U.S. Timberlands Company, L.P.

In June 2003, U.S. Timberlands Company, L.P. approved the agreement and plan of merger, which provides for the merger of U.S. Timberlands Acquisition Co., LLC, an acquisition entity formed by the company's management, with and into the company. As a result of the merger, U.S. Timberlands Holdings Group, LLC owns all of the outstanding limited partnership interests of the company. U.S. Timberlands Company, L.P. engages in growing trees, and the sale of logs and standing timber primarily to third party wood processors. The company owns approximately 364,000 fee acres of timberland and cutting rights on approximately 13,000 acres of timberland. As of January 1, 2003, its total merchantable timber volume was approximately 0.9 billion board feet in Oregon east of the Cascade Range. Logs harvested from the Timberlands are sold to unaffiliated domestic conversion facilities. These logs are processed for sale as lumber, plywood, and other wood products, primarily for use in new residential home construction, home remodeling and repair, and general industrial applications. The company also owns and operates seed orchard and produces approximately four million conifer seedlings annually from its nursery. U.S. Timberlands sells its timber through log sales, stumpage sales, and deed sales. It is not liable for federal or state income taxes.