Form 4 SWARTZ JEFFREY B For: Mar 05 (10K)

FORM 4

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SWARTZ JEFFREY B

(Last)

(First)

(Middle)

200 DOMAIN DRIVE

(Street)

STRATHAM

03885

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TIMBERLAND CO [TBL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	03/05/2009		A		31,199	A	$ 0 ⁽¹⁾	827,673	D
Class A Common Stock	07/06/2009		F		68,566	D	$ 12.74	759,107	D
Class A Common Stock								87,204	I	by Spouse
Class A Common Stock								278,204	I	by Swartz Trust
Class A Common Stock								31,200	I	by self as custodian ⁽²⁾

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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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
(Month/Day/Year)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Non-Qualified Stock Option (right to buy)

$ 9.34

03/05/2009

93,597

03/05/2009⁽³⁾

03/05/2019

Class A Common Stock

93,597

$ 0

93,597

Class B Common Stock

⁽⁴⁾

Class A Common Stock

64,380

Class B Common Stock

⁽⁴⁾

Class A Common Stock

3,220,612

by Swartz Trust ⁽⁵⁾

Class B Common Stock

⁽⁴⁾

Class A Common Stock

183,484

by self as custodian ⁽²⁾

Non-Qualified Stock Option (right to buy) ⁽⁶⁾

$ 17.74

02/28/2003⁽⁶⁾

02/28/2013

Class A Common Stock

50,000

Non-Qualified Stock Option (right to buy) ⁽⁶⁾

$ 19.485

03/06/2004

03/06/2013

Class A Common Stock

90,000

Non-Qualified Stock Option (right to buy)

$ 28.5

03/01/2002⁽⁶⁾

03/01/2011

Class A Common Stock

120,000

Non-Qualified Stock Option (right to buy)

$ 31.29

03/03/2005⁽⁶⁾

03/03/2014

Class A Common Stock

150,000

Explanation of Responses:

1. Award of Restricted Stock. The shares have no value until vested and released to the recipient.

2. The Reporting Person, as custodian for his sons, Daniel, Samuel and Noah Swartz, under the MA Uniform Gifts to Minors Act, holds the following shares for his sons: 15,600 shares each for Daniel and Samuel Swartz of Class A Common Stock; and 74,012 shares each for Daniel and Samuel Swartz and 35,460 shares for Noah Swartz of Class B Common Stock.

3. These stock options become exercisable in three (3) equal installments, commencing one (1) year after the date of grant.

4. The Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, and has no expiration date. Previously this was reported on Table I but will in future filings be reported on Table II.

5. The Reporting Person is one of the beneficiaries of The Sidney W. Swartz 1982 Family Trust, which holds shares of Class A Common Stock and shares of Class B as reported.

6. These stock options become exercisable in four (4) equal installments, commencing one (1) year after the date of grant.

	By: Attorney-in-Fact, Danette Wineberg For: Jeffrey B. Swartz	07/08/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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