**Exhibit 99**

** **

**BoiseLand & Timber Holdings Corp.**

**ConsolidatedStatements of Income (Loss)**

(unaudited)

 
| ** **                                      | ** ** | **Three Months Ended  March 31** | ** ** |
|-------------------------------------------------|------------|----------------------------------|------------|
| ** **                                      | ** ** | **2006**                         | ** ** | **2005** | ** ** |
| ** **                                      | ** ** | **(thousands)**                  | ** ** |
| **Sales**                                       | ** ** | ** **                       | ** ** | ** ** | ** ** |
| Fiber                                           |       |                             |       |   |   |
| Trade                                           |       | $                                | —     |   | $ | 5 |   |
| Related parties                                 |       | —                           |       | 17,609 |   |
|                                            |       | —                           |       | 17,614 |   |
| **Costs  and expenses**                         | ** ** | ** **                       | ** ** | ** ** | ** ** |
| Materials,  labor, and other operating expenses |       | —                           |       | 2,303 |   |
| Depreciation,  amortization, and depletion      |       | —                           |       | 10,854 |   |
| General and  administrative expenses            |       | 3                                |       | 2,330 |   |
| Other (income)  expense, net                    |       | 31                               |       | (174 | ) |
|                                            |       | 34                               |       | 15,313 |   |
|                                            |       |                             |       |   |   |
| Gain on sale of  timberland assets              |       | —                           |       | 4,894 |   |
|                                            |       |                             |       |   |   |
| **Income  (loss) from operations**              |       | (34                              | )          | 7,195 |   |
| ** **                                      | ** ** | ** **                       | ** ** | ** ** | ** ** |
| Equity in net  income of affiliate              |       | 20                               |       | — |   |
| Interest expense                                |       | —                           |       | (11,519 | ) |
| Related-party  interest income                  |       | 5,417                            |       | 3,123 |   |
|                                            |       | 5,437                            |       | (8,396 | ) |
|                                            |       |                             |       |   |   |
| **Income  (loss) before income taxes**          |       | 5,403                            |       | (1,201 | ) |
| Income tax  provision                           |       | (2,196                           | )          | — |   |
| **Net  income (loss)**                          | ** ** | **$**                            | **3,207**  | ** ** | **$** | **(1,201** | **)** |

 

See accompanying notes to unaudited quarterly consolidatedfinancial statements.

 

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**Boise Land & Timber Holdings Corp.**

**ConsolidatedBalance Sheets**

(unaudited)

 
| ** **                                                                                                                                | ** ** | **March 31,  2006**                    | ** **  | **December 31,  2005** | ** ** |
|-------------------------------------------------------------------------------------------------------------------------------------------|------------|----------------------------------------|-------------|-----------------------------|------------|
| ** **                                                                                                                                | ** ** | **(thousands, except for share data)** | ** **  |
| **ASSETS**                                                                                                                                | ** ** | ** **                             | ** **  | ** **                  | ** ** |
|                                                                                                                                      |       |                                   |        |                        |       |
| **Current**                                                                                                                               | ** ** | ** **                             | ** **  | ** **                  | ** ** |
| Deferred income  taxes                                                                                                                    |       | $                                      | 1,200       |                        | $          | 1,638 |   |
|                                                                                                                                      |       | 1,200                                  |        | 1,638                       |       |
|                                                                                                                                      |       |                                   |        |                        |       |
| **Investments  in affiliates**                                                                                                            |       | 328                                    |        | 308                         |       |
| **Note  receivable from related party, net**                                                                                              |       | 276,134                                |        | 270,854                     |       |
| **Total  assets**                                                                                                                         | ** ** | **$**                                  | **277,662** | ** **                  | **$**      | **272,800** | ** ** |
| ** **                                                                                                                                | ** ** | ** **                             | ** **  | ** **                  | ** ** |
| **LIABILITIES  AND CAPITAL**                                                                                                              | ** ** | ** **                             | ** **  | ** **                  | ** ** |
|                                                                                                                                      |       |                                   |        |                        |       |
| **Current**                                                                                                                               | ** ** | ** **                             | ** **  | ** **                  | ** ** |
| Taxes payable                                                                                                                             |       | $                                      | 1,758       |                        | $          | — |   |
|                                                                                                                                      |       | 1,758                                  |        | —                      |       |
|                                                                                                                                      |       |                                   |        |                        |       |
| **Redeemable  common stock**                                                                                                              |       | 7,678                                  |        | 7,781                       |       |
| ** **                                                                                                                                | ** ** | ** **                             | ** **  | ** **                  | ** ** |
| **Commitments  and contingent liabilities**                                                                                               | ** ** | ** **                             | ** **  | ** **                  | ** ** |
|                                                                                                                                      |       |                                   |        |                        |       |
| **Capital**                                                                                                                               | ** ** | ** **                             | ** **  | ** **                  | ** ** |
| Common stock –  par value $.01; 66,000 and 65,317 shares authorized and 59,635 and  59,635    shares outstanding |       | 1                                      |        | 1                           |       |
| Additional  paid-in capital                                                                                                               |       | 267,733                                |        | 267,733                     |       |
| Accumulated  income (loss)                                                                                                                |       | 492                                    |        | (2,715                      | )          |
| **Total  capital**                                                                                                                        |       | 268,226                                |        | 265,019                     |       |
| ** **                                                                                                                                | ** ** | ** **                             | ** **  | ** **                  | ** ** |
| **Total  liabilities and capital**                                                                                                        | ** ** | **$**                                  | **277,662** | ** **                  | **$**      | **272,800** | ** ** |

