Compensation

Weyerhaeuser has a robust compensation structure that ties compensation to performance against goals, including social and environmental goals.

Directors' Compensation

The board believes that the interests and focus of directors must be closely tied to the long-term interests of shareholders. As a result, 2007 compensation for nonemployee directors consisted of an annual retainer fee, half of which was automatically deferred into the common stock equivalent account in the deferred compensation plan for directors. These amounts will be paid to the director in cash only after the director retires from the board, based on the value of the company stock at that time. The directors may also defer the remaining fees paid to them, and many of the directors have chosen to defer these fees into the common stock equivalent account as well. Chairs of board committees receive an additional fee, which also may be deferred or paid in cash.

In addition, directors are reimbursed for expenses incurred in board travel and may receive additional compensation if asked to travel for extended periods on behalf of the board. Nonemployee director compensation is based on board and committee responsibilities and is competitive with comparable companies.

In 2007, nonemployee directors received retainer fees consisting of:

• A base annual retainer fee of $140,000, $70,000 of which was automatically deferred into common stock equivalent unit awards
• An additional cash annual retainer fee of $10,000 for each committee chair

For more information about the company's compensation programs, including departure arrangements, see the Notice of 2008 Annual Meeting of Shareholders and Proxy Statement.