0000950134-07-020267 Sample Contracts

WEYERHAEUSER COMPANY FLOATING RATE NOTES DUE 2009 UNDERWRITING AGREEMENT
Weyerhaeuser Co • September 20th, 2007 • Lumber & wood products (no furniture) • New York

Weyerhaeuser Company, a Washington corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) $450,000,000 aggregate principal amount of its Floating Rate Notes due 2009 (the “Securities”). The Securities are to be issued under an Indenture dated as of April 1, 1986, as amended and supplemented by the First Supplemental Indenture thereto dated as of February 15, 1991, the Second Supplemental Indenture thereto dated as of February 1, 1993, the Third Supplemental Indenture thereto dated as of October 22, 2001, and the Fourth Supplemental Indenture thereto dated as of March 12, 2002 (as so amended and supplemented, the “Indenture”), each between the Company and The Bank of New York Trust Company, N.A., as successor trustee (the “Trustee”) to JPMorgan Chase Bank (formerly known as The Chase Manhattan Bank and Chemical Bank), as trustee (the “Original Trustee”). In connection with the issuance of the Securities, the Co

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Contract
Weyerhaeuser Co • September 20th, 2007 • Lumber & wood products (no furniture) • New York

This Note is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee thereof. This Note is exchangeable for Notes registered in the name of a person other than the Depositary or its nominee only in the limited circumstances described in the Indenture and, unless and until it is exchanged in whole or in part for individual Notes represented hereby, this Global Security may not be transferred except as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary.

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