##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
 For the quarterly period endedMarch 28, 2008
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
 For the transition period from  to
 Commission File Number 1-9548
 The Timberland Company
  Delaware
    
    02-0312554(State or Other Jurisdiction of 
Incorporation or Organization)
    
    (I.R.S. Employer Identification No.)200 Domain Drive, Stratham, New Hampshire
    
    03885(Address of Principal Executive Offices)
    
    (Zip Code)
 (603) 772-9500
  þ o
  Large Accelerated Filer þ
    
    Accelerated Filer o
    
    Non-Accelerated Filer o
    
    Smaller Reporting Company o(Do not check if a smaller reporting company)
  o þ




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##### 



THE TIMBERLAND COMPANY
FORM 10-Q
TABLE OF CONTENTS
 Page(s)Part I Financial InformationItem 1. Financial Statements (Unaudited)Condensed Consolidated Balance Sheets -
March 28, 2008, December 31, 2007 and March 30, 2007
    
    
    2Condensed Consolidated Statements of Income -
For the Three Months Ended March 28, 2008 and March 30, 2007
    
    
    3Condensed Consolidated Statements of Cash Flows -
For the Three Months Ended March 28, 2008 and March 30, 2007
    
    
    4Notes to Condensed Consolidated Financial Statements
    
    
    5-12Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    13-20Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    21Item 4. Controls and Procedures
    
    
    21Part II Other InformationItem 1A. Risk Factors
    
    
    22Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    22Item 6. Exhibits
    
    
    23Signatures
    
    
    24Exhibit Index
    
    
    25ExhibitsEX-10.1 The 2008 Executive Long Term Incentive ProgramEx-31.1 Principal Executive Officer CertificationEx-31.2 Principal Financial Officer CertificationEx-32.1 Chief Executive Officer Certification pursuant to Section 906Ex-32.2 Chief Financial Officer Certification pursuant to Section 906




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##### Table of Contents



PART I FINANCIAL INFORMATION
 
 Item 1. FINANCIAL STATEMENTS
 THE TIMBERLAND COMPANY
 
 CONDENSED CONSOLIDATED BALANCE SHEETS  UNAUDITED
  March 28,
    
    
    December 31,
    
    
    March 30,2008
    
    
    2007
    
    
    2007AssetsCurrent assetsCash and equivalents
    
    $
    134,829
    
    
    $
    143,274
    
    
    $
    119,695Accounts receivable, net of allowance for doubtful accounts of $16,717
at March 28, 2008, $14,762 at December 31, 2007 and $10,591 at March 30,
2007
    
    
    201,786
    
    
    
    188,091
    
    
    
    199,695Inventory, net
    
    
    180,177
    
    
    
    201,932
    
    
    
    183,500Prepaid expense
    
    
    42,019
    
    
    
    41,572
    
    
    
    48,785Prepaid income taxes
    
    
    20,196
    
    
    
    17,361
    
    
    
    16,363Deferred income taxes
    
    
    22,749
    
    
    
    24,927
    
    
    
    15,286Derivative assets
    
    
    
    
    
    
    
    
    
    
    83Total current assets
    
    
    601,756
    
    
    
    617,157
    
    
    
    583,407Property, plant and equipment, net
    
    
    86,461
    
    
    
    87,919
    
    
    
    92,955Deferred income taxes
    
    
    19,075
    
    
    
    19,451
    
    
    
    23,613Goodwill
    
    
    44,840
    
    
    
    44,840
    
    
    
    39,891Intangible assets, net
    
    
    53,588
    
    
    
    54,382
    
    
    
    47,256Other assets, net
    
    
    10,453
    
    
    
    12,596
    
    
    
    12,457Total assets
    
    $
    816,173
    
    
    $
    836,345
    
    
    $
    799,579Liabilities and Stockholders EquityCurrent
liabilitiesAccounts payable
    
    $
    63,427
    
    
    $
    86,101
    
    
    $
    77,445Accrued expensePayroll and related
    
    
    30,085
    
    
    
    29,752
    
    
    
    31,268Other
    
    
    65,250
    
    
    
    79,151
    
    
    
    71,538Income taxes payable
    
    
    15,321
    
    
    
    19,215
    
    
    
    5,115Derivative liabilities
    
    
    9,257
    
    
    
    3,816
    
    
    
    2,600Total current liabilities
    
    
    183,340
    
    
    
