Sec Form 4 Filing - Ray Thomas G @ PLUM CREEK TIMBER CO INC - 2012-11-14

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ray Thomas G
2. Issuer Name and Ticker or Trading Symbol
PLUM CREEK TIMBER CO INC [ PCL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP, NW Resources & Mfg
(Last) (First) (Middle)
999 THIRD AVENUE, SUITE 4300
3. Date of Earliest Transaction (MM/DD/YY)
11/14/2012
(Street)
SEATTLE, WA98104
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/14/2012 M 5,500 A $ 30.91 19,904 D
Common Stock 11/14/2012 S( 1 ) 5,200 D $ 41.641 ( 2 ) 14,704 D
Common Stock 11/14/2012 S( 1 ) 300 D $ 42.1667 ( 2 ) 14,404 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (2004 SIP) $ 30.91 11/14/2012 M 5,500 ( 3 ) 02/02/2014 Common Stock 5,500 $ 0 0 D
Stock Option (2005 SIP) $ 37.49 ( 3 ) 02/09/2015 Common Stock 5,500 5,500 D
Stock Option (2006 SIP) $ 35.74 ( 3 ) 02/03/2016 Common Stock 5,000 5,000 D
Stock Option (2007 SIP) $ 40.42 ( 3 ) 02/05/2017 Common Stock 5,000 5,000 D
Stock Option (2008 SIP) $ 42.98 ( 3 ) 02/04/2018 Common Stock 5,000 5,000 D
Stock Option (2009 SIP) $ 33.75 ( 3 ) 02/09/2019 Common Stock 6,500 6,500 D
Stock Option (2010 SIP) $ 35.22 ( 3 ) 02/08/2020 Common Stock 10,000 10,000 D
Stock Option (2011 SIP) $ 41.55 ( 3 ) 02/07/2021 Common Stock 12,000 12,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ray Thomas G
999 THIRD AVENUE
SUITE 4300
SEATTLE, WA98104
VP, NW Resources & Mfg
Signatures
/s/ Jose J. Quintana, Power of Attorney for Thomas G. Ray 11/15/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on 11/9/2012.
( 2 )The sales of common stock reported in this Form 4 were executed through several individual broker transactions and are being disclosed in Table I on an aggregated basis. All sale transactions that occurred within a one dollar price range have been aggregated and reported on a separate line in Table I. The reported sale prices of $41.641 and $42.1667 each represent the weighted average sale price for the corresonding aggregated sale transactions reported in Table I. The range of sale prices for the reported sale of 5,200 shares was $41.13 to $42.11. The range of sale prices for the reported sale of 300 shares was $42.16 to $42.17. The Reporting Person hereby undertakes to provide the SEC Staff, the Issuer or any security holder of the Issuer with full information regarding the number of shares of common stock sold by the Reporting Person at each separate price upon request.
( 3 )The option granted under the Plum Creek Stock Incentive Plan provides the right to purchase common stock at the fair market value thereof on the date of grant and becomes exercisable after vesting. The option vests in four equal annual installments beginning one year after the date of grant.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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