-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, nYTdFFbKF5+y5zubavbpBsVDS8hayYDPdq7VVbIRk5k3wPY9dXjOOoBM5jev8adV Fv886paQYCKZLVU+ABOMSA== 0000731939-94-000012.txt : 19940706 0000731939-94-000012.hdr.sgml : 19940706 ACCESSION NUMBER: 0000731939-94-000012 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEMPLE INLAND INC CENTRAL INDEX KEY: 0000731939 STANDARD INDUSTRIAL CLASSIFICATION: 2631 IRS NUMBER: 751903917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-87570 FILM NUMBER: 94536767 BUSINESS ADDRESS: STREET 1: 303 S TEMPLE DR STREET 2: PO DRAWER N CITY: DIBOLL STATE: TX ZIP: 75941 BUSINESS PHONE: 4098292211 MAIL ADDRESS: STREET 1: 303 SOUTH TEMPLE DIRVE CITY: DIBOLL STATE: TX ZIP: 75941 11-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________ FORM 11-K _____________ ANNUAL REPORT Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (x) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]. For the fiscal year ended December 31, 1993 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]. For the transition period from ________ to _________. Commission File Number: 33-27286 A. Full title of the plan and address of the plan, if different from that of the issuer named below: Temple-Inland Employee Thrift Plan (Formerly the Temple-Inland FPC Employee Thrift Plan) B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Temple-Inland Inc. 303 South Temple Drive P. O. Drawer N Diboll, Texas 75941 2 Page No. (a) Financial Statements: Report of Independent Auditors F-1 Statements of Net Assets Available for Benefits, with Fund Information-- December 31, 1993 and 1992 F-2, F-3 Statements of Changes in Net Assets Available for Benefits, with Fund Information-- Years Ended December 31, 1993, 1992 and 1991 F-4 - F-6 Notes to Financial Statements F-7 - F-13 (b) Exhibits: 1. Consent of Ernst & Young 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. TEMPLE-INLAND EMPLOYEE THRIFT PLAN By: /s/ Jerry L. Fischer Jerry L. Fischer Plan Administrator DATE: June 29, 1994 4 Report of Independent Auditors Temple-Inland Employee Thrift Plan We have audited the accompanying statements of net assets available for plan benefits with fund information of Temple- Inland Employee Thrift Plan as of December 31, 1993 and 1992, and the related statements of changes in net assets available for plan benefits with fund information for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan at December 31, 1993 and 1992, and the changes in net assets available for plan benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The fund information in the statement of net assets available for benefits and the statement of changes in net assets available for benefits is presented for the purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for benefits of each fund. The fund information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ Ernst & Young May 27, 1994 Houston, Texas 5 STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION TEMPLE-INLAND EMPLOYEE THRIFT PLAN
Year Ended December 31, 1993 Fixed Company Income Stock Equity Time-Warner Index U.S. Treas. Loan Total Fund Fund Fund Fund Fund Fund Fund ASSETS Equity in Temple-Inland Inc. common stock fund $38,538,708 $38,538,708 (units: 3,447,112; cost: $24,420,818) Equity in Time-Warner Inc. common stock fund 4,930,063 $4,930,063 (units: 403,773 cost: $1,003,997) Equity in Vanguard Windsor 6,436,795 $6,436,795 Fund (units: 462,746 cost: $6,528,832) Equity in Vanguard Intermediate Term U.S. Treasury Portfolio 31,650 $31,650 (units: 2,955; cost: $33,022) Equity in Vanguard Index 500 Portfolio 133,855 $133,855 (units: 3,054; cost: $131,872) Participant Loans Outstanding 1,154,743 $1,154,743 Equity in Fixed Income Fund 16,698,593 $16,698,593 Contributions receivable 69,194 15,801 42,629 9,201 1,123 440 - 67,993,601 16,714,394 38,581,337 6,445,996 4,930,063 134,978 32,090 1,154,743 LIABILITIES Amounts payable 4,810 4,810 - - - - - - NET ASSETS AVAILABLE FOR BENEFITS $67,988,791 $16,709,584 $38,581,337 $6,445,996 $4,930,063 $134,978 $32,090 $1,154,743