    218,035
    
    
    
    187,966Other long-term liabilities
    
    
    40,431
    
    
    
    41,150
    
    
    
    39,690Commitments and contingenciesStockholders equityPreferred Stock, $.01 par value; 2,000,000 shares authorized; none issued
    
    
    
    
    
    
    
    
    
    
    Class A Common Stock, $.01 par value (1 vote per share); 120,000,000
shares authorized; 73,471,161 shares issued at March 28, 2008,
73,393,951 shares issued at December 31, 2007 and 73,188,604 shares
issued at March 30, 2007
    
    
    735
    
    
    
    734
    
    
    
    732Class B Common Stock, $.01 par value (10 votes per share); convertible
into Class A shares on a one-for-one basis; 20,000,000 shares
authorized; 11,743,660 shares issued and outstanding at March 28, 2008,
December 31, 2007 and March 30, 2007
    
    
    117
    
    
    
    117
    
    
    
    117Additional paid-in capital
    
    
    253,210
    
    
    
    251,063
    
    
    
    240,297Retained earnings
    
    
    893,172
    
    
    
    875,133
    
    
    
    844,387Accumulated other comprehensive income
    
    
    24,808
    
    
    
    20,106
    
    
    
    16,440Treasury Stock at
cost; 25,692,294 Class A shares at March 28, 2008,
25,024,194 Class A shares at December 31, 2007 and 22,888,588 Class A
shares at March 30, 2007
    
    
    (579,640
    )
    
    
    (569,993
    )
    
    
    (530,050
    )Total stockholders equity
    
    
    592,402
    
    
    
    577,160
    
    
    
    571,923Total liabilities and stockholders equity
    
    $
    816,173
    
    
    $
    836,345
    
    
    $
    799,579
 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
 2




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THE TIMBERLAND COMPANY
 
 CONDENSED CONSOLIDATED STATEMENTS OF INCOME  UNAUDITED
  For the Three Months EndedMarch 28,
    
    
    March 30,2008
    
    
    2007Revenue
    
    $
    340,402
    
    
    $
    336,329Cost of goods sold
    
    
    182,798
    
    
    
    174,750Gross profit
    
    
    157,604
    
    
    
    161,579Operating expenseSelling
    
    
    106,122
    
    
    
    110,083General and administrative
    
    
    27,688
    
    
    
    31,351Restructuring and related costs
    
    
    552
    
    
    
    6,526Total operating expense
    
    
    134,362
    
    
    
    147,960Operating income
    
    
    23,242
    
    
    
    13,619Other incomeInterest income, net
    
    
    568
    
    
    
    1,130Other income/(expense), net
    
    
    5,762
    
    
    
    (623
    )Total other income
    
    
    6,330
    
    
    
    507Income before provision for income taxes
    
    
    29,572
    
    
    
    14,126Provision for income taxes
    
    
    11,533
    
    
    
    4,873Net income
    
    $
    18,039
    
    
    $
    9,253Earnings per share:Basic
    
    $
    .30
    
    
    $
    .15Diluted
    
    $
    .30
    
    
    $
    .15Weighted-average shares outstandingBasic
    
    
    59,618
    
    
    
    61,099Diluted
    
    
    60,016
    
    
    
    61,995
 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
 3




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##### Table of Contents



THE TIMBERLAND COMPANY
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS  UNAUDITED
  For the Three Months EndedMarch 28,
    
    
    March 30,2008
    
    
    2007Cash flows from operating activities:Net income
    
    $
    18,039
    
    
    $
    9,253Adjustments to reconcile to net cash provided/(used) by operating activities:Deferred income taxes
    
    
    2,554
    
    
    
    1,287Share-based compensation
    
    
    1,539
    
    
    
    1,704Depreciation and other amortization
    
    
    8,046
    
    
    
    7,656Provision for losses on accounts receivable
    
    
    1,389
    
    
    
    19Tax benefit from share-based compensation, net of excess benefit
    
    
    151
    
    
    
    653Unrealized gain on derivatives
    
    
    (21
    )
    
    
    (232
    )Non-cash charges/(credits), net
    
    
    520
    
    
    
    90Increase/(decrease) in cash from changes in working capital:Accounts receivable
    
    
    (6,539
    )
    
    
    5,500Inventory
    
    
    24,086
    
    
    
