RAYONIER INC — Director's Dealing 2006

Mar 1, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2006-02-27

Reporting Person: Frazier W. Edwin III (SR VP, Admin & Corp Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-02-27	Common Shares	M	6677	$17.51	Acquired	25870	Direct
2006-02-27	Common Shares	M	6677	$18.09	Acquired	32547	Direct
2006-02-27	Common Shares	S	100	$43.22	Disposed	32447	Direct
2006-02-27	Common Shares	S	100	$43.21	Disposed	32347	Direct
2006-02-27	Common Shares	S	200	$43.27	Disposed	32147	Direct
2006-02-27	Common Shares	S	200	$43.25	Disposed	31947	Direct
2006-02-27	Common Shares	S	254	$43.28	Disposed	31693	Direct
2006-02-27	Common Shares	S	1100	$43.24	Disposed	30593	Direct
2006-02-27	Common Shares	S	1600	$43.26	Disposed	28993	Direct
2006-02-27	Common Shares	S	3100	$43.23	Disposed	25893	Direct
2006-02-27	Common Shares	S	6700	$43.2	Disposed	19193	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-02-27	Employee Stock Option	$17.51	M	6677	Disposed	2010-01-05	Common Shares (6677)	Direct
2006-02-27	Employee Stock Option	$18.09	M	6677	Disposed	2009-05-19	Common Shares (6677)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	2355.02	Indirect

Footnotes

F1: Shares are held in the Rayonier Investment and Savings Plan, a 401(k) plan, for this person's account.

F2: Adjusted to reflect the Company's 2003 and 2005 3-for-2 stock splits and special stock dividends.