RAYONIER INC — Director's Dealing 2004

May 17, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2004-05-13

Reporting Person: NUTTER WALLACE LEE (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-05-13	Common Shares	M	22732	$16.22	Acquired	432354.07	Direct
2004-05-13	Common Shares	S	7732	$39.17	Disposed	424622.07	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-05-13	05/20/94 Employee Stock Options	$16.22	M	22732	Disposed	2004-05-22	Common Shares (22732.00)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	32108.90	Indirect

Footnotes

F1: Shares are held in the Rayonier Investment and Savings Plan for this person's account.