See Notes to Financial Statements F-2 6 STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION TEMPLE-INLAND EMPLOYEE THRIFT PLAN
Year Ended December 31, 1992 Fixed Company Equity Time-Warner Total Income Fund Stock Fund Fund Stock Fund ASSETS Temple-Inland Inc. common stock $36,964,795 $36,964,795 (shares: 717,763; cost: $18,432,780) Time-Warner Inc. common stock 3,508,165 $3,508,165 (shares: 119,938; cost: $947,941) Group annuity contracts 10,810,344 $10,810,344 Equity in Vanguard Windsor Fund 4,236,024 $4,236,024 (shares: 332,498; cost: $4,349,408) Short-term investments 4,999,742 4,899,493 $ 98,982 31 1,236 Interest and dividends receivable 481,124 107,809 183,775 189,529 11 Contributions receivable 193,621 50,746 126,342 16,533 - Amounts due from other funds 51,742 - 33,780 17,962 - Amounts due from sale of Time-Warner Inc. stock 3,531 - - - 3,531 61,249,088 15,868,392 37,407,674 4,460,079 3,512,943 LIABILITIES Amounts payable to Trustee 67 22 45 - - Amounts payable to other funds 51,742 51,742 - - - Withdrawals and distributions payable to participants 381,119 87,024 252,542 16,026 25,527 432,928 138,788 252,587 16,026 25,527 NET ASSETS AVAILABLE FOR BENEFITS $60,816,160 $15,729,604 $37,155,087 $4,444,053 $3,487,416
See Notes to Financial Statements. F-3 7 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION TEMPLE-INLAND EMPLOYEE THRIFT PLAN
Year Ended December 31, 1993 Fixed Company Income Stock Equity Time-Warner Index U.S. Treas. Loan Total Fund Fund Fund Stock Fund Fund Fund Fund INVESTMENT INCOME Cash dividends $ 1,119,911 $ - $ 560,981 $ 521,615 $ 35,658 $ 1,657 $ - $ - Interest 1,072,946 1,043,683 6,019 629 411 - 1,498 20,706 Equity in earnings of Temple- Inland Forest Products Corporation Master Trust-- Note F 94,024 94,024 Gain (loss) on sale of assets-- Note E 45,624 ( 2,192) 13,447 34,308 111 ( 50) Increase (decrease) in unrealized appreciation in aggregate market value of investments-- Note E 1,519,451 ( 547,868) 369,974 1,696,732 1,984 (1,371) CONTRIBUTIONS--Note D Employee 4,500,335 1,657,468 1,999,885 781,395 40,846 20,741 Employer 2,664,668 2,664,668 Forfeitures ( 14,524) ( 14,524) Transfers (to) from other funds - ( 956,075) ( 873,840) 620,539 ( 28,354) 90,380 11,272 1,136,078 Distribution to participants (3,829,617)( 867,303) (2,359,747) ( 316,153) ( 284,373) - - ( 2,041) Miscellaneous ( 187) 8,183 ( 7,132) 10,497 ( 11,735) - - - INCREASE IN ASSETS 7,172,631 979,980 1,426,250 2,001,943 1,442,647 134,978 32,090 1,154,743 Net assets available for benefits at beginning of year 60,816,160 15,729,604 37,155,087 4,444,053 3,487,416 - - - NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $67,988,791 $16,709,584 $38,581,337 $6,445,996 $4,930,063 $134,978 $32,090 $1,154,743
See Notes to Financial Statements F-4 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION TEMPLE-INLAND EMPLOYEE THRIFT PLAN Year Ended December 31, 1992 Fixed Company Equity Time-Warner Total Income Fund Stock Fund Fund Stock Fund INVESTMENT INCOME Cash dividends $ 1,174,010 $ - $ 857,472 $ 283,901 $ 32,637 Interest 996,105 986,095 8,630 995 385 Equity in earnings of Temple-Inland Forest Products Corporation Master Trust--Note F 156,788 156,788 Gain (loss) on sale of assets--Note E 166,246 - 115,555 ( 3,287) 53,978 Increase (decrease) in unrealized appreciation