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
SALARIED 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 Salaried
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 Six Months Ended
December 31, 1992 .................................... 5-6
Notes to Financial Statements ........................... 7-17
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO THE PLAN ADMINISTRATOR OF THE INTERNATIONAL PAPER COMPANY
SALARIED SAVINGS PLAN:
We have audited the accompanying statements of net assets available
for benefits of the International Paper Company Salaried 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 six 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 Salaried 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 six months ended December
31, 1992, in conformity with generally accepted accounting principles.
Arthur Andersen & Co.
Memphis, Tennessee,
June 15, 1994.
<PAGE>
<TABLE><CAPTION>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1993
(in thousands)
Fixed Company Diversified Real
Income Stock Equity Balanced Estate
Fund Fund Fund Fund Fund Total
-------- -------- -------- ----------- ------ ----------
<S> <C> <C> <C> <C> <C> <C>
Equity in Net Assets of International
Paper Company Combined Defined
Contribution Trust Fund
(Note 1) .......................... $ 299,694 $ 705,130 $ 48,139 $ 26,910 $ 1,451 $1,081,324
--------- --------- -------- -------- ------- ----------
NET ASSETS AVAILABLE FOR BENEFITS ... $ 299,694 $ 705,130 $ 48,139 $ 26,910 $ 1,451 $1,081,324
========= ========= ======== ======== ======= ==========
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
</TABLE>
3
<PAGE>
<TABLE><CAPTION>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1992
(in thousands)
Fixed Company Diversified Real
Income Stock Equity Balanced Estate
Fund Fund Fund Fund Fund Total
-------- -------- -------- ----------- ------ ----------
<S> <C> <C> <C> <C> <C> <C>
Equity in Net Assets of International
Paper Company Combined Defined
Contribution Trust Fund
(Note 1) .......................... $ 301,625 $ 662,993 $ 28,247 $ 13,506 $ 3,214 $1,009,585
--------- --------- -------- -------- ------- ----------
NET ASSETS AVAILABLE FOR BENEFITS ... $ 301,625 $ 662,993