8-K

UNITED STATES

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

_________________

Date of Report: February 23, 2009

(Date of earliest event reported)

TEMPLE-INLAND INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-08634	75-1903917
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1300 MoPac Expressway South, 3^rd Floor

Austin, Texas 78746

(Address of Principal Executive Offices, including Zip code)

(512) 434-5800

(Registrant's telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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))

Item 7.01. Regulation FD Disclosure.

Attached as Exhibit 99.1 to this Current Report on Form 8-K is an updated version of Temple-Inland’s investor presentation, which may be used in presentations to investors from time to time. The information in this report shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Investor presentation materials.

SIGNATURE

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

	TEMPLE-INLAND INC.
Date: February 23, 2009	By:	/s/ Randall D. Levy
		Name: Randall D. Levy
		Title:   Chief Financial Officer

2

EXHIBIT INDEX

Exhibit	Description	Page
99.1	Investor presentation materials	4

3

EX-99

Our job is to be the best

Investor Presentation

1

This presentation contains “forward-looking statements” within the meaning of
the federal securities laws. These statements reflect management’s current views
with respect to future events and are subject to risk and uncertainties. We note
that a variety of factors and uncertainties could cause our actual results to differ
significantly from the results discussed in the forward-looking statements.
Factors and uncertainties that might cause such differences include, but are not
limited to: general economic, market, or business conditions; the opportunities
(or lack thereof) that may be presented to us and that we may pursue;
fluctuations in costs and expenses including the costs of raw materials,
purchased energy, and freight; changes in interest rates; current conditions in
financial markets could adversely affect our ability to finance our operations;
demand for new housing; accuracy of accounting assumptions related to
impaired assets, pension and postretirement costs, contingency reserves, and
income taxes; competitive actions by other companies; changes in laws or
regulations; our ability to execute certain strategic and business improvement
initiatives; the accuracy of certain judgments and estimates concerning the
integration of acquired operations; and other factors, many of which are beyon
d our control.

This presentation includes non-GAAP financial measures.  The required
reconciliations to GAAP financial measures are included on our website,
www.templeinland.com.

Forward Looking Statements

2

Create Superior and Sustainable Value

Maximize ROI

Profitably grow our business

3

2008 Scorecard

Maximize ROI   4.5% ROI

Corrugated Packaging   11.3% ROI

Above cost of capital returns for third consecutive
year

Highest relative improvement last 6 years

Second highest in peer group

Building Products   (7.1)% ROI

Significantly outperformed peer group

Cash positive last 3 quarters of 2008

4

2008 Actions to Maximize ROI

Improved asset utilization

Box plant transformation

Matched production to demand

Lowered inventories

Exited hardboard siding business

Lowered costs

S, G & A / total cost lowest in industry

Reduced unallocated by $24 million, or 24%

Reduced overall headcount by 11%

Lowered capital expenditures

Reduced capex by $60 million

5

2008 Actions to Profitably Grow Our
Business

PBL acquisition

GreenGlass^TM

6

Temple-Inland

Corrugated Packaging

Building Products

Business Description

Financial Highlights

$364

6.3%

$2,570

$161

$3,850

2007

$111

$331

$133

$134

EBIT

$317

$542

$339

$340

EBITDA

$3,884

$4,096

$3,723

$3,587

Revenue

4.5%

$2,484

2008

5.5%

$2,431

2005

12.6%

5.7%

ROI

$2,620

$2,370

Investment

2006

2004

($ in Millions)

80%
Corrugated
Packaging

20%

Building

Products

Notes:  Excludes 2004-2007 timber and timberland segment results.

7

Corrugated Packaging Segment Highlights

7 mills

- 3.9 million tons

63 converting facilities

- 3.7 million tons

# 3 industry producer

Best-positioned paper grade

Business Highlights

Financial Highlights

$429

14.3%

$2,004

$287

$3,044

2007

$371

$408

$280

$255

$185

EBITDA

11.3%

12.5%

5.6%

4.7%

0.8%

ROI

$1,990

$2,039

$2,125

$2,042

$2,237

Investment

$225

$255

$120

$96

$18

EBIT

$3,190

$2,977

$2,825

$2,736

$2,700

Revenue

2008

2006

2005

2004

2003

($ in Millions)

