Providing Recommendations

Any shareholder can communicate directly with the board, the independent directors, and any individual director or the chair of any committee via the Weyerhaeuser's corporate secretary. The processes for communicating with the board, recommending nominees for the board, or submitting shareholder proposals are outlined in the Notice of 2010 Annual Meeting of Shareholders and Proxy Statement.

The board also requests regular reports about interests and concerns of shareholders and communication with shareholders.

As part of its periodic self-assessment process, the board annually determines the diversity of specific skills and characteristics necessary for the optimal functioning of the board in its oversight of the company over both the short - and longer -term. The Corporate Governance Committee has adopted a policy regarding the director selection process that requires the committee to assess the skill areas currently represented on the board and those skill areas represented by directors expected to retire or leave the board in the near future, against the target skill areas established annually by the board, as well as recommendations of directors regarding skills that could improve the overall quality and ability of the board to carry out its function.

The Corporate Governance Committee then establishes the specific target skill areas or experiences that are to be the focus of a director search, if necessary. The effectiveness of the board’s diverse mix of skills and experiences is considered as part of each board self-assessment.

Candidates recommended for consideration as nominees for director are evaluated against the targeted skill and knowledge areas. Based on these analyses, the committee determines the best qualified candidates and recommends those candidates to the board for election at the next shareholders' meeting.

The governance committee carefully reviews shareholder proposals submitted for consideration at the next annual meeting, develops a suggested response, then presents these recommendations to the full board. The board may engage outside advisers to provide support of its consideration of some proposals. The full board approves the suggested responses to any shareholder proposals that will be included in the proxy statement for the annual shareholders' meeting.

Examples of recent topics considered in shareholder proposals include:

• Governance (majority vote, director election by majority, executive compensation, appointment of auditors, independent chairman)
• Forestry practices (certification, wood supply)
• Social issues (aboriginal peoples relations)