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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 4

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(h) of the Investment Company Act of 1940

o Check this box if no longer
subject to Section 16.
Form 4 or Form 5
obligations may continue.
See Instruction 1(b)

1.	Name and Address of Reporting Person* (Last, First, Middle)	2.	Issuer Name and Ticker or Trading Symbol				3.	I.R.S. Identification Number of Reporting Person, if an entity (Voluntary)
	Frank, Anthony M.		Temple-Inland Inc. ("TIN")
	One Maritime Plaza, Suite 825	4.	Statement for (Month/Day/Year)				5.	If Amendment, Date of Original (Month/Day/Year)
			02/07/2003
	(Street)	6.	Relationship of Reporting Person(s) to Issuer (Check All Applicable)				7.	Individual or Joint/Group Filing (Check Applicable Line)
	San Francisco, CA 94111 (City)                (State)           (Zip)		x	Director	o	10% Owner		x	Form filed by One Reporting Person
			o	Officer (give title below)				o	Form filed by More than One Reporting Person
			o	Other (specify below)

Reminder:	Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see instruction 4(b)(v).

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.	Title of Security (Instr. 3)	2.	Transaction Date (Month/Day/Year)	2a.	Deemed Execution Date, if any. (Month/Day/Year)	3.	Transaction Code (Instr. 8)		4.	Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)					5.	Amount of Securities Beneficially Owned Following Reported Transactions(s) (Instr. 3 and 4)		6.	Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7.	Nature of Indirect Beneficial Ownership (Instr. 4)
							Code	V		Amount		(A) or (D)	Price
	Common Stock																500		D
	Preferred Stock Purchase Rights		(1)		(1)		(1)	(1)			(1)			(1)			(1)		(1)		(1)

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Table II — Derivative Securities Acquired, Disposed of, or Beneficially Owned   (e.g., puts, calls, warrants, options, convertible securities)

1.

Title of Derivative Security (Instr. 3)

2.

Conversion or Exercise Price of Derivative Security

3.

Transaction Date (Month/Day/Year)

3a.

Deemed Execution Date, if any (Month/Day/Year)

4.

Transaction Code (Instr. 8)

5.

Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

Code

V

(A)

(D)

Option (right to buy)

$53.50

Option (right to buy)

$27.19

Option (right to buy)

$36.31

Option (right to buy)

$35.03

Option (right to buy)

$42.78

Option (right to buy)

$47.41

Option (right to buy)

$35.75

Option (right to buy)

$51.30

Option (right to buy)

$38.70

Option (right to buy)

$55.32

Phanton Stock

1-for-1

02/07/2003

02/07/2003

A

3,096

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Table II — Derivative Securities Acquired, Disposed of, or Beneficially Owned — Continued (e.g., puts, calls, warrants, options, convertible securities)

6.

Date Exercisable and Expiration Date (Month/Day/Year)

7.

Title and Amount of Underlying Securities (Instr. 3 and 4)

8.

Price of Derivative Security (Instr. 5)

9.

Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10.

Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11.

Nature of Indirect Beneficial Ownership (Instr. 4)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

05/01/1996

05/01/2006

Common Stock

2,500

05/01/1997

05/01/2006

Common Stock

2,500

05/01/1998

05/01/2006

Common Stock

2,500

05/01/1999

05/01/2006

Common Stock

2,500

10,000

D

01/02/1997

01/02/2011

Common Stock

2,000

2,000

D

01/02/1998

01/02/2012

Common Stock

2,000

2,000

D

01/02/1999

01/02/2013

Common Stock

2,000

2,000

D

01/04/2000

01/04/2014

Common Stock

2,000

2,000

D

01/03/2001

01/03/2015

Common Stock

2,000

2,000

D

01/02/2002

01/02/2106

Common Stock

2,000

2,000

D

02/02/2002

02/02/2011

Common Stock

400

02/02/2003

02/02/2011

Common Stock

400

02/02/2004

02/02/2011

Common Stock

200

1,000

D

01/02/2003

02/02/2017

Common Stock

2,000

2,000

D

02/01/2003

02/02/21012

Common Stock

400

02/01/2004

02/02/21012

Common Stock

400

02/01/2005

02/02/21012

Common Stock

200

1,000

D

(1)

(1)

Common Stock

3,096

(1)

3,096 (1)

D

Explanation of Responses:

(1) In accordance with the Shareholder Rights Plan adopted by the Company on February 5, 1999, Preferred Stock Purchase Rights are deemed to be attached to the shares of Common Stock.

(2) Phantom shares accrued under the Temple-Inland Inc. Directors' Fee Deferral Plan, which includes a dividend reinvestment feature, to be settled upon the reporting person's retirement.

Leslie K. O'Neal signed on behalf of Anthony M. Frank	02/10/2003
**Signature of Reporting Person	Date

**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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