    3,532Prepaid expense
    
    
    1,617
    
    
    
    (6,355
    )Accounts payable
    
    
    (23,644
    )
    
    
    (33,306
    )Accrued expense
    
    
    (18,023
    )
    
    
    (19,454
    )Income taxes prepaid and payable, net
    
    
    (5,379
    )
    
    
    (27,040
    )Other liabilities
    
    
    (1,572
    )
    
    
    599Net cash provided/(used) by operating activities
    
    
    2,763
    
    
    
    (56,094
    )Cash flows from investing activities:Additions to property, plant and equipment
    
    
    (4,116
    )
    
    
    (5,220
    )Other
    
    
    2,170
    
    
    
    (667
    )Net cash used by investing activities
    
    
    (1,946
    )
    
    
    (5,887
    )Cash flows from financing activities:Common stock repurchases
    
    
    (10,152
    )
    
    
    (11,002
    )Issuance of common stock
    
    
    453
    
    
    
    9,922Excess tax benefit from share-based compensation
    
    
    122
    
    
    
    915Net cash used by financing activities
    
    
    (9,577
    )
    
    
    (165
    )Effect of exchange rate changes on cash and equivalents
    
    
    315
    
    
    
    143Net decrease in cash and equivalents
    
    
    (8,445
    )
    
    
    (62,003
    )Cash and equivalents at beginning of period
    
    
    143,274
    
    
    
    181,698Cash and equivalents at end of period
    
    $
    134,829
    
    
    $
    119,695Supplemental disclosures of cash flow information:Interest paid
    
    $
    81
    
    
    $
    67Income taxes paid
    
    $
    14,484
    
    
    $
    28,729
 The
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
 4




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THE TIMBERLAND COMPANY
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
  1. Basis of Presentation and Summary of Significant Accounting Policies
 Basis of Presentation
    New Accounting Pronouncements
   Note 2. Fair Value Measurements
  5




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Description
    
    Level 1
    
    Level 2
    
    Level 3
    
    Impact of Netting
    
    March 28, 2008Assets:Derivative contracts
    
    $
    
    
    
    $
    329
    
    
    $
    
    
    
    $
    (329
    )
    
    $
    Total
    
    $
    
    
    
    $
    329
    
    
    $
    
    
    
    $
    (329
    )
    
    $
    Liabilities:Derivative contracts
    
    $
    
    
    
    $
    9,586
    
    
    $
    
    
    
    $
    (329
    )
    
    $
    9,257Total
    
    $
    
    
    
    $
    9,586
    
    
    $
    
    
    
    $
    (329
    )
    
    $
    9,257
   Note 3. Derivatives
 Cash Flow Hedges
  6




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Other Derivative Contracts
   Note 4. Share-Based Compensation
  For the Three Months EndedMarch 28, 2008
    
    
    March 30, 2007Cost of goods sold
    
    $
    202
    
    
    $
    305Selling expense
    
    
    859
    
    
    
    709General and administrative expense
    
    
    478
    
    
    
    889Restructuring and related costs
    
    
    
    
    
    
    ( 199
    )Total share-based compensation
    
    $
    1,539
    
    
    $
    1,704
  Stock Options
  7




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For the Three Months EndedMarch 28, 2008
    
    March 30, 2007Expected volatility
    
    
    32.0
    %
    
    
    29.3
    %Risk-free interest rate
    
    
    2.8
    %
    
    
    4.7
    %Expected life (in years)
    
    
    5.3
    
    
    
    4.0Expected dividends
    
    
    
    
    
    
    
  Weighted-Weighted-
    
    
    AverageAverage
    
    
    Remaining
    
    
    AggregateExercise
    
    
    Contractual
    
    
    IntrinsicShares
    
    
    Price
    
    
    Term
    
    
    ValueOutstanding at January 1, 2008
    
    
    4,614,603
    
    
    $
    27.31Granted
    
    
    394,192
    
    
    
    14.72Exercised
    
    
    (50,000
    )
    
    
    9.05Expired or forfeited
    
    
    (271,146
    )
    
    
    28.52Outstanding at March 28, 2008
    
    
    4,687,649
    
    
    $
    26.37
    
    
    
    6.2
    
    
    $
    710Vested or expected to vest at
March 28, 2008
    
    
    4,452,515
    
    
    $
    26.49
    
    
    