8

Corrugated Packaging Strategic Initiatives

Maintain high integration level

- Box plant consumption =mill capacity

Drive forlow cost

- Asset utilization and manufacturing excellence

Improve mix and margins

- Sales excellence

Grow business

- Organically / Acquisition

Lowering Costs, Improving Efficiencies and Growing Profitable Market Share

9

Integration Level – Highest in the Industry

Temple-Inland is the most integrated producer of corrugated containers

10

Lower Converting Costs and Higher
Productivity

Produced 203,000 tons more boxes despite closure of 12
converting facilities since 2003

Lowering Converting Costs

Improving Box Plant Productivity

Cost per ton

Boxes per hour

11

24/7 Plants

Tracy, CA

Biglerville, PA

Lexington, SC

Crawfordsville, IN

12

Structural Cost Change Underway

(34%)

$ Cost/Ton

(24%)

703

920

People

(48%)

22

42

Machines

%   

Future

Old

Fewer machines, fewer people, and lower costs

13

Asset Utilization
Lexington Plant – Old Layout

98” CORRUGATOR

12 Machines

14

Asset UtilizationLexington Plant – New Layout

98” CORRUGATOR

T-CART

T-CART

66”

D/C

66”

D/C

4 Machines

15

Improve Mix and Margins

Centralized pricing decision making

Structured and disciplined approach to
market

Target customers where we can create
value

16

Shipments by End-Use Industry

Food & Beverage

63%

Misc. Mfg.

3%

Other

14%

Chemicals

4%

Rubber & Plastics

5%

Paper & Allied

11%

Food & Beverage

49%

Paper & Allied

22%

Rubber & Plastics

6%

Chemicals

5%

Misc.

Nondurables

4%

Misc. Durable Goods

14%

Temple-Inland

Industry*

*Source: Fibre Box Association

17

Box Shipment Growth Exceeding Industry

Cumulative Shipment Growth
from 2003 - 2008

TIN Converting Facilities

TIN box shipment growth exceeds industry despite
closure of 12 converting facilities since 2003

18

Premier Boxboard Acquisition Update

Acquired in July 2008 for $87M

4.7x avg. EBITDA inclusive of synergies

Synergy realization ahead of schedule

Ramp-up production of value added white-top
linerboard

19

Corrugated Packaging – 2nd Highest ROA in
Industry

TIN has highest ROA improvement relative to Peer Group

Notes: (1) As reported by segment for TIN, IP and Weyerhaeuser. For TIN and IP, the asset base was adjusted to include acquisitions made in Q3 2008. (2) For PCA, EBIT =  Gross profit-selling and
administrative expenses. (3) For SSCC, EBIT as reported by segment; total assets reported for the company in 2007 and 2008.  For prior years, total assets = segment assets + other assets
of $3.3 billion.

Change in ROA

Company2003 - 2008

TIN8.9%pts

PKG7.0%

SSCC2.3%

WY(0.1%)

5.1%

4.8%

20

2008 Comparative Quarterly ROA Trends

Notes: (1) As reported by segment for TIN, IP and Weyerhaeuser. For TIN and IP, the asset base was adjusted to include acquisitions made in Q3 2008. (2) For PCA EBIT =  Gross profit-selling and
administrative expenses. (3) For SSCC, EBIT as reported by segment and total assets reported for the company.

21

North American Corrugated Packaging
Industry Fundamentals

Consolidating  industry

Significant capacity rationalization and
downtime

Improved pricing

22

North American Containerboard Market Share
1998 versus Today

Top 5 Producers= 42%

1998

2009

Top 5 Producers= 74%

23

Corrugated Packaging
Industry Containerboard Capacity Changes and Operating Rate

Net capacity reductions of 5% from 1999 - 2006

(Million Short Tons)

Source: RISI

24

Linerboard Pricing Trends

Improved industry fundamentals has led to

higher average prices and reduced volatility

Source: RISI

Linerboard ($/ton)

Improved Linerboard Pricing

25

Corrugated Packaging Summary

Track record of success

Simple, effective strategy…execution =
results

Industry discipline

26

Building Products

Portfolio of Products

Lumber

Gypsum

Particleboard

MDF

Lowest quartile cost converting
operations

Located near large, high-growth
markets

Financial Highlights

Business Highlights

$53

1.4%

$562

$8

$806

2007

($40)

$221

$125

$129

EBIT

$8

$265

$160

$167

EBITDA

(7.1%)

$560

$694

2008

34.6%

$361

$898

2005

37.7%

32.6%

ROI

$586

$396

Investment

$1,119

$851

Revenue

2006

2004

($ in Millions)

27

Building Products Strategic Initiatives

Deliver tailored portfolio of building products

Products for new home, repair and remodeling
and commercial markets

Drive low cost

Manufacturing excellence

Serve growing markets

Favorable demographics

Provide sales excellence

Unequaled customer service

28

Tailored Products

29

Lumber

Buna

Pineland

Diboll

Rome

DeQuincy

Lumber

Competitive

Position

Sawmill Locations

Temple-Inland Sawmills

1st

Quartile

2nd

Quartile

3rd

Quartile

4th

Quartile

Source: Beck &
RISI Studies

Temple-Inland Sawmills

Sawmill Locations

Low cost, state of art manufacturing system

Logistically advantaged to large growing markets

Stable fiber supply at market prices

30

Gypsum

Synthetic Gypsum Furnish

Gypsum

Competitive

Position

Cumberland

Fletcher

W.  Memphis

McQueeney

1st

Quartile

2nd

Quartile

3rd

Quartile

4th

Quartile

Source:
Internal
Analysis

Low-cost manufacturing system

Synthetic gypsum furnish 65% vs. 30% for industry

31

Industrial Panels - Particleboard & MDF

Panels

Competitive

Position

Monroeville

Hope

Diboll

Thomson

1st

Quartile

2nd

Quartile

3rd

Quartile

4th

Quartile

Source:
Beck Study

PB

MDF

El Dorado

Mt. Jewett

Lowest cost system

High-value engineered family of

products

Targeted markets

Kitchen cabinets

Laminators

MDF laminate flooring

32

Building Products EBITDA Trends

Housing Starts

TIN EBITDA

1,460

2006

2007

2008

2,127

33

Fundamental Drivers of Housing Demand

Over the longer term, the outlook for housing markets is favorable.  The RISI
forecast calls for an average production level of 2 million units in 2011 – 2023.

2000 – 2030

Population Growth+ 80 million

New Jobs+ 45 million

New Households+ 20 million

Texas

California

Arizona

Georgia

  North
Carolina

Florida

Temple-Inland Facility

U.S. Census Bureau and Joint Center for Housing Studies at Harvard

34

Building Products - Summary

Low cost

Location near large and growing markets

Positive long-term demand driven by
demographics

Historically strong ROI and significant cash
flow

35

Comparative S, G & A Expenses

9.5%

1

10.1%

1

10.3%

1

Wtd. Avg. SG&A /Total
Cost of Peers**

TIN Rank

9 mos./2008

198

2,858

6.9%

2007

309

3,699

8.4%

2006

321

3,797

8.4%

Temple-Inland

S, G & A

Total Cost *

S, G & A/Total Cost

($ In Millions)

* Total cost = S, G & A + Cost of sales

**Peers include: International Paper, MeadWestvaco, Packaging Corp., Rock Tenn and Smurfit-Stone

36

Year– End, 2008 Debt Structure

Total Debt

$1,192

Borrowings Under

Committed Credit

Facilities

$351

Term Debt

$841

($ In millions)

37

Term Debt Maturity Profile as of Year–End, 2008
($ in millions)

Existing term debt

1

38

Year-End, 2008 Committed Credit Facilities

Accounts

ReceivableCommitted

SecuritizationCredit

FacilityAgreementsTotal

($ In Millions)

* Best 4 out of last 5 quarters.  4Q/2008 = 4.6x

Committed

$ 250

$ 835

$1,085

Less:

Borrowings

(190

)

(161

)

(351

)

Letters of credit

-

(19

)

(19

)

Unused borrowing capacity

$

60

$ 655

$

715

Facility maturities:

2010

2010  (25 mil)

2011

(810 mil)

Covenants (as specifically defined):

Y-E, 2008

Debt/total capital

59.2

%

70

% Max

Interest coverage*

4.5

x

3.0

x  Min

39

$1,250

$1,208

$906

$1,239

$1,236

$(302)MM

$(28)MM

Typical Plan Assets

TIN Assets

Estimated PPA

Accumulated Benefit (ABO)

Pension expense $41MM in 2009 vs. $37MM in 2008

Estimated PPA Funded Status
No Required Cash Contribution in 2009

($ In Millions)

40

2009 Financial Priorities

Return cash to shareholders

Dividend

Reduce debt

Invest in our business

2009 cap ex 59% of depreciation

Grow

41

Create Superior and Sustainable Value

Maximize ROI

Profitably grow our business

42

Our job is to be the best

February 2009

43