 

Seeaccompanying notes to unaudited quarterly consolidated financial statements.

 

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**BoiseLand & Timber Holdings Corp.**

### **Consolidated Statements of Cash Flows**

(unaudited)

 
| ** **                                                                             | ** ** | **Three Months Ended  March 31** | ** ** |
|----------------------------------------------------------------------------------------|------------|----------------------------------|------------|
| ** **                                                                             | ** ** | **2006**                         | ** ** | **2005** | ** ** |
| ** **                                                                             | ** ** | **(thousands)**                  | ** ** |
| **Cash provided  by (used for) operations**                                            | ** ** | ** **                       | ** ** | ** ** | ** ** |
| Net income  (loss)                                                                     |       | $                                | 3,207      |   | $ | (1,201 | ) |
| Items in net  income not using (providing) cash                                        |       |                             |       |   |   |
| Equity in net  income of affiliates                                                    |       | (20                              | )          | — |   |
| Depreciation,  depletion, and amortization of deferred financing costs and other costs |       | —                           |       | 15,852 |   |
| Related-party  interest income                                                         |       | (5,417                           | )          | (3,123 | ) |
| Gain on sale of  timberland assets                                                     |       | —                           |       | (4,894 | ) |
| Deferred income  taxes                                                                 |       | 438                              |       | — |   |
| Decrease  (increase) in working capital, net of acquisitions                           |       |                             |       |   |   |
| Receivables                                                                            |       | —                           |       | 4 |   |
| Inventories                                                                            |       | —                           |       | (118 | ) |
| Accounts payable  and accrued liabilities                                              |       | —                           |       | (2,085 | ) |
| Current and  deferred income taxes                                                     |       | 1,758                            |       | — |   |
| Other                                                                                  |       | —                           |       | (170 | ) |
| Cash provided by  (used for) operations                                                |       | (34                              | )          | 4,265 |   |
|                                                                                   |       |                             |       |   |   |
| **Cash  provided by (used for) investment**                                            | ** ** | ** **                       | ** ** | ** ** | ** ** |
| Expenditures for  property and equipment                                               |       | —                           |       | (25 | ) |
| Expenditures for  timber and timberlands                                               |       | —                           |       | (540 | ) |
| Sale of  timberland assets, net                                                        |       | —                           |       | 1,632,005 |   |
| Note receivable  from related party, net                                               |       | 137                              |       | (253,000 | ) |
| Cash provided by  investment                                                           |       | 137                              |       | 1,378,440 |   |
|                                                                                   |       |                             |       |   |   |
| **Cash  provided by (used for) financing**                                             | ** ** | ** **                       | ** ** | ** ** | ** ** |
| Payments of  long-term debt                                                            |       | —                           |       | (1,225,000 | ) |
| Note payable to  related party, net                                                    |       | —                           |       | (157,509 | ) |
| Other                                                                                  |       | (103                             | )          | (197 | ) |
| Cash used for  financing                                                               |       | (103                             | )          | (1,382,706 | ) |
|                                                                                   |       |                             |       |   |   |
| **Increase  (decrease) in cash and cash equivalents**                                  |       | —                           |       | (1 | ) |
| ** **                                                                             | ** ** | ** **                       | ** ** | ** ** | ** ** |
| **Balance  at beginning of the period**                                                |       | —                           |       | 1 |   |
| ** **                                                                             | ** ** | ** **                       | ** ** | ** ** | ** ** |
| **Balance  at end of the period**                                                      | ** ** | **$**                            | **—** | ** ** | **$** | **—** | ** ** |

 

See accompanying notes to unaudited quarterly consolidatedfinancial statements.

