===============================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE YEAR ENDED DECEMBER 31, 1993 COMMISSION FILE NUMBER 1-3157
INTERNATIONAL PAPER COMPANY
RETIREMENT SAVINGS PLAN
(FULL TITLE OF THE PLAN)
INTERNATIONAL PAPER COMPANY
TWO MANHATTANVILLE ROAD
PURCHASE, NY 10577
TELEPHONE: (914) 397-1500
(NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND
THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE)
13-0872805
(I.R.S. EMPLOYER IDENTIFICATION NO.)
===============================================================================
<PAGE>
Financial Statements.
Financial statements for the International Paper Company Retirement
Savings Plan and the report of Arthur Andersen & Co. with respect
thereto are as follows:
Page(s)
-------
Report of Independent Public Accountants ................... 2
Statements of Net Assets Available for Benefits
-December 31, 1993 and 1992 ............................... 3-4
Statements of Changes in Net Assets Available for Benefits
-Year Ended December 31, 1993 and Three Months Ended
December 31, 1992 ....................................... 5-6
Notes to Financial Statements .............................. 7-15
1
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO THE PLAN ADMINISTRATOR OF THE INTERNATIONAL PAPER COMPANY
RETIREMENT SAVINGS PLAN:
We have audited the accompanying statements of net assets available
for benefits of the International Paper Company Retirement Savings Plan
as of December 31, 1993 and 1992, and the related statements of changes
in net assets available for benefits for the year ended December 31,
1993, and the three months ended December 31, 1992. These financial
statements are the responsibility of the plan administrator. Our
responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for
our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for benefits
of the International Paper Company Retirement Savings Plan as of
December 31, 1993 and 1992, and the changes in net assets available for
benefits for the year ended December 31, 1993, and the three months
ended December 31, 1992, in conformity with generally accepted
accounting principles.
Arthur Andersen & Co.
Memphis, Tennessee,
June 15, 1994.
2
<PAGE>
<TABLE> <CAPTION>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1993
(in thousands)
Fixed Company Diversified
Income Stock Equity Balanced
Fund Fund Fund Fund Total
------- ------- ----------- -------- -------
<S> <C> <C> <C> <C> <C>
Equity in Net Assets
of International Paper
Company Combined Defined
Contribution Trust Fund
(Note 1) ............... $25,323 $14,864 $2,024 $ 65 $42,276
------- ------- ------ ------ -------
NET ASSETS AVAILABLE
FOR BENEFITS ........... $25,323 $14,864 $2,024 $ 65 $42,276
======= ======= ====== ====== =======
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
3
</TABLE>
<PAGE>
<TABLE> <CAPTION>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1992
(in thousands)
Fixed Company Diversified
Income Stock Equity
Fund Fund Fund Total
------- ------- ----------- -------
<S> <C> <C> <C> <C>
Equity in Net Assets
of International Paper
Company Combined Defined
Contribution Trust Fund
(Note 1) ............... $18,468 $11,043 $1,771 $31,282
------- ------- ------ -------
NET ASSETS AVAILABLE
FOR BENEFITS ........... $18,468 $11,043 $1,771 $31,282
======= ======= ====== =======
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
4
</TABLE>
<PAGE>
<TABLE> <CAPTION>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1993
(in thousands)
Fixed Company Diversified
Income Stock Equity Balanced
Fund Fund Fund Fund Total
-------- -------- ----------- -------- -------
<S> <C> <C> <C> <C> <C>
Increase attributable to:
Equity in investment
activities of Combined
Defined Contribution
Trust Fund (Note 1) ...... $ 1,322 $ 747 $ 154 $ 4 $ 2,227
------- ------- ------ ------ -------
Participants' contributions. 336 2,796 148 19 3,299
------- ------- ------ ------ -------
Company contributions (net
of participant forfeitures
of $66)................... 945 1,514 - - 2,459
------- ------- ------ ------ -------
Distributions and
withdrawals .............. (1,553) (1,140) (156) (3) (2,852)
------- ------- ------ ------ -------
Administrative fees and
expenses ................. (49) (28) (2) - (79)
------- ------- ------ ------ -------
Transfers (to) from other
funds .................... (127) (44) 126 45 -
------- ------- ------ ------ -------
Transfers (to) from other
plans (Note 6) ........... 5,981 (24) (17) - 5,940
------- ------- ------ ------ -------
Increase in net