    6.1
    
    
    $
    710Exercisable at March 28, 2008
    
    
    3,377,744
    
    
    $
    27.08
    
    
    
    5.2
    
    
    $
    710
  Nonvested Shares
  Weighted-AverageGrant DateShares
    
    

Fair ValueUnvested at January 1, 2008
    
    
    380,022
    
    
    $
    28.82Awarded
    
    
    197,510
    
    
    
    14.70Vested
    
    
    (57,319
    )
    
    
    31.29Unvested at March 28, 2008
    
    
    520,213
    
    
    $
    23.19
   8




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##### Table of Contents



Note 5. Earnings Per Share (EPS)
  March 28, 2008
    
    March 30, 2007Weighted-
    
    Per-
    
    
    
    
    
    Weighted-
    
    Per-Net
    
    Average
    
    Share
    
    Net
    
    Average
    
    ShareIncome
    
    Shares
    
    Amount
    
    Income
    
    Shares
    
    AmountBasic EPS
    
    $
    18,039
    
    
    
    59,618
    
    
    $
    .30
    
    
    $
    9,253
    
    
    
    61,099
    
    
    $
    .15Effect of dilutive securities:Stock options and employee
stock purchase plan shares
    
    
    
    
    
    
    55
    
    
    
    
    
    
    
    
    
    
    
    442Nonvested shares
    
    
    
    
    
    
    343
    
    
    
    
    
    
    
    
    
    
    
    454Diluted EPS
    
    $
    18,039
    
    
    
    60,016
    
    
    $
    .30
    
    
    $
    9,253
    
    
    
    61,995
    
    
    $
    .15
  March 28, 2008
    
    March 30, 2007Options to purchase shares of common stock
    
    
    4,351
    
    
    
    3,306
 Note 6. Comprehensive Income
  For the Three Months EndedMarch 28, 2008
    
    
    March 30, 2007Net income
    
    $
    18,039
    
    
    $
    9,253Change in cumulative translation adjustment
    
    
    9,892
    
    
    
    1,110Change in fair value of cash flow hedges, net of taxes
    
    
    (5,190
    )
    
    
    Comprehensive income
    
    $
    22,741
    
    
    $
    10,363
   March 28,
    
    
    December 31,
    
    
    March 30,2008
    
    
    2007
    
    
    2007Cumulative translation adjustment
    
    $
    33,623
    
    
    $
    23,731
    
    
    $
    16,440Fair value of cash flow hedges, net of taxes of $442
    
    
    (8,815
    )
    
    
    (3,625
    )
    
    
    Total
    
    $
    24,808
    
    
    $
    20,106
    
    
    $
    16,440
 9




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Note 7. Business Segments
      10




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For the Three Months Ended March 28, 2008 and March 30, 2007
 UnallocatedNorth America
    
    Europe
    
    Asia
    
    Corporate
    
    Consolidated2008Revenue
    
    $
    137,730
    
    
    $
    164,751
    
    
    $
    37,921
    
    
    $
    
    
    
    $
    340,402Operating income/(loss)
    
    
    21,353
    
    
    
    33,121
    
    
    
    696
    
    
    
    (31,928
    )
    
    
    23,242Income/(loss) before income taxes
    
    
    21,353
    
    
    
    33,121
    
    
    
    696
    
    
    
    (25,598
    )
    
    
    29,572Total assets
    
    
    255,933
    
    
    
    298,716
    
    
    
    83,967
    
    
    
    177,557
    
    
    
    816,173Goodwill
    
    
    35,964
    
    
    
    7,935
    
    
    
    941
    
    
    
    
    
    
    
    44,8402007Revenue
    
    $
    144,538
    
    
    $
    154,136
    
    
    $
    37,655
    
    
    $
    
    
    
    $
    336,329Operating income/(loss)
    
    
    18,740
    
    
    
    34,492
    
    
    
    1,313
    
    
    
    (40,926
    )
    
    
    13,619Income/(loss) before income taxes
    
    
    18,740
    
    
    
    34,492
    
    
    
    1,313
    
    
    
    (40,419
    )
    
    
    14,126Total assets
    
    
    263,117
    
    
    
    295,752
    
    
    
    73,527
    
    
    
    167,183
    
    
    
    799,579Goodwill
    
    
    32,851
    
    
    
    7,040
    
    
    
    
    
    
    
    
    
    
    