 

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**BoiseLand & Timber Holdings Corp.**

**Consolidated Statements of Capital**

(unaudited)

 
| ** **                                | ** ** | ** **        | ** ** | **Additional Paid-In Capital** | ** ** | ** **                 | ** ** | ** **                      | ** ** |
|-------------------------------------------|------------|-------------------|------------|--------------------------------|------------|----------------------------|------------|---------------------------------|------------|
| ** **                                | ** ** | **Common  Stock** | ** ** | **Series A  Common Stock**     | ** ** | **Series B  Common Stock** | ** ** | **Accumulated  Income  (Loss)** | ** ** | **Total  Capital** | ** ** |
| **Shares**                                | ** ** | **Amount**        | **Shares** | ** **                     | **Amount** |
| ** **                                | ** ** | **(thousands)**   | ** ** |
|                                      |       |              |       |                           |       |                       |       |                            |       |   |   |   |   |   |   |
| Balance at  December 31, 2004        |       | $                 | 1          |                           | 7          |                       | $          | 30,040                          |       | 53 |   | $ | 237,693 |   | $ | (20,251 | ) | $ | 247,483 |   |
|                                      |       |              |       |                           |       |                       |       |                            |       |   |   |   |   |   |   |
| Net income                                |       | —            |       | —                         |       | —                     |       | —                          |       | — |   | 17,536 |   | 17,536 |   |
| Paid-in-kind dividend                     |       | —            |       | —                         |       | 2,458                      |       | —                          |       | (2,458 | ) | — |   | — |   |
|                                      |       |              |       |                           |       |                       |       |                            |       |   |   |   |   |   |   |
| Balance at  December 31, 2005        |       | 1                 |       | 7                              |       | 32,498                     |       | 53                              |       | 235,235 |   | (2,715 | ) | 265,019 |   |
|                                      |       |              |       |                           |       |                       |       |                            |       |   |   |   |   |   |   |
| Net income                                |       | —            |       | —                         |       | —                     |       | —                          |       | — |   | 3,207 |   | 3,207 |   |
| Paid-in-kind  dividend                    |       | —            |       | —                         |       | 641                        |       | —                          |       | (641 | ) | — |   | — |   |
| ** **                                | ** ** | ** **        | ** ** | ** **                     | ** ** | ** **                 | ** ** | ** **                      | ** ** | ** ** | ** ** | ** ** | ** ** | ** ** | ** ** |
| ** Balance  at March 31, 2006** | ** ** | **$**             | **1**      | ** **                     | **7**      | ** **                 | **$**      | **33,139**                      | ** ** | **53** | ** ** | **$** | **234,594** | ** ** | **$** | **492** | ** ** | **$** | **268,226** | ** ** |

 

Seeaccompanying notes to unaudited quarterly consolidated financial statements.

 

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***Notes to Unaudited Quarterly Consolidated Financial Statements***

 

##### ***Discontinued Operations***

 

InFebruary 2005, we sold all of our timberlands located across the PacificNorthwest, Louisiana, Alabama, and Minnesota to Forest Capital Partners, LLC(Forest Capital) for $1.65 billion in cash (Timberlands Sale). For thethree months ended March 31, 2005, we recorded a $4.9 million gain,net of $18.0 million of transaction costs related to the sale, in ourConsolidated Statement of Loss. Proceeds from the sale were used to eliminateall of our debt, including a related-party loan from Boise Cascade, L.L.C. (Boise LLC),the wholly owned operating subsidiary of Boise Cascade Holdings, L.L.C. (BoiseHoldings), and to make a related-party loan to Boise LLC. AtMarch 31, 2006, our assets consisted of $1.2 million of deferredincome tax benefits, a $0.3 million investment in unconsolidatedaffiliates, and a related-party receivable of $276.1 million from Boise LLC.The amount of the receivable will fluctuate with related-party activity.

 

***1.******                                      Basisof Presentation***

 

As used inthese consolidated financial statements, the terms “Timber Holdings” and “we”include Boise Land & Timber Holdings Corp. and its consolidatedsubsidiaries.