assets ................... 6,855 3,821 253 65 10,994
Net Assets Available for
Benefits:
December 31, 1992 ........ 18,468 11,043 $1,771 - $31,282
------- ------- ------ ------ -------
December 31, 1993 ........ $25,323 $14,864 $2,024 $ 65 $42,276
======= ======= ====== ====== =======
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
</TABLE>
5
<PAGE>
<TABLE> <CAPTION>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Three Months Ended December 31, 1992
(in thousands)
Fixed Company Diversified
Income Stock Equity
Fund Fund Fund Total
------- ------- ----------- -------
<S> <C> <C> <C> <C>
Increase (decrease) attributable to:
Equity in investment activities
of Combined Defined Contribution
Trust Fund (Note 1) ................ $ 23 $ 68 $ - $ 91
------- ------- ------ -------
Participants' contributions .......... 88 115 - 203
------- ------- ------ -------
Company contributions (net of
participant forfeitures of $1) ..... - 78 - 78
------- ------- ------ -------
Distributions and withdrawals ........ (18) (23) - (41)
------- ------- ------ -------
Administrative fees and expenses ..... (1) (1) - (2)
------- ------- ------ -------
Transfers (to) from other funds ...... (1) 1 - -
------- ------- ------ -------
Transfers from other plans ........... 17,313 9,530 1,771 28,614
------- ------- ------ -------
Increase in net assets ............... 17,404 9,768 1,771 28,943
Net Assets Available for Benefits:
October 1, 1992 .................... 1,064 1,275 - 2,339
------- ------- ------ -------
December 31, 1992 .................. $18,468 $11,043 $1,771 $31,282
======= ======= ====== =======
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
</TABLE>
6
<PAGE>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1. Description of the Retirement Savings Plan
General
The Retirement Savings Plan (the "Plan") is a defined contribution
plan providing retirement benefits to certain designated groups of non-
bargaining employees of International Paper Company and subsidiaries
(the "Company"). The Plan was established January 1, 1991, for certain
designated employees not eligible to contribute to any other tax-
qualified defined contribution plan of the Company.
The assets of the Plan are held by State Street Bank and Trust
Company (the "Trustee") and administered under a master trust agreement
(referred to herein as the "Combined Defined Contribution Trust Fund").
All administrative costs are charged to the Plan.
Selected financial data of the Combined Defined Contribution Trust
Fund is included in Note 7. As of December 31, 1993 and 1992, the
Plan's net assets consisted of an equity percentage in the net assets of
the Combined Defined Contribution Trust Fund as follows:
Percent of Equity
-----------------
Investment Fund 1993 1992
--------------- ------ ------
Fixed Income Fund ............. 7% 5%
Company Stock Fund ............ 2% 2%
Diversified Equity Fund ....... 4% 6%
Balanced Fund ................. -% -%
It is the Company's intention to continue the Plan. However, it
reserves the right to amend, suspend or terminate the Plan at any time.
In the event of termination, assets of the Plan will be used solely for
the benefit of the participants and their beneficiaries.
Contributions
Participants in the Plan can make basic contributions on either a
before-tax or after-tax basis (but not both). The Company will make a
matching contribution on the participants' basic contributions. All
employee basic and Company matching contributions are invested in the
Company Stock Fund. In addition, participants can make supplemental
contributions on a before-tax or an after-tax basis (but not both),
provided the participant has made the maximum basic contributions. The
Company does not make any contributions matching the supplemental
contributions. Supplemental contributions may be invested in the
Company Stock Fund, the Fixed Income Fund, the Balanced Fund and the
Diversified Equity Fund in multiples of 10%. Employee contributions are
subject to statutory limitations on annual contributions.
7
<PAGE>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 1. Description of the Retirement Savings Plan - (Continued)
Participants from the Company's Lock Haven and Nicolet locations can
make basic and supplemental contributions from 1% to 4% of prior year's
total pay. The Company will make matching contributions equal to 50% of
the participants' basic contributions.
For all other participants, basic and supplemental contributions may
be made on a set weekly dollar amount (usually $3, $6, $9, $12 and $15).