    39,891
  2008
    
    
    2007Footwear
    
    $
    236,598
    
    
    $
    235,637Apparel and accessories
    
    
    97,942
    
    
    
    95,406Royalty and other
    
    
    5,862
    
    
    
    5,286$
    340,402
    
    
    $
    336,329
 Note 8. Inventory, net
 
 March 28, 2008
    
    
    December 31, 2007
    
    
    March 30, 2007Materials
    
    $
    7,116
    
    
    $
    5,581
    
    
    $
    5,536Work-in-process
    
    
    924
    
    
    
    933
    
    
    
    1,301Finished goods
    
    
    172,137
    
    
    
    195,418
    
    
    
    176,663Total
    
    $
    180,177
    
    
    $
    201,932
    
    
    $
    183,500
 11




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Note 9. Restructuring and Related Costs
  Liability at
    
    
    
    
    
    
    
    
    
    
    Liability atDecember 31,
    
    
    
    
    
    
    Cash
    
    
    March 28,2007
    
    
    Net Charges
    
    
    Payments
    
    
    2008Global Efficiency Review
    
    $
    5,638
    
    
    $
    286
    
    
    $
    2,538
    
    
    $
    3,386Global Retail Portfolio Review (a)
    
    
    2,470
    
    
    
    157
    
    
    
    959
    
    
    
    1,668North American Apparel Licensing
    
    
    1,171
    
    
    
    109
    
    
    
    465
    
    
    
    815Global Reorganization
    
    
    33
    
    
    
    
    
    
    
    33
    
    
    
    Puerto Rico Manufacturing Facility
    
    
    160
    
    
    
    
    
    
    
    8
    
    
    
    152Restructuring liabilities as of March 28, 2008
    
    $
    9,472
    
    
    $
    552
    
    
    $
    4,003
    
    
    $
    6,021
 
 (a)
    
    The Company estimates charges of approximately $4,000, primarily related to lease termination
costs, to be recorded in the second quarter of 2008. Cash payments associated with this program
are expected to be substantially completed by the end of 2008. Note 10. Share Repurchase
    Note 11. Litigation
  12




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Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
  Critical Accounting Policies
  13




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Overview
 â
   
    
    First quarter revenue increased 1.2% from the prior year quarter to $340.4 million.
    
    Gross margin declined 170 basis points to 46.3%.
    
    Operating expenses decreased 9.2% from $148.0 million to $134.4 million.
    
    Operating profit for the quarter was $23.2 million compared to $13.6 million in the
first quarter of 2007.
    
    Net income was $18.0 million in the first quarter of 2008 compared to $9.3 million in
the first quarter of 2007.
    
    Diluted EPS increased from $.15 in the first quarter of 2007 to $.30 in the first
quarter of 2008. Excluding restructuring and related costs in both periods, diluted EPS
increased from $.22 to $.31.
    
    Cash at the end of the quarter was $134.8 million with no debt outstanding.
    14




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Results of Operations for the Three Months Ended March 28, 2008 and March 30, 2007
 Revenue
 ® ® ®
 Segments Review
  ® ® ®
 ®
   Products
 ® ® ® ® ®
 Channels
  15




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®
 Gross Profit
   Operating Expense
  ®
    16




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##### Table of Contents



Operating Income
      Other Income and Taxes
   17




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Reconciliation of Total Company, Europe and Asia Revenue Changes To Constant Dollar Revenue
Changes
  For the Three MonthsEnded March 28, 2008$ MillionsChange
    
    % ChangeRevenue increase (GAAP)
    
    $
    4.1
    
    
    
    1.2
    %Increase due to foreign exchange rate changes
    
    
    16.3
    
    
    
    4.8
    %Revenue decrease in constant dollars
    
    $
    (12.2
    )
    
    
    (3.6
    %)
  For the Three MonthsEnded March 28, 2008$ MillionsChange
    
    % ChangeRevenue increase (GAAP)
    
    $
    10.6
    
    
    
    6.9
    %Increase due to foreign exchange rate changes
    
    
    13.1
    
    
    
    8.5
    %Revenue decrease in constant dollars
    
    $
    (2.5
    )
    
    
    (1.6
    %)
  For the Three MonthsEnded March 28, 2008$ MillionsChange
    
    % ChangeRevenue increase (GAAP)
    
    $
    0.3
    
    
    
