RAYONIER INC — Director's Dealing 2005

Dec 8, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2005-12-05

Reporting Person: NUTTER WALLACE LEE (Director, CHMN, PRES & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-12-05	Common Shares	M	35000	$12.49	Acquired	798227.105	Direct
2005-12-05	Common Shares	S	200	$40.68	Disposed	798027.105	Direct
2005-12-05	Common Shares	S	200	$40.62	Disposed	797827.105	Direct
2005-12-05	Common Shares	S	200	$40.71	Disposed	797627.105	Direct
2005-12-05	Common Shares	S	200	$40.72	Disposed	797427.105	Direct
2005-12-05	Common Shares	S	400	$40.59	Disposed	797027.105	Direct
2005-12-05	Common Shares	S	400	$40.64	Disposed	796627.105	Direct
2005-12-05	Common Shares	S	400	$40.81	Disposed	796227.105	Direct
2005-12-05	Common Shares	S	500	$40.66	Disposed	795727.105	Direct
2005-12-05	Common Shares	S	500	$40.79	Disposed	795227.105	Direct
2005-12-05	Common Shares	S	500	$40.51	Disposed	794727.105	Direct
2005-12-05	Common Shares	S	600	$40.8	Disposed	794127.105	Direct
2005-12-05	Common Shares	S	600	$40.61	Disposed	793527.105	Direct
2005-12-05	Common Shares	S	700	$40.77	Disposed	792827.105	Direct
2005-12-05	Common Shares	S	700	$40.73	Disposed	792127.105	Direct
2005-12-05	Common Shares	S	700	$40.78	Disposed	791427.105	Direct
2005-12-05	Common Shares	S	700	$40.75	Disposed	790727.105	Direct
2005-12-05	Common Shares	S	700	$40.7	Disposed	790027.105	Direct
2005-12-05	Common Shares	S	900	$40.6	Disposed	789127.105	Direct
2005-12-05	Common Shares	S	1100	$40.74	Disposed	788027.105	Direct
2005-12-05	Common Shares	S	1200	$40.65	Disposed	786827.105	Direct
2005-12-05	Common Shares	S	2000	$40.53	Disposed	784827.105	Direct
2005-12-05	Common Shares	S	2000	$40.56	Disposed	782827.105	Direct
2005-12-05	Common Shares	S	2400	$40.52	Disposed	780427.105	Direct
2005-12-05	Common Shares	S	2400	$40.76	Disposed	778027.105	Direct
2005-12-05	Common Shares	S	3300	$40.55	Disposed	774727.105	Direct
2005-12-05	Common Shares	S	3400	$40.54	Disposed	771327.105	Direct
2005-12-05	Common Shares	S	3700	$40.57	Disposed	767627.105	Direct
2005-12-05	Common Shares	S	4400	$40.58	Disposed	763227.105	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-05	Employee Stock Option	$12.49	M	35000	Disposed	2006-01-04	Common Shares (35000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	50965.67	Indirect

Footnotes

F1: Adjusted to reflect a 3-for-2 stock split effective 10/17/2005.

F2: Shares are held in the Rayonier Investment and Savings Plan for this person's account.

F3: This option was previously reported as covering 28,000 shares at an exercise price of $33.38 per share, but was adjusted to reflect the stock split on 6/12/2003, the special dividend paid 12/19/2003 and the stock split on 10/17/2005.