Company matching contributions are made according to the following
schedule:
Years of Service Company Matching Contributions
---------------- ------------------------------
Less than 10 50% of basic contributions
10 but less than 15 75% of basic contributions
15 or more 100% of basic contributions
For those participants covered by a pension formula based on the
former Retirement Thrift Plan - Defined Benefit Portion, a Company fixed
contribution is made for each week worked, based on a set dollar amount
which varies by location, and is invested in the Fixed Income Fund.
A participant becomes vested in the shares of Company stock purchased
with Company matching contributions, including shares purchased with
reinvested dividends, according to the following schedule:
Years of Vesting Service Percent Vested
------------------------ --------------
Less than 3 ...................... 0%
3 but less than 4 ................ 35%
4 but less than 5 ................ 70%
5 or more ........................ 100%
A participant also becomes fully vested if one of the following
occurs: (1) attainment of age 65 while employed by the Company; (2)
termination of employment due to permanent closing of work facility
departments; or (3) termination of employment due to death or total
disability.
The Plan is authorized to accept rollover contributions and direct
trust-to-trust transfers of amounts which participants are entitled to
receive from other qualified profit-sharing, stock bonus or savings
plans.
Participation
An employee is eligible to participate in the Plan if the employee:
(1) is a union-free hourly employee; (2) is not contributing to another
qualified defined contribution plan sponsored by the Company; (3) is
employed on a non-temporary basis; and (4) has completed 12 months of
continuous employment from the date of hire. As of December 31, 1993
and 1992, there were 7,794 and 5,439 participants, respectively, in the
Plan. Participant contributions to the Plan are voluntary.
8
<PAGE>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 1. Description of the Retirement Savings Plan - (Continued)
Valuation of Participants' Accounts
Participants' accounts in each fund are adjusted to reflect their
contributions during each month and the effect of income (collected and
accrued), realized and unrealized gains and losses, expenses and all
other transactions during such month. As of the end of each month, an
allocation is made to each participant's account of the Company common
stock provided by Company matching contributions during such month, and
such account is adjusted to reflect dividends paid or any rights,
warrants or options issued on such shares previously allocated to the
participant.
Distributions and Withdrawals
Distributions are normally made when a participant retires,
terminates employment or dies. With the exception of the Company Stock
Fund, distributions are in cash for the value of the participant's account.
Distributions from the Company Stock Fund are either in cash, shares of common
stock or both.
A participant may make partial or full general withdrawals in the
following order: (1) all or part of the value of supplemental after-tax
contributions and basic after-tax contributions made prior to the last
24 months without a suspension of future Company matching contributions;
(2) all or part of the value of the basic after-tax contributions made
during the last 24 months, with future Company matching contributions
suspended for three months; (3) all or part of the value of a rollover
account, if any; and (4) all or part of the value of Company matching
contributions made 24 months prior to January 1, 1993, with future Company
matching contributions suspended for six months.
Participants who have attained age 59 1/2 may withdraw the value of
their before-tax contributions and the value of all vested Company
matching contributions, in addition to other amounts available under a
general withdrawal, with all contributions suspended for six months.
If the total amount available to a participant under a general
withdrawal is insufficient to meet his or her financial needs, a
participant who has not attained age 59 1/2 may apply to the plan
administrator for a "hardship" withdrawal of part or all of the amount
of vested Company matching contributions made before the last 24 months,
before-tax contributions and certain earnings thereon, with all
contributions suspended for 12 months.
Withdrawals may be made at intervals of at least 12 months.
Subject to statutory limitations, loans are also available to
participants up to (on a cumulative outstanding basis) the lesser of 50%
of the vested value of the employee's account or $50,000 less the excess
of the highest outstanding loan balance during the preceding twelve
months over the outstanding balance of loans from the Plan on the date
the loan is made.
9
<PAGE>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 1. Description of the Retirement Savings Plan - (Continued)
Forfeitures
Any unvested Company contributions forfeited by an employee upon
termination of employment are credited against Company contributions.
NOTE 2. Accounting Policies
The financial statements of the Plan have been prepared on the
accrual basis of accounting. The Plan's net assets available for
benefits consists of the Plan's equity in the net assets of the Combined
Defined Contribution Trust Fund. Investments in the Company Stock Fund,
the Diversified Equity Fund, the Balanced Fund and portions of the Fixed
Income Fund are reflected at the quoted market value as of the Plan's
year end. Investments in group annuity and investment contracts are
reflected at cost plus interest earned through the Plan's year end.
