RAYONIER INC — Director's Dealing 2012

Oct 2, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2012-10-01

Reporting Person: VANDENNOORT HANS E (SR VP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-01	Common Shares	M	4614.0000	$27.3600	Acquired	182355.5000	Direct
2012-10-01	Common Shares	S	4614.0000	$49.0900	Disposed	177741.5000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-10-01	Employee Stock Option	$27.3600	M	4614.0000	Disposed	2017-01-03	Common Shares (4614.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	7189.0837	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 July 27, 2012 and amended September 6, 2012, covering his 2007 stock option grant totaling 18,450 shares (adjusted for the August 24, 2011 stock split).

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

F3: The option vests in three equal annual installments beginning on 1/3/08.