    0.7
    %Increase due to foreign exchange rate changes
    
    
    2.6
    
    
    
    7.0
    %Revenue decrease in constant dollars
    
    $
    (2.3
    )
    
    
    (6.3
    %)
  18




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##### Table of Contents



Reconciliation of Diluted EPS to Diluted EPS Excluding Restructuring and Related Costs
 For The Three Months EndedMarch 28,
    
    March 30,2008
    
    2007Diluted EPS, as reported (GAAP)
    
    $
    0.30
    
    
    $
    0.15Per share impact of restructuring and related costs,
net of tax effect
    
    
    0.01
    
    
    
    0.07Diluted EPS excluding restructuring and related costs
    
    $
    0.31
    
    
    $
    0.22
  Accounts Receivable and Inventory
   Liquidity and Capital Resources
     19




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##### Table of Contents



Off Balance Sheet Arrangements
   New Accounting Pronouncements
  20




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##### Table of Contents



Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
     
 Item 4. CONTROLS AND PROCEDURES
    21




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##### Table of Contents



Part II OTHER INFORMATION
 
 Item 1A. RISK FACTORS
  
 Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 ISSUER PURCHASES OF EQUITY SECURITIES(1)
 For the Three Fiscal Months Ended March 28, 2008
 Total Number
    
    
    Maximum Numberof Shares
    
    
    of SharesPurchased as Part
    
    
    That May YetTotal Number
    
    
    
    
    
    
    of Publicly
    
    
    be Purchasedof Shares
    
    
    Average Price
    
    
    Announced
    
    
    Under the PlansPeriod*
    
    Purchased **
    
    
    Paid per Share
    
    
    Plans or Programs
    
    
    or ProgramsJanuary 1  January 25
    
    
    
    
    
    $
    
    
    
    
    
    
    
    
    1,281,602January 26  February 22
    
    
    110,700
    
    
    
    15.03
    
    
    
    110,700
    
    
    
    1,170,902February 23  March 28
    
    
    557,400
    
    
    
    14.32
    
    
    
    557,400
    
    
    
    6,613,502Q1 Total
    
    
    668,100
    
    
    $
    14.44
    
    
    
    668,100
 Footnote
(1)
 ApprovedAnnouncement
    
    Program
    
    ExpirationDate
    
    Size (Shares)
    
    DateProgram 1
    
    
    02/09/2006
    
    
    
    6,000,000
    
    
    NoneProgram 2
    
    
    03/10/2008
    
    
    
    6,000,000
    
    
    None
  
 *
    
    Fiscal month**
    
    Based on trade date  not settlement date 22




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##### Table of Contents



Item 6. EXHIBITS
  Exhibit 10.1 
    
    The Timberland Company 2008 Executive Long Term Incentive Program, filed
herewith.Exhibit 31.1 
    
    Principal Executive Officer Certification Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002, filed herewith.Exhibit 31.2 
    
    Principal Financial Officer Certification Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002, filed herewith.Exhibit 32.1 
    
    Chief Executive Officer Certification Pursuant to Section 1350, Chapter 63
of Title 18, United States Code, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, furnished herewith.Exhibit 32.2 
    
    Chief Financial Officer Certification Pursuant to Section 1350, Chapter 63
of Title 18, United States Code, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, furnished herewith.
 23




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##### Table of Contents



SIGNATURES
  THE TIMBERLAND COMPANY
(Registrant)Date: May 7, 2008
    By:
    /s/ JEFFREY B. SWARTZJeffrey B. SwartzChief Executive OfficerDate: May 7, 2008
    By:
    /s/ JOHN CRIMMINSJohn CrimminsChief Financial Officer 24




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##### Table of Contents



EXHIBIT INDEX
 Exhibit
    
    DescriptionExhibit 10.1
    
    The Timberland Company 2008 Executive Long Term Incentive
Program, filed herewith.Exhibit 31.1
    
    Principal Executive Officer Certification Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002, filed herewith.Exhibit 31.2
    
    Principal Financial Officer Certification Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002, filed herewith.Exhibit 32.1
    
    Chief Executive Officer Certification Pursuant to Section
1350, Chapter 63 of Title 18, United States Code, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
furnished herewith.Exhibit 32.2
    
    Chief Financial Officer Certification Pursuant to Section
1350, Chapter 63 of Title 18, United States Code, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
furnished herewith.
 25