The Plan accounts for realized and unrealized appreciation or
depreciation of Plan assets using the current value approach, as
required by the Department of Labor. This approach requires that
realized and unrealized appreciation or depreciation of plan assets be
based on the value of the assets as of the beginning of the plan year or
at the time of purchase during the year.
Contributions, benefit payments and transfers are specifically
identified with the Plan. Net investment income of the Combined Defined
Contribution Trust Fund is allocated to the Plan in proportion to the
Plan's equity in the Combined Defined Contribution Trust Fund.
NOTE 3. Investments
The assets of the Fixed Income Fund are primarily invested in group
annuity and investment contracts with various life insurance companies,
commercial banks and other financial institutions, under which each
issuer agrees to repay the principal amount plus interest according to
the terms of the contract. The ultimate realization of the contract
amount is dependent upon the financial condition of the issuer. The
Fixed Income Fund's primary investment manager is Bankers Trust
Investment Management Group. An additional market-value bond component
of the fund is managed by the Pacific Investment Management Company.
The assets of the Company Stock Fund consist of shares of Company
common stock.
The assets of the Diversified Equity Fund consist primarily of an
interest in a diversified common stock fund managed by the Vanguard
Group of Investment Companies.
The assets of the Balanced Fund consist primarily of an interest in
the Wellington Fund, a mutual fund sponsored by the Vanguard Group of
Investment Companies.
Occasionally, the funds hold cash on a temporary basis pending
investment or withdrawals. Cash balances are invested in the Trustee's
short-term investment fund.
10
<PAGE>
INTERNATIONAL PAPER COMPANY RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 4. Federal Income Taxes
The Plan was implemented effective January 1, 1991. Before the end
of the "remedial amendment period", as defined in the U.S. Treasury
regulations, the Company will file an application with the Internal
Revenue Service ("IRS") for a formal determination that the Plan
qualifies under the provisions of Section 401 of the Internal Revenue
Code of 1986, as amended (the "Code"), and that the trust is exempt from
federal income tax under the provisions of Section 501 of the Code.
In the opinion of management, the Plan in form and in operation
satisfies the requirements of Sections 401 and 501 of the Code.
Accordingly, no provision for federal income taxes has been made in the
accompanying financial statements.
NOTE 5. Contributions Receivable
Contributions receivable from participants and the Company as of
December 31, 1993 and 1992, were remitted to the Trustee during 1994 and
1993, respectively.
NOTE 6. Significant Transfers
Effective at the close of business on December 31, 1993, assets
totalling $5,840,378 for the participants of the Hourly Savings Plan at
the Androscoggin Mill were transferred into the Plan.
11
<PAGE>
<TABLE> <CAPTION>
NOTE 7. Selected financial data of the Combined Defined
Contribution Trust Fund:
INTERNATIONAL PAPER COMPANY
COMBINED DEFINED CONTRIBUTION TRUST FUND
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1993
(in thousands)
Fixed Company Diversified USG Real
Income Stock Equity Balanced Stock Estate
Fund Fund Fund Fund Fund Fund Total
----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Assets
Investments, at fair value, and cash
Group annuity contracts $311,989 $- $- $- $- $- $311,989
Corporate bonds 1,990 - - - - - 1,990
Mutual funds 37,353 - - - - - 37,353
Commingled funds 6,849 - - - - - 6,849
Mortgages 5,077 - - - - - 5,077
Investments in International Paper
Company common stock
(cost $408,611) - 691,982 - - - - 691,982
Investments in Diversified Equity
Fund (cost $44,166) - - 47,964 - - - 47,964
Investments in Balanced Fund
(cost $24,893) - - - 25,650 - - 25,650
Investments in USG Stock Fund
(cost $814) - - - - 85 - 85
Real estate - - - - - 1,435 1,435
Cash and temporary investments 1,701 2,101 - 1 7 1,570 5,380
--------------------------------------------------------------------------------
Total investments and cash 364,959 694,083 47,964 25,651 92 3,005 1,135,754
--------------------------------------------------------------------------------
