June 4, 1999

Mr. Clifford J. Grum

Chief Executive Officer

Temple-Inland, Inc.

303 S. Temple Drive

Diboll, TX 75941

Dear Mr. Grum,

Thanks to you and the board for your hospitality and courtesy to our representative, Rick Bennett.  We are very grateful.

We were pleased to receive a substantial vote in favor of our shareholder resolution.  Without our making any formal attempt to solicit support from other shareholders, almost one-third of TIN shareholders used the opportunity of the resolution to send the board a strong message of their concern about the company’s unwieldy structure.  The percentage is even higher if you eliminate votes that are controlled by insiders. 

We are encouraged that Larry Temple told Rick Bennett that the board has heard our message. We are hoping to have a more specific response, however.  In particular, we feel very strongly that the board should retain a search firm to find two to four outstanding new independent outside directors.  We would like to meet with a representative of the nominating committee as soon as possible to discuss the procedures and criteria that will be used in selecting new directors. 

We would also like to speak with the board to make sure that it has specific plans to evaluate the conglomeration of the paper company with the financial services group.  One of the most important reasons for strengthening the board as soon as possible is to make sure that this structure gets the rigorous and thorough analysis it requires.  It is particularly important that the new directors have the kind of experience and expertise to be able to review this issue, and in order to achieve the “immediate necessity to leverage” better performance that you spoke of at the meeting. 

We are pleased that you recognize the need for change.  We hope that the message you received from our shareholder resolution has given you and the board a more pressing sense of urgency so that we will see significant quantifiable results before the filing deadline for next year’s annual meeting.

Please share this letter with the board of directors.  We look forward to meeting with you.

Sincerely,

Robert A.G. Monks

Cc:  Richard Warner