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 14, 2011

(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, 3rd 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.

SIGNATURES

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 14, 2011	By:	/s/ Randall D. Levy
		Name:	Randall D. Levy
		Title:	Chief Financial Officer

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EXHIBIT INDEX

Exhibit	Description	Page
99.1	Investor presentation materials.	4

3

EX-99.1

1

Investor Presentation

February 2011

2

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; 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 beyond our control. Except as required by law, we expressly
disclaim any obligation to publicly revise any forward-looking statements contained in this
presentation to reflect the occurrence of events after the date of this presentation.

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

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Create Superior and Sustainable Value

•Maximize ROI

•Profitably grow our business

4

Scorecard

•Maximize ROI ® 8.2% TIN ROI

–Corrugated Packaging ® 16.5% ROI

•Record ROI in 2009 and 2010

•Fifth consecutive year of above cost of capital returns

–Building Products ® (3.8)% ROI

•Positive EBITDA of $22 million, up $5 million from 2009
despite continued historic lows in housing

•Significantly outperformed peers

New Temple-Inland
(January 2, 2008 to February 1, 2011)

5

Source:Bloomberg

Temple-Inland Value Creation

6

Return on Sales (EBIT/Sales)

X•Returning Cash to Shareholders

Sales/Investment (Assets)                        •Reducing Debt

                                                                                                                      & #160;                                                                                                                                                                          0;                                                                                                                                                 •Investing in our Businesses

=Return on Investment (Assets)                •Profitably Growing our Company

OperationsCapital Allocation

Value

Creation

7

7

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

• Profitably grow business

- Organically / Acquisition

Lowering Costs, Improving Efficiencies and Growing Profitably

8

8

Integration Level - Highest in the Industry

Source:Company reports

Temple-Inland is the most integrated producer of corrugated containers

9

Drive For Low Cost

•Lower mill cost

•Lower box plant cost

9

10

Corrugated Packaging Strategic Initiatives

•Drive Low Cost and Increase Asset
Utilization

–Fewer Plants

–Fewer Machines

–Fewer People

•Improve Mix & Margins

C

U

L

T

U

R

E

Lower cost and higher margins

11

Box Plant Transformation I

•EBIT (Lower Costs) $80MM/Year

–Fewer Plants 4

–Fewer Machines 88

–Fewer Positions1,157

•Investment $174MM

•ROI 46%

Complete

Box Plant Transformation I lowered costs by $10 million in 2010

12

Box Plant Transformation II

•EBIT (Lower Costs) $100MM/Year

–Fewer Plants 12

–Fewer Machines 65

–Fewer Positions 900

•Investment $250MM

•ROI 40%

Box Plant Transformation II lowered costs by $10 million in 2010

13

Box Plant Transformation

Box Plant Transformation will reduce cost by $180 million

67

51

348

194

7,911

5,837

2006Pro-Forma 2013

(24%)

(44%)

(26%)

14

Improve Mix and Margins

•Customer segmentation

•Target richer segment of customer
portfolio

Corrugated Packaging
Comparative Peer Group EBIT Margin (ROS)

15

Notes:(1)EBIT excludes special items - For TIN and IP as reported by segment; for PCA, Gross Profit-selling and administrative expenses; for SSCC, for
containerboard, corrugated containers and reclamation operations

(2)Adjustments to EBIT - For SSCC, beginning in 2007, working capital interest was no longer charged to operations.Based on restatement of 2006 and
2005 data, EBIT is adjusted upward by $70 million for the years 2004 and 2003.

(3)Restatements - Most recent reported data used to replace prior data, as reported, when available.

16

Source: For TIN, Corrugated Packaging actual capital spending and depreciation. For PCA, total company capital spending and depreciation for 2003-2009. In 2010, capital spending as reported
with 9 month depreciation annualized. For SSCC, total company capital spending and depreciation as reported. For IP, Industrial Packaging as reported in 2003-2009. In 2010, Industrial
Packaging capital spending and depreciation estimated as a percent of Industrial Packaging to total company capital spending and deprecation in 2009.

Corrugated Packaging
Comparative Peer Group Sales (Revenues) / Assets

17

x

x

x

x

x

x

x

x

x

x

x

x

x

x

Notes:(1)Sales - For TIN and IP as reported by segment; for PCA, consolidated Net Sales; for SSCC, Net Sales for containerboard, corrugated containers
and reclamation operations

(2)Assets (beginning of year) - For TIN and IP as reported by segment adjusted for acquisitions made in Q3 2008; for PCA, consolidated Total Assets; for
SSCC, consolidated Total Assets excluding Consumer Packaging prior to 2007.On January 26, 2009 SSCC filed for Chapter 11 Bankruptcy and
emerged on June 30, 2010. For 2010, the Successor Total Assets (after adjustments for the Plan of Reorganization and Fresh Start) is used.For 2009,
the Successor Total Assets, adjusted for actual cash and cash equivalents is used.

