Ownership Submission
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
RUNSTAD JUDITH M
  2. Issuer Name and Ticker or Trading Symbol
POTLATCH CORP [PCH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
601 W. RIVERSIDE AVENUE, SUITE 1100
3. Date of Earliest Transaction (Month/Day/Year)
10/28/2005
(Street)

SPOKANE, WA 99201
4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 10/28/2005   M   5,249 A $ 39.413 5,249 D  
Common Stock 10/28/2005   S   5,249 D $ 44.98 0 D  
Common Stock 10/28/2005   M   2,624 A $ 30.5421 2,624 D  
Common Stock 10/28/2005   S   2,624 D $ 44.98 0 D  
Common Stock 10/28/2005   M   1,312 A $ 31.6066 1,312 D  
Common Stock 10/28/2005   S   1,312 D $ 44.98 0 D  
Common Stock 10/28/2005   M   1,509 A $ 27.32 1,824 D  
Common Stock 10/28/2005   M   2,624 A $ 23.7002 4,448 D  
Common Stock               5,000 I By Spouse

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 39.413 10/28/2005   M   5,249 (1)   12/02/2001 12/02/2009 Common Stock 5,249 $ 0 (6) 0 D  
Stock Option (right to buy) $ 30.5421 10/28/2005   M   2,624 (2)   12/07/2002 12/07/2010 Common Stock 2,624 $ 0 (6) 0 D  
Stock Option (right to buy) $ 31.6066 10/28/2005   M   1,312 (5)   12/04/2004 12/04/2013 Common Stock 1,312 $ 0 (6) 1,312 D  
Stock Option (right to buy) $ 27.32 10/28/2005   M   2,624 (3)   12/06/2003 12/06/2011 Common Stock 2,624 $ 0 (7) 0 D  
Stock Option (right to buy) $ 23.7002 10/28/2005   M   2,624 (4)   12/05/2004 12/05/2012 Common Stock 2,624 $ 0 (8) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
RUNSTAD JUDITH M
601 W. RIVERSIDE AVENUE, SUITE 1100
SPOKANE, WA 99201
  X      

Signatures

 Malcolm A. Ryerse, Attorney-in-fact   11/01/2005
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reporting person was granted stock options on December 2, 1999, to vest in two equal annual installments. The grant was made under the stockholder-approved Potlatch Corporation 1995 Stock Incentive Plan.
(2) The reporting person was granted stock options on December 7, 2000, to vest in two equal annual installments. The grant was made under the stockholder-approved Potlatch Corporation 2000 Stock Incentive Plan.
(3) The reporting person was granted stock options on December 6, 2001, to vest in two equal annual installments. The grant was made under the stockholder-approved Potlatch Corporation 2000 Stock Incentive Plan.
(4) The reporting person was granted stock options on December 5, 2002, to vest in two equal annual installments. The grant was made under the stockholder-approved Potlatch Corporation 2000 Stock Incentive Plan.
(5) The reporting person was granted stock options on December 4, 2003, to vest in two equal annual installments. The second installment has not vested as of the date of this report. The grant was made under the stockholder-approved Potlatch Corporation 2000 Stock Incentive Plan.
(6) The stock option, after exercise, was sold at an average price of $44.98 per share.
(7) 1,115 of these stock options, after exercise, were sold at an average price of $44.98 per share. The remaining 1,509 shares were acquired and added to the shares previously owned by the reporting person.
(8) All 2,624 of these stock options, after exercise, were acquired and added to the shares previously owned by the reporting person.

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