 

We haveprepared the quarterly consolidated financial statements pursuant to the rulesand regulations of the Securities and Exchange Commission (SEC). Someinformation and footnote disclosures, which would normally be included infinancial statements prepared in accordance with accounting principlesgenerally accepted in the United States, have been condensed or omittedpursuant to those rules and regulations. These quarterly consolidated financialstatements and notes should be read together with the consolidated financialstatements and notes filed with the SEC as Exhibit 99 of the Boise CascadeHoldings, L.L.C., 2005 Annual Report on Form 10-K.

 

The quarterlyconsolidated financial statements have not been audited by an independentregistered public accounting firm, but in the opinion of management, we haveincluded all adjustments necessary to present fairly the results for theperiods. Net income for the three months ended March 31, 2006 and 2005,involved estimates and accruals. Actual results may vary from those estimates. Exceptas may be disclosed within these Notes to Unaudited Quarterly ConsolidatedFinancial Statements, the adjustments made were of a normal, recurring nature. Quarterlyresults are not necessarily indicative of results that may be expected for theyear.

 

*Reclassifications*

 

Certain amounts in prior-period financial statementshave been reclassified to conform to the current-period presentation. Thesereclassifications did not affect net income (loss).

 

***2.******                                      Purchaseof OfficeMax’s Timberland Assets***

 

On October 29, 2004, we acquired OfficeMax’s timberlandassets for an aggregate consideration of $1,650.0 million, excluding feesand expenses (the Acquisition). We paid for the Acquisition with$15.0 million of cash and made contributions of $1,635.0 million toaffiliates, who in turn issued $1,635.0 million of timber installmentnotes to OfficeMax and an affiliate of OfficeMax. The $1,635.0 million ofinstallment notes issued to OfficeMax were nonrecourse with respect to ForestProducts Holdings, L.L.C. (Parent), a newly formed holding company controlledby Madison Dearborn Partners, LLC, and its consolidated subsidiaries andmature on January 29, 2020. In addition, we incurred $14.8 million ofdeferred financing costs and assumed $3.3 million of liabilities, net ofassets acquired, for a net purchase price of $1,661.6 million.

 

On the Acquisition date, Parent and an affiliate ofOfficeMax made an aggregate cash equity investment of $276.1 million in us.The equity investment consisted of $197.6 million invested by Parent inexchange for 44,000 shares of Series B common stock and $78.5 millioninvested by an affiliate of OfficeMax in exchange for 7,000 and11,000 shares of Series A common stock and Series B commonstock, respectively.

 

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**3.****                                      *Transactions With Related Parties***

 

Forthe three months ended March 31, 2006 and 2005, we participated in BoiseLLC’s centralized cash management system. Cash receipts attributable to ouroperations were collected by Boise LLC, and cash disbursements were funded byBoise LLC. For the three months ended March 31, 2006 and 2005, the neteffect of these transactions has been reflected in our Consolidated Statementsof Cash Flows as “Note receivable from related party, net” and “Note payable torelated party, net.”  The following tableincludes the components of these related-party transactions:

 
| ** **                               | ** ** | **Three Months Ended  March 31** | ** ** |
|------------------------------------------|------------|----------------------------------|------------|
| ** **                               | ** ** | **2006**                         | ** ** | **2005** | ** ** |
| ** **                               | ** ** | **(thousands)**                  | ** ** |
|                                     |       |                             |       |   |   |
| Cash collections                         |       | $                                | 31         |   | $ | (17,942 | ) |
| Payment of  accounts payable             |       | 3                                |       | 13,507 |   |
| Purchase of  management equity units     |       | 103                              |       | 32 |   |
| Capital  expenditures                    |       | —                           |       | 565 |   |
| Net cash from  sale of timberlands       |       | —                           |       | (1,632,005 | ) |
| Payments of  long-term debt              |       | —                           |       | 1,225,000 |   |
| Note payable to  related party, net      |       | —                           |       | 157,509 |   |
| Other                                    |       | —                           |       | 334 |   |
| Note receivable  from related party, net | ** ** | **$**                            | **137**    | ** ** | **$** | **(253,000** | **)** |

 

During the three monthsended March 31, 2006 and 2005, we used services and administrative staffof Boise LLC. These included, but were not limited to, finance, accounting,legal, information technology, and human resource functions. The costsallocated to us were specifically identifiable as services used by us. Thesecosts are included in “General and administrative expenses” in the ConsolidatedStatements of Income (Loss). All cash advances necessary to fund the leaseand/or purchase of timberlands and other expenditures, to the extent notprovided through internally generated funds, were provided by Boise LLC. Theseamounts have been reflected in our Consolidated Statements of Cash Flows as “Notereceivable from related party, net” and “Note payable to related party, net.”

