RAYONIER INC — Director's Dealing 2009

Nov 17, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2009-11-16

Reporting Person: BRANNON TIMOTHY H (SVP, Special Projects)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-11-16	Common Shares	M	5722	$17.23	Acquired	205745	Direct
2009-11-16	Common Shares	S	5722	$40.39	Disposed	200023	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-11-16	Employee Stock Option	$17.23	M	5722	Disposed	2013-01-04	Common Shares (5722)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	17448.438	Indirect

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 26, 2009.

F2: Shares are held in the Rayonier Investment and Savings Plan, a 401(k) plan, for this person's account.