RAYONIER INC — Director's Dealing 2009

Apr 21, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2009-04-20

Reporting Person: BRANNON TIMOTHY H (SR VP, FOR RESRCS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-04-20	Common Shares	M	6000	$14.35	Acquired	201754	Direct
2009-04-20	Common Shares	S	6000	$35.63	Disposed	195754	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-04-20	Employee Stock Option	$14.35	M	6000	Disposed	2011-01-04	Common Shares (6000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	39542.6826	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.