 

Prior to the Timberlands Sale, we were a majorsupplier of fiber to Boise LLC. During the three months ended March 31,2005, sales of fiber to Boise LLC are reported as fiber sales to relatedparties in the Consolidated Statement of Loss and were based on prices thatapproximated market prices.

 

For the three months ended March 31, 2005,essentially all of our sales were to Boise LLC. This represents a concentrationin the volume of business transacted and the revenue generated fromtransactions with Boise LLC.

 

Concurrent with the Timberlands Sale, we made arelated-party loan of $264.8 million to Boise LLC. The principalamount of this loan is subject to adjustment based on transactions between usand Boise LLC. The balance at March 31, 2006, was $276.1 millionand was recorded in “Note receivable from related party, net.” Included in “Notereceivable from related party, net” was $24.3 million of accrued interestincome at March 31, 2006. This note bears interest of 8% per annum,compounded semiannually, and matures on February 4, 2015.

 

For the three months ended March 31, 2005, BoiseLand & Timber Corp., a wholly owned direct subsidiary of TimberHoldings, leased employees from Boise LLC. During this period, most of theleased employees participated in Boise LLC’s defined benefit plans, andmost of the employees were eligible for participation in Boise LLC’sdefined contribution plans. We have included the costs associated with employeeswho participated in the plans in the Consolidated Statement of Loss. Thesecosts were not material in any of the periods presented.

 

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***4.******                                      IncomeTaxes***

 

For federal income tax purposes, the acquisition ofBoise Timberlands was treated as an asset purchase, and we had a tax basis inthe acquired assets equal to the purchase price. As a result, we depletedassets with a higher tax basis after the date of the Acquisition. During thethree months ended March 31, 2006 and 2005, we recognized$2.2 million and no income tax expense, respectively. In 2006, we reduced$0.4 million of our deferred tax assets, which relate primarily to afederal net operating loss carryforward, and recorded $1.8 million of currenttaxes payable.

 

During the three months ended March 31, 2006 and2005, our effective tax rate was 39.9% and 38.9%. In all periods presented, allof our pretax income was from domestic sources.

 

***5.******                                      Leases***

 

As a result of the Timberlands Sale, we are no longera party to any lease obligations and have no contingent liability for anyleases that were sold to Forest Capital by our subsidiaries. During all of theperiods presented, we did not have any capital leases. Rental expenses foroperating leases, primarily timberland leases, amounted to $0.3 millionfor the three months ended March 31, 2005.

 

***6.******                                      Debt***

 

In October 2004, we entered into a six-year,$1,225.0 million Tranche C term loan. Borrowings under the term loanbore interest at floating rates. We paid approximately $14.8 million offees and expenses associated with obtaining the term loan. The fees wereamortized over three months, the period the debt was outstanding before beingpaid in full with the proceeds from the Timberlands Sale in February 2005. Accordingly,at March 31, 2006, and at December 31, 2005, we had no deferredfinancing costs recorded on our Consolidated Balance Sheets.

 

In October 2004, we also obtained a$160.4 million, 6% related-party loan from Boise LLC, that was due tomature in October 2015. Proceeds from the Timberlands Sale were used torepay this related-party loan in February 2005.

 

For the three months ended March 31, 2006, wemade no cash payments for interest, net of interest capitalized, compared with$5.6 million for the same period in 2005.

 

For the three months ended March 31, 2005, ouraverage interest rate was 4.9%.

 

***7.******                                      FinancialInstruments***

 

In all periods presented, we had no financialinstruments, including items such as receivables, payables, and debt.

 

***8.******                                      Commitmentsand Guarantees***

 

*Commitments*

 

As a result of the Timberlands Sale, we have nocommitments, including no commitments for leases or debt.

 

*Guarantees*

 

For information on our guarantees, see Note 10,Commitments and Guarantees, of the Notes to Consolidated Financial Statementsin Exhibit 99 of the Boise Cascade Holdings, L.L.C., 2005 Annual Report onForm 10-K.

 

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***9.******                                      LegalProceedings and Contingencies***

 

We are not aware of any litigation or administrative proceedingsinvolving Timber Holdings.

 

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