(3)Restatements - Most recent reported data used to replace prior data, as reported, when available.

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Corrugated Packaging
Comparative Peer Group Returns (ROA)

18

Notes:(1)EBIT excludes special items - For TIN and IP as reported by segment; for PCA, Gross Profit-selling and administrative expenses; for SSCC, for
containerboard, corrugated containers and reclamation operations

(2)Adjustments to EBIT - For SSCC, beginning in 2007, working capital interest was no longer charged to operations.Based on restatement of 2006 and
2005 data, EBIT is adjusted upward by $70 million for the years 2004 and 2003.

(3)Assets (beginning of year) - For TIN and IP as reported by segment adjusted for acquisitions made in Q3 2008; for PCA, consolidated Total Assets; for
SSCC, consolidated Total Assets excluding Consumer Packaging prior to 2007.On January 26, 2009 SSCC filed for Chapter 11 Bankruptcy and
emerged on June 30, 2010.For 2010, the Successor Total Assets (after adjustments for the Plan of Reorganization and Fresh Start) is used.For 2009,
the Successor Total Assets, adjusted for actual cash and cash equivalents is used.

(4)Restatements - Most recent reported data used to replace prior data, as reported, when available.

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Constructive Fundamentals

•Low inventories

•High operating rates

•Positive demand

•Improved pricing

19

20

20

Source: Fibre Box Association and AF&PA

Inventories remain at very low levels

Rising Industry Operating Rates
and Low Inventories

Improving Box Demand

21

Source:Fibre Box Association and Institute for Supply Management

22

22

Improved Linerboard Pricing

Linerboard prices rose 21% in 2010

Source:Pulp and Paper Week

23

23

Corrugated Packaging Summary

•Simple, consistent strategy…execution drives
results

•Track record of success… much more to come

•Fundamentally changed industry

24

24

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 preferred markets

–Favorable demographics

•Profitably grow business

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25

Tailored Products

26

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Low Cost Operations

Buna

Pineland

Diboll

Rome

DeQuincy

Lumber

Competitive

Position

1st

Quartile

2nd

Quartile

3rd

Quartile

4th

Quartile

Gypsum

Competitive

Position

Cumberland

Fletcher

W.Memphis

McQueeney

Panels

Competitive

Position

Monroeville

Hope

Diboll

Thomson

PB

MDF

El Dorado

Mt. Jewett

80% of Building Products operations are in lowest cost quartile

1st

Quartile

2nd

Quartile

3rd

Quartile

4th

Quartile

1st

Quartile

2nd

Quartile

3rd

Quartile

4th

Quartile

Source:Beck & RISI studies and internal analysis

27

27

Favorable Locations

Mt. Jewett

Cumberland City

West Memphis

Fletcher

El Dorado

Hope

Rome

Thomson

Pineland

Diboll

Monroeville

DeQuincy

Buna

McQueeney

Canadian Lumber Fundamentals

Source:Wood Markets

28

29

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Building Products EBITDA Trends

Housing Starts

TIN EBITDA

2006

2007

2008

2009

2010

$8

$17

$22

30

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Financial Priorities and Capital Allocation

•Return cash to shareholders

–Maintained dividend through economic
downturn

–Increased dividend 10% in 2010

–Increased dividend 18% in 2011

•Reduce debt

•Invest in our business

•Profitably grow

Appendix

31

Year-End 2010 Debt Structure

Total Debt

$718

Borrowings Under

Committed Credit

Facilities

$178

Term Debt

$540

($ In Millions)

32

Term Debt Maturity Profile

Term debt

($ In Millions)

Total Term Debt = $540MM

33

Year-End, 2010
Committed Credit Facilities

Accounts

ReceivableCommitted

SecuritizationCredit

FacilityAgreementsTotal

Committed$ 250$ 710$960

Less:

Borrowings(153)(25)(178)

Letters of credit-(16)(16)

Unused borrowing capacity$ 97$669$766

Facility MaturitiesOct, 2013June, 2014 ($600MM revolver)

Covenants (as specifically defined):

Debt/total capital40.2%65% Max

Interest coverage *8.7x3.0xMin

* Best 4 out of 5 trailing quarters

4Q/2010 = 8.1x

($ In Millions)

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