Receivables
Dividends and interest 2,053 152 11 23 - 2 2,241
Employee contributions 14 2,250 436 381 - - 3,081
Employer contributions 818 1,763 - - - - 2,581
Loan repayments 30 641 86 17 - - 774
Loans 10,783 28,637 1,901 658 5 - 41,984
Transfers-in 7,536 - 1,857 935 - - 10,328
--------------------------------------------------------------------------------
Total receivables 21,234 33,443 4,291 2,014 5 2 60,989
--------------------------------------------------------------------------------
Total assets 386,193 727,526 52,255 27,665 97 3,007 1,196,743
--------------------------------------------------------------------------------
Liabilities
Distributions (6,438) (4,898) (1,066) (249) - - (12,651)
Loans (716) (208) (221) (53) - - (1,198)
Transfers-out - (2,426) (805) - - (1,556) (4,787)
--------------------------------------------------------------------------------
Total liabilities (7,154) (7,532) (2,092) (302) - (1,556) (18,636)
--------------------------------------------------------------------------------
Net assets available for benefits $379,039 $719,994 $50,163 $27,363 $97 $1,451 $1,178,107
================================================================================
12
</TABLE>
<PAGE>
<TABLE> <CAPTION>
NOTE 7. Selected financial data of the Combined Defined
Contribution Trust Fund - (Continued):
INTERNATIONAL PAPER COMPANY
COMBINED DEFINED CONTRIBUTION TRUST FUND
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1992
(in thousands)
Fixed Company Diversified USG Real
Income Stock Equity Balanced Government Stock Estate
Fund Fund Fund Fund Fund Fund Fund Total
--------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Investments, at fair value, and cash
Group annuity contracts $334,991 $ - $ - $ - $ - $ - $ - $ 334,991
Corporate bonds 3,918 - - - - - - 3,918
Mutual funds 10,382 - - - - - - 10,382
Commingled funds 7,860 - - - - - - 7,860
Mortgages 6,289 - - - - - - 6,289
U. S. government securities - - - - 693 - - 693
Investments in International Paper
Company common stock
(cost $378,957) - 652,593 - - - - - 652,593
Investments in Diversified Equity
Fund (cost $20,617) - - 21,381 - - - - 21,381
Investments in Balanced Fund
(cost $8,662) - - - 8,717 - - - 8,717
Investments in USG Stock Fund
(cost $899) - - - - - 83 - 83
Real estate - - - - - - 3,186 3,186
Cash and temporary investments 1 3,194 2 2 2 68 28 3,297
----------------------------------------------------------------------------------------
Total investments and cash 363,441 655,787 21,383 8,719 695 151 3,214 1,053,390
---------------------------------------------------------------------------------------
Receivables
Dividends and interest 2,297 92 2 - 1 1 - 2,393
Employee contributions 216 1,407 308 51 20 - - 2,002
Employer contributions - 1,044 - - - - - 1,044
Loan repayments - 473 - - 3 - - 476
Loans 6,702 26,088 1,051 364 37 5 - 34,247
Transfers-in 66 36 7,574 4,395 - - - 12,071
---------------------------------------------------------------------------------------
Total receivables 9,281 29,140 8,935 4,810 61 6 - 52,233
---------------------------------------------------------------------------------------
Total assets 372,722 684,927 30,318 13,529 756 157 3,214 1,105,623
----------------------------------------------------------------------------------------
Liabilities
Employer contributions ( 207) - - - - - - ( 207)
Distributions ( 4,372) ( 5,450) ( 106) ( 8) - - - ( 9,936)
Loans ( 570) ( 1,781) ( 192) ( 15) - - - ( 2,558)
Administrative fees ( 136) ( 4) - - - - - ( 140)
Transfers-out ( 8,348) ( 3,634) ( 2) - ( 72) ( 62) - ( 12,118)
---------------------------------------------------------------------------------------
Total liabilities (13,633) (10,869) ( 300) ( 23) ( 72) ( 62) - ( 24,959)
---------------------------------------------------------------------------------------
Net assets available for benefits $359,089 $674,058 $30,018 $13,506 $ 684 $ 95 $ 3,214 $1,080,664
========================================================================================
13
</TABLE>
<PAGE>
<TABLE> <CAPTION>
NOTE 7. Selected financial data of the Combined Defined
Contribution Trust Fund - (Continued):
INTERNATIONAL PAPER COMPANY
COMBINED DEFINED CONTRIBUTION TRUST FUND
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1993
(in thousands)
Fixed Company Diversified USG Real
Income Stock Equity Balanced Stock Estate
Fund Fund Fund Fund Fund Fund Total
