products sold		478			1,226			589			59			(324	)		2,028			315			2,343
Alternative fuel mixture credits		—			—			(107	)		—			—			(107	)		—			(107	)
Depreciation, depletion and amortization		49			101			70			27			—			247			8			255
Selling expenses		4			62			8			2			—			76			42			118
General and administrative expenses		32			92			29			26			—			179			45			224
Research and development expenses		4			9			3			12			—			28			—			28
Charges for restructuring and closures		5			63			1			59			—			128			—			128
Impairment of goodwill and other assets		—			24			—			14			—			38			—			38
Real Estate impairments and other related charges		—			—			—			—			—			—			95			95
Other operating costs (income), net		(26	)		21			(4	)		(62	)		—			(71	)		7			(64	)
Total costs and expenses		546			1,598			589			137			(324	)		2,546			512			3,058
Operating income (loss)		105			(429	)		124			(51	)		—			(251	)		(141	)		(392	)
Interest income and other		1			1			1			24			—			27			2			29
Equity in income (loss) of equity affiliates		—			—			6			(3	)		—			3			13			16
Investment impairments and other related charges		—			—			—			—			—			—			(32	)		(32	)
Loss attributable to noncontrolling interests		—			—			—			—			—			—			12			12
Net contribution to earnings	$	106		$	(428	)	$	131		$	(30	)	$	—		$	(221	)	$	(146	)		(367	)
Interest expense, net of capitalized interest																							(211	)
Loss before income taxes																							(578	)
Income tax benefit																							208
Net loss attributable to Weyerhaeuser common shareholders																						$	(370	)

PRELIMINARY RESULTS - SUBJECT TO AUDIT

2