Weyerhaeuser (WY) 8-K Regulation FD Disclosure

WEYERHAEUSER COMPANY

Special Dividend Conference Call

July 12, 2010

Exhibit 99.2

2

Most attractive timberland in the world

Leader in adding and extracting value from timberlands

Uniquely positioned to benefit from the recovery

Focused on returning value to shareholders

Reasons to Own Weyerhaeuser

REIT structure best supports strategic direction

3

Tax efficiency of REIT structure positions Weyerhaeuser

to increase timberland earnings

Qualified earnings distributed to shareholders not taxed

at corporate level

Most dividends to shareholders taxed at capital gains

rate

Benefits of REIT Conversion

Eligible to elect REIT status for fiscal 2010, following

the special dividend

4

Special Dividend

Board declared special dividend of $5.6 billion

Cash portion of special dividend to be capped at

10%, or $560 million

Shareholders can elect to receive the distribution in cash or stock

Cash distribution subject to pro-ration, with the remaining

amount paid in stock

Special dividend meets IRS requirement to distribute

accumulated earnings and profits

Includes payment of regular quarterly dividend of

approximately $11 million

5

Action

Key Dates

File prospectus with SEC

Later this week

Ex-dividend date

Set by NYSE; Typically 2 business

days prior to record date

Dividend record date

Thursday, July 22

Prospectus and election form

mailed to shareholders

Thursday, July 29

Election forms due

Monday, August 23

Stock valuation dates

August 24, 25, 26

Expected dividend payment date

September 1

Special Dividend Calendar

6

Special Dividend

$  5.60  billion

Current Shares Outstanding

211.60 million

Special Dividend per Share

$26.47 per share

Share Calculation

Total Special Dividend

$ 5.60   billion

Cash Portion of Special Dividend (10%)

$   .56   billion

Stock Portion of Special Dividend (90%)

$ 5.04   billion

Stock Price on Day Prior to Ex-Dividend Date

$35.84 per share

Special Dividend per Share

$26.47 per share

Theoretical Share Price (Ex-Dividend)

$  9.37 per share

Stock Portion of Special Dividend

$ 5.04 billion

Theoretical Share Price (Ex-Dividend)

$9.37  per share

Current Shares Outstanding

211.6 million shares

Total Pro-forma Shares Outstanding

Hypothetical Share Impact: Special Dividend

(For illustrative purposes only)

Theoretical Shares Issued for Special Dividend

537.9 million shares

749.5 million shares

$35.84 stock price on day 

prior to ex-dividend date

211.60 million 

shares outstanding

Assumptions:

7

Hypothetical Market Capitalization Impact:

Special Dividend (For illustrative purposes only)

Value

Share

Count

Per

Share

Pre-Distribution Market

Capitalization

$7,584

211.6

$35.84

Special Dividend

($5,600)

______________________________________

211.6

_________________________________________________

($26.47)

_________________________________________________

Ex Dividend Value of Original

Stock

$1,984

211.6

$9.37

Stock Received in Special

Dividend (90%)

$5,040

_______________________________________

537.9

_________________________________________________

$9.37

_________________________________________________

Pro Forma Post-Distribution

Market Capitalization

$7,024

749.5

$9.37

Cash Received in Special

Dividend (10%)

$560

______________________________________

Total Value for Shareholders

$7,584

in millions except per share amounts

Assumptions: 

$35.84 stock price on 

day prior to ex-dividend 

date

211.60 million 

shares outstanding

8

Accounting Impact of $5.6 Billion

Special Dividend

Pro-forma changes to balance sheet

Cash reduced by $560 million

Deferred

tax

liability

reduced

by

approximately

$1.0

billion

Shareholders’

equity increased by $440 million

Pro-forma changes to income statement

Tax

benefit

of

approximately

$1.0

billion,

as

a

result

of

the

elimination of deferred taxes

2010 income tax expense recalculated to reflect REIT

treatment

Stock portion of special dividend treated as share

issuance, and EPS will be adjusted on a prospective

basis

9

Ongoing REIT Requirements

Ownership tests

Asset tests

Income tests

Distribution requirements

Details are described in the prospectus

10

Post REIT Conversion Dividend Considerations

Macroeconomic climate

Earning potential of the company

Target capital structure

Appropriate debt levels

Long term liquidity

Maintaining access to capital

Affordability

Future growth opportunities

Guidance to be provided in Q4 2010

11

Most attractive timberland in the world

Leader in adding and extracting value from timberlands

Uniquely positioned to benefit from the recovery

Focused on returning value to shareholders

Reasons to Own Weyerhaeuser

REIT structure best supports strategic direction