------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Change attributable to:
Investment activities -
Dividend and interest income $ 27,599 $ 18,182 $ 1,321 $ 1,366 $ - $ 4 $ 48,472
Unrealized appreciation
(depreciation) of investments (173) 6,541 2,201 703 20 (202) 9,090
Net gain (loss) on sale of
investments 73 6,238 112 19 (16) (4) 6,422
Other income (expense) (65) (4) (4) 22 - - (51)
------------------------------------------------------------------------------------------
Net investment income (loss) 27,434 30,957 3,630 2,110 4 (202) 63,933
Employee contributions 18,880 42,903 3,016 1,251 - - 66,050
Employer contributions 8,721 25,189 757 535 - - 35,202
Transfers, net (2,667) (8,709) 15,182 10,432 67 (1,556) 12,749
------------------------------------------------------------------------------------------
Total 52,368 90,340 22,585 14,328 71 (1,758) 177,934
------------------------------------------------------------------------------------------
Distributions and withdrawals (32,275) (43,264) (2,381) (445) (69) (5) (78,439)
Administrative fees (827) (1,140) (59) (26) - - (2,052)
------------------------------------------------------------------------------------------
Total (33,102) (44,404) (2,440) (471) (69) (5) (80,491)
------------------------------------------------------------------------------------------
Net increase (decrease) 19,266 45,936 20,145 13,857 2 (1,763) 97,443
Net assets available for benefits:
December 31, 1992 359,773 674,058 30,018 13,506 95 3,214 1,080,664
------------------------------------------------------------------------------------------
December 31, 1993 $379,039 $719,994 $ 50,163 $ 27,363 $ 97 $1,451 $1,178,107
==========================================================================================
14
</TABLE>
<PAGE>
<TABLE> <CAPTION>
NOTE 7. Selected financial data of the Combined Defined
Contribution Trust Fund - (Continued):
INTERNATIONAL PAPER COMPANY
COMBINED DEFINED CONTRIBUTION TRUST FUND
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
SIX MONTHS ENDED DECEMBER 31, 1992
(in thousands)
Fixed Company Diversified USG Real
Income Stock Equity Balanced Government Stock Estate
Fund Fund Fund Fund Fund Fund Fund Total
-----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Change attributable to:
Investment activities -
Dividend and interest income $ 14,133 $ 8,332 $ 425 $ 237 $ 7 $ 1 $ 14 $ 23,149
Unrealized appreciation
(depreciation) of investments 44 (27,976) 909 18 - (37) (109) (27,151)
Net gain (loss) on sale of
investments 153 (349) 51 2 - (1) (1) (145)
Otherincome 42 - - - - - - 42
------------------------------------------------------------------------------------------
Net investment income (loss) 14,372 (19,993) 1,385 257 7 (37) (96) (4,105)
Employee contributions 12,631 17,349 1,195 76 27 - - 31,278
Employer contributions 3,300 11,832 - - - - - 15,132
Transfers-in 350,574 686,245 27,750 13,202 657 132 3,324 1,081,884
-----------------------------------------------------------------------------------------
Total 380,877 695,433 30,330 13,535 691 95 3,228 1,124,189
------------------------------------------------------------------------------------------
Distributions and withdrawals (21,177) (20,788) (299) (25) (7) - (14) (42,310)
Administrative fees (611) (587) (13) (4) - - - (1,215)
------------------------------------------------------------------------------------------
Total (21,788) (21,375) (312) (29) (7) - (14) (43,525)
------------------------------------------------------------------------------------------
Net increase 359,089 674,058 30,018 13,506 684 95 3,214 1,080,664
Net assets available for benefits:
July 1, 1992 - - - - - - - -
-----------------------------------------------------------------------------------------
December 31, 1992 $359,089 $674,058 $30,018 $13,506 $ 684 $ 95 $3,214 $1,080,664
==========================================================================================
15
</TABLE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the person who administers the Plan has duly caused this annual report
to be signed by the undersigned thereunto duly authorized.
INTERNATIONAL PAPER COMPANY
RETIREMENT SAVINGS PLAN
(Name of Plan)
By /s/ ROBERT M. BYRNES
---------------------------------------
Robert M. Byrnes, Senior Vice President
and Administrator of the Plan
Date: June 23, 1994
Purchase, New York
16