in aggregate market value of investments--Note E ( 539) (1,061,426) 320,080 740,807 CONTRIBUTIONS--Note D Employee 3,913,979 1,658,644 1,736,720 518,615 - Employer 2,425,309 - 2,425,309 - - Forfeitures ( 48,609) ( 48,609) Transfers (to) from other funds - ( 391,002) 374,912 36,097 ( 20,007) Distributions to participants (4,372,528) (1,213,868) (2,854,204) ( 174,586) ( 129,870) Miscellaneous ( 904) ( 381) ( 432) ( 64) ( 27) INCREASE IN ASSETS 4,409,857 1,196,276 1,553,927 981,751 677,903 Net assets available for benefits at beginning of year 56,406,303 14,533,328 35,601,160 3,462,302 2,809,513 NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $60,816,160 $15,729,604 $37,155,087 $4,444,053 $3,487,416 See Notes to Financial Statements. F-5 9 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION TEMPLE-INLAND FPC EMPLOYEE THRIFT PLAN
Year Ended December 31, 1991 Fixed Company Equity Time-Warner Total Income Fund Stock Fund Fund Stock Fund INVESTMENT INCOME Cash dividends $ 1,031,155 $ - $ 626,464 $ 370,143 $ 34,548 Interest 1,140,736 1,127,718 10,875 1,373 770 Gain (loss) on sale of assets--Note E 342,564 - 102,104 ( 829) 241,289 Increase (decrease) in unrealized appreciation in aggregate market value of investments--Note E 12,912,647 - 12,679,994 364,653 (132,000) CONTRIBUTIONS--Note D Employee 3,465,486 1,588,948 1,463,747 412,791 - Employer 2,187,191 - 2,187,191 - - Forfeitures ( 68,231) ( 68,231) Distributions to participants (3,795,598) ( 967,011) (2,599,840) ( 146,427) ( 82,320) Transfers (to) from other funds - 623,561 ( 406,455) ( 46,071) ( 171,035) Miscellaneous ( 573) ( 98) ( 439) ( 50) 14 INCREASE IN ASSETS 17,215,377 2,373,118 13,995,410 955,583 ( 108,734) Net assets available for benefits at beginning of year 39,190,926 12,160,210 21,605,750 2,506,719 2,918,247 NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $56,406,303 $14,533,328 $35,601,160 $3,462,302 $2,809,513
See Notes to Financial Statements F-6 10 NOTES TO FINANCIAL STATEMENTS TEMPLE-INLAND EMPLOYEE THRIFT PLAN December 31, 1993 NOTE A--SIGNIFICANT ACCOUNTING POLICIES Equity in Temple-Inland Forest Products Corporation Master Trust: The Temple-Inland Forest Products Corporation Master Trust (the "TIFPC Trust") comprised the assets of 11 savings plans, each of which had an interest in the assets of the Trust as determined in accordance with the Temple-Inland Forest Products Corporation Trust Agreement. The TIFPC Trust contained a portion of fixed income assets only. The plans individually represented employees of a specific geographical or operation location of the Company. Contributions were made by each of the plans to one Trustee and the assets of the plans were held in common. The Plan's equity in the Trust was based on a percentage allocation of the aggregate market value of the Trust's assets. The Plan's equity in the earnings of the Trust was based on a percentage allocation of the Trust's investment income and increases or decreases in realized and unrealized appreciation (depreciation) (see Note F). In 1993, the TIFPC Trust was terminated and a majority of the assets of the TIFPC Trust were transferred to the Temple-Inland Employee Master Trust. Equity in the Temple-Inland Employee Master Trust: In 1993, the Temple-Inland Employee Master Trust (the "T-I Trust") was formed. The assets of the T-I Trust are composed of the assets of 5 savings plans, each of which has an interest in the assets of the T-I Trust as determined in accordance with the Temple-Inland Employee Master Trust Agreement. The plans individually represent employees of a specific geographical or operation location of the Company. Contributions are made by each of the plans to one Trustee. The assets of the T-I Trust are held in common. The Plan's equity in the Time-Warner Stock fund, the Temple-Inland stock fund and the fixed income fund is based on a percentage allocation of the Trust's investment income and increases or decreases in realized and unrealized appreciation (depreciation) (see Note G). Investments: Equity in the TIFPC Trust, the Temple-Inland Stock Fund, the Time-Warner Stock Fund and the Vanguard mutual funds are carried at market value with the difference between cost and current market value reflected in the statement of changes in net assets as increases or decreases in unrealized appreciation or depreciation in market value of investments. The market value of equity in the TIFPC Trust represents contributions, less distributions (if any), plus proportionate equity in the interest income and realized and unrealized gains and losses on the underlying investments in the TIFPC Trust (see Note F). The market values of equity in the Temple-Inland Stock Fund and in the Time-Warner Stock Fund are based on the applicable common stock's last sales price of the year as reported by the New York Stock Exchange. The market values of investments in the Vanguard mutual funds are based on the net asset value per unit as reported by the National Association of Security Dealers for the last business day of the year. Short-term investments and investment in the Temple-Inland Fixed Income Fund are carried at cost, which approximates current value. The T-I Trust is expected to continue the investment in group annuity contracts for the fixed income fund. The value of these contracts is not expected to materially change and the Plan does not expect to terminate these contracts. F-7 11 NOTES TO FINANCIAL STATEMENTS TEMPLE-INLAND EMPLOYEE THRIFT PLAN December 31, 1993 NOTE A--SIGNIFICANT ACCOUNTING POLICIES--Continued Investment Income: Dividends are recorded as income on the dividend record date. Realized gains or losses on investment securities sold are determined on the basis of average cost. NOTE B--DESCRIPTION OF THE PLAN The Board of Directors of Temple-Inland Forest Products Corporation (the "Company"), a wholly-owned subsidiary of Temple- Inland Inc., approved the formation of the Temple-Inland Employee Thrift Plan (the "Plan") effective July 1, 1993. The Plan is a continuation of the Temple-Inland FPC Employee Thrift Plan. The summary plan description that is available from the Plan administrator contains information on Plan eligibility and other detailed information about the Plan. Participants can elect to make before-tax contributions (referred to as "regular payroll contributions") through periodic payroll deductions at the rate of 1 percent to 16 percent of the participant's compensation. Before-tax contributions for 1993 are limited to $8,994 per year per participant. This dollar limit is adjusted annually for inflation. Substantially all Plan administrative expenses not borne directly by the Employer are subsequently reimbursed to the Plan. The number of participants in each fund at December 31, 1993 was as follows: fixed income fund--1,671; Company stock fund--2,509; equity fund--779; Time-Warner fund--184; index fund--100; U.S. Treasury fund--64; loan fund--319. Participants may designate that their contributions be made in multiples of 10 percent to any of five funds: a fixed income fund, a Company stock fund (comprised of Temple-Inland Inc. common stock), an equity fund, a U.S. Treasury fund, or an Index Fund. Contributions by the employers are invested only in the Company stock fund and are not subject to an election by the participant. The Time-Warner Inc. common stock fund is restricted from further contributions and transfers into the fund. The Company has the right to terminate the Plan. In the event the Plan is terminated, each participant's account shall become nonforfeitable with respect to participant's contributions as adjusted for earnings or losses. Any Company matching contributions as adjusted for earnings or losses will be returned to the Company. NOTE C--INCOME TAX STATUS The Temple-Inland FPC Employee Thrift Plan has a determination letter dated May 6, 1991. The Plan was amended effective July 1, 1993. The primary amendment was an increase in the number of investment options offered. Reference is made to the summary plan description for detailed explanations. The Company's intention is for the Plan to qualify under Sections 401(a) and 401(k) of the Internal Revenue Code and thus would not be subject to tax under present income tax laws. Participants are not subject to federal income tax until amounts other than loans are distributed to them. F-8 12 NOTES TO FINANCIAL STATEMENTS TEMPLE-INLAND EMPLOYEE THRIFT PLAN December 31, 1993 NOTE C--INCOME TAX STATUS--Continued The Company intends to file appropriate documents with the Internal Revenue Service to obtain assurance that the Plan qualifies under Section 401(a) of the Internal Revenue Code. NOTE D--CONTRIBUTIONS
Contributions, net of forfeitures to the Plan are shown below: Total Employee Employer Year Ended December 31, 1993 Temple-Inland Forest Products Corporation $5,832,723 $3,649,187 $2,183,536 Temple-Inland Mortgage Corporation 621,330 421,312 200,018 Temple Associates, Inc. 535,688 334,251 201,437 Big Tin Barn, Inc. 160,738 95,585 65,153 $7,150,479 $4,500,335 $2,650,144 Year Ended December 31, 1992 Temple-Inland Forest Products Corporation $5,208,869 $3,208,080 $2,000,789 Temple-Inland Mortgage Corporation 540,708 362,985 177,723 Temple Associates, Inc. 541,102 342,914 198,188 $6,290,679 $3,913,979 $2,376,700 Year Ended December 31, 1991 Temple-Inland Forest Products Corporation $4,725,952 $2,905,695 $1,820,257 Lumbermen's Investment Corporation of Texas 419,232 277,365 141,867 Temple Associates, Inc. 439,262 282,426 156,836 $5,584,446 $3,465,486 $2,118,960
NOTE E--INVESTMENTS
The gain or loss on sale of assets is summarized as follows: Aggregate Aggregate Net Gain Proceeds Cost (Loss) Year Ended December 31, 1993 Company Stock Fund $2,804,421 $2,806,613 $( 2,192) Equity Fund 388,393 374,946 13,447 Time-Warner Stock Fund 268,874 234,566 34,308 Index Fund 18,234 18,284 ( 50) U.S. Treasury Fund 3,296 3,185 111 $3,483,218 $3,437,594 $ 45,624
F-9 13 NOTES TO FINANCIAL STATEMENTS TEMPLE-INLAND EMPLOYEE THRIFT PLAN December 31, 1993 NOTE E--INVESTMENTS--Continued Aggregate Aggregate Net Gain Proceeds Cost (Loss) Year Ended December 31, 1992 Company Stock Fund $ 250,016 $ 134,461 $115,555 Equity Fund 99,500 102,787 ( 3,287) Time-Warner Stock Fund 76,495 22,517 53,978 $ 426,011 $ 259,765 $166,246 Year Ended December 31, 1991 Company Stock Fund $ 199,980 $ 97,876 $102,104 Equity Fund 11,000 11,829 ( 829) Time-Warner Stock Fund 303,634 62,345 241,289 $ 514,614 $ 172,050 $342,564
F-10 14 NOTES TO FINANCIAL STATEMENTS TEMPLE-INLAND EMPLOYEE THRIFT PLAN December 31, 1993 NOTE E--INVESTMENTS--Continued The unrealized appreciation or depreciation in the aggregate market value of investments, including equity in the earnings of the Trust, is summarized as follows:
Company Time-Warner Stock Equity Stock U.S. Treas. Index Total Fund Fund Fund Bond Fund Fund Unrealized appreciation (depreciation) at December 31, 1989 $12,482,528 $ 9,158,731 $(123,637) $3,447,434 $ - $ - Increase (decrease) (4,415,780) (2,245,284) (674,479) (1,496,017) - - Unrealized appreciation (depreciation) at December 31, 1990 8,066,748 6,913,447 (798,116) 1,951,417 - - Increase (decrease) 12,912,647 12,679,994 364,653 ( 132,000) - - Unrealized appreciation (depreciation) at December 31, 1991 20,979,395 19,593,441 (433,463) 1,819,417 - - Increase (decrease) ( 539) (1,061,426) 320,080 740,807 - - Unrealized appreciation (depreciation) at December 31, 1992 20,978,856 18,532,015 (113,383) 2,560,224 - - Increase (decrease) 1,519,451 ( 547,868) 369,974 1,696,732 (1,371) 1,984 Unrealized appreciation (depreciation) at December 31, 1993 $22,498,307 $17,984,147 $ 256,591 $4,256,956 $(1,371) $1,984
F-11 15 NOTES TO FINANCIAL STATEMENTS TEMPLE-INLAND EMPLOYEE THRIFT PLAN December 31, 1993 NOTE F--EQUITY IN TEMPLE-INLAND FOREST PRODUCTS CORPORATION MASTER TRUST The Plan's equity in the TIFPC Trust is based on a percentage allocation of the aggregate market value of the Trust's assets. Net assets of the TIFPC Trust (reported at market value) are comprised of the following: December 31, December 31, 1993 1992 Adjustable rate mortgage-backed securities $ - $ 17,453,212 Interest Receivable - 46,830 $ - $ 17,500,042 Results of the TIFPC Trust's operations for the Plan years ended December 31, 1993 and December 31, 1992 were as follows: December 31, December 31, 1993 1992 Investment income $ 266,478 $ 638,526 Net realized and unrealized appreciation (depreciation) on investments 48,460 ( 129,355) Net earnings from Trust operations $ 314,938 $ 509,171 The Plan's proportionate interest in the TIFPC Trust's assets was 27.97 percent in 1992. NOTE G--EQUITY IN THE TEMPLE-INLAND EMPLOYEE MASTER TRUST Net assets of the T-I Trust (reported at market value) are comprised of the following as of December 31, 1993: Receivables $ 1,117,613 Registered Investment Companies 35,254,650 Common/Collective Trusts 5,001,318 Unallocated Insurance Contracts 55,013,841 Stock Funds and Other Blended Funds 117,355,101 Loans Other Than Mortgages 4,019,718 $217,762,241 F-12 16 NOTES TO FINANCIAL STATEMENTS TEMPLE-INLAND EMPLOYEE THRIFT PLAN December 31, 1993 NOTE G--EQUITY IN THE TEMPLE-INLAND EMPLOYEE MASTER TRUST-- Continued Results of the T-I Trust's operations for the Plan year ended December 31, 1993 were as follows: Income $ 5,787,592 Gain on Asset Sale 169,122 Increase in unrealized appreciation 12,396,280 Contributions 18,361,232 Distributions to participants (7,426,163) 29,288,063 Asset transfers in 188,474,178 $ 217,762,241 The Plan's proportionate interest in the T-I Trust's operations assets and the earnings for 1993 were 31.19% and 29.93%, respectively. NOTE H--SUBSEQUENT EVENTS Buna Lumber Operations nonsalaried employees became eligible to participate in the Savings Plan for Union Employees on January 1, 1994 as part of a collective bargaining agreement between the Company and the Buna Lumber Operations' employees represented by United Paperworkers International Union, Local 801. Prior to the effective date, covered employees were eligible to participate in the Temple-Inland Employee Thrift Plan (the "Thrift Plan"). In the first quarter of 1994, existing participant accounts of the Buna Lumber Operations nonsalaried employees were transferred from the Thrift Plan to the Savings Plan for Union Employees. F-13 17 Consent of Independent Auditors We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-27286) pertaining to the Temple-Inland Employee Thrift Plan of our report dated May 27, 1994, with respect to the financial statements of the Temple-Inland Employee Thrift Plan included in this Annual Report (Form 11-K) for the year ended December 31, 1993. /s/ERNST & YOUNG June 27, 1994 Houston, Texas -----END PRIVACY-ENHANCED MESSAGE-----