Registration Nos. 333-113180, 333-105072, and 333-27469

Filed pursuant to Rule 424(b)(3)

COMMON STOCK

(Par Value $1.00 Per Share)

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STICKER TO REOFFER PROSPECTUS

TEMPLE-INLAND INC. 1997 STOCK OPTION PLAN

TEMPLE-INLAND INC. 2001 STOCK INCENTIVE PLAN

TEMPLE-INLAND INC. 2003 STOCK INCENTIVE PLAN

(COLLECTIVELY, THE "PLANS")

This sticker serves to supplement the Reoffer Prospectus dated March 1, 2004, to provide information with respect to Selling Stockholders.

Ms. Carolyn Sloan owns 3,279 shares of Common Stock, all of which were acquired pursuant to the exercise of options granted pursuant to the Plans. Ms. Sloan is eligible to sell pursuant to this Reoffer Prospectus all of such shares. Ms. Sloan is the Vice President Internal Audit of the Company and is currently the beneficial owner of 21,483 shares of Common Stock, including 18,204 shares issuable upon the exercise of options that are exercisable within 60 days. After completion of the offering, Ms. Sloan will own 18,204 shares of Common Stock, which is less than one percent of the issued and outstanding shares of Common Stock.

This sticker is part of the Reoffer Prospectus and must accompany the Reoffer Prospectus to satisfy prospectus delivery requirements under the Securities Act of 1933, as amended.

The date of this sticker is August 11, 2009.