RAYONIER INC — Director's Dealing 2009

Jun 3, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2009-06-01

Reporting Person: BOYNTON PAUL G (SR VP, Perf Fibers & Wood Prod)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-06-01	Common Shares	M	20062	$17.2267	Acquired	133683	Direct
2009-06-01	Common Shares	S	20062	$40.3936	Disposed	113621	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-06-01	Employee Stock Option	$17.2267	M	20062	Disposed	2013-01-04	Common Shares (20062)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	5926.4205	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $40.14 to $40.61. The price reported above reflects the weighted average sales price. Upon written request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price is available.

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

F3: Vests in one-third installments annually commencing 1/2/04.