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Management Side
Temple-Inland Announces Tender Offer
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Austin Texas, USA, 14 November 2007 --(BUSINESS WIRE)-- Temple-Inland Inc. (NYSE:TIN) today announced the commencement of a cash tender offer for up to USD 500 million aggregate principal amount of the outstanding notes listed below.

The tender offer is part of its previously announced plan to reduce debt with a portion of the proceeds from a loan secured by the installment notes received as consideration for the company's recently completed sale of timberland. The closing and funding of this loan is one of the conditions to the tender offer. The terms and conditions of the tender offer are described in an Offer to Purchase, dated 14 November 2007, and the accompanying Letter of Transmittal, which are being sent to holders of notes.

The tender offer will expire at midnight, Eastern Time, on 12 December 2007, unless extended or earlier terminated (the "Expiration Date"). Holders of notes must validly tender and not validly withdraw their notes on or before the Early Tender Date, which is 5:00 p.m., Eastern Time, on 28 November 2007, unless extended, to receive the applicable Total Tender Offer Consideration, which includes the applicable Early Tender Premium set out in the table above.

Holders of notes who validly tender their notes after the Early Tender Date and on or before the Expiration Date and whose notes are accepted for purchase will receive the applicable Late Tender Offer Consideration, which is the Total Tender Offer Consideration less the applicable Early Tender Premium.

The applicable Total Tender Offer Consideration for each USD 1000 in principal amount of notes tendered and accepted for payment pursuant to the tender offer will be determined in the manner described in the Offer to Purchase. The consideration will be based on the present value of future principal and interest payments on the applicable notes discounted to the Settlement Date at a rate equal to the sum of the yield to maturity for the applicable U.S. Treasury reference security. The Dealer Managers will calculate the amount based on the bid-side price at 2:00 p.m., Eastern Time, on 29 November 2007, unless postponed (the "Price Determination Date"), which is the ninth business day preceding the Expiration Date, plus the applicable fixed spread specified in the table above for such notes.

The Settlement Date currently is expected to be 13 December 2007, which is one business day following the Expiration Date. In addition to the applicable Total Tender Offer Consideration or applicable Late Tender Offer Consideration, as the case may be, holders whose notes are accepted for purchase will receive accrued and unpaid interest up to, but not including, the Settlement Date.

Temple-Inland is offering to purchase up to USD 500 million aggregate principal amount of notes. The aggregate principal amount of each series of notes that are purchased in the tender offer will be determined in accordance with the "Acceptance Priority Level" set forth above and as described in the Offer to Purchase. All 6.750% Medium Term Notes (Series F) due 2009 will be accepted before any 7.875% Senior Notes due 2012 (the "2012 Notes") are accepted. If the aggregate principal amount of 2012 Notes tendered exceeds the remaining amount available in the tender offer for 2012 Notes, the amount of such notes accepted for purchase from each holder tendering 2012 Notes will be prorated based on the aggregate principal amount of 2012 Notes tendered and the maximum tender offer amount remaining for 2012 Notes.

As set forth in the Offer to Purchase, notes tendered on or before 5:00 p.m., Eastern Time, on 28 November 2007 (the "Withdrawal Date"), may be validly withdrawn at any time on or before the Withdrawal Date. Notes tendered after the Withdrawal Date, but before the Expiration Date, may not be withdrawn, except in the limited circumstances described in the Offer to Purchase.

The consummation of the tender offer is not conditioned upon any minimum amount of notes being tendered, but is conditioned upon the satisfaction or waiver of the conditions set forth in the Offer to Purchase, which include the closing and funding of a loan secured by the installment notes received from the company's recently completed sale of timberland, as more fully described in the Offer to Purchase.

Temple-Inland's obligations to accept any notes tendered and to pay the applicable consideration for them are set forth solely in the Offer to Purchase and the accompanying Letter of Transmittal.

Citi and Goldman, Sachs & Co. are the Dealer Managers of the tender offer. Persons with questions regarding the tender offer should contact Citi at 212-723-6106 or (toll-free) 800-558-3745 (Attention: Liability Management Group) and Goldman, Sachs & Co. at 212-902-9077 or (toll-free) 877-686-5059 (Attention: Credit Liability Management Group). Requests for copies of the Offer to Purchase, Letter of Transmittal, and related materials should be directed to Global Bondholder Services Corporation, the Information Agent and Depositary for the tender offer, at 212-430-3774 (for banks and brokers only) or 866-387-1500 (for all others and toll-free).

About Temple-Inland Inc.

Temple-Inland Inc. is a holding company that, through its subsidiaries, operates four business segments: corrugated packaging, forest products, real estate, and financial services. The company is in the process of effecting a transformation plan that involves retaining its manufacturing operations - corrugated packaging and building products; spinning off its financial services segment to its stockholders; spinning off its real estate segment to its stockholders; and selling its strategic timberland, which the company completed on 31 October 2007. The company expects to complete the transformation plan by year-end 2007. Temple-Inland's common stock (TIN) is traded on the New York Stock Exchange. For more information about the company, visit www.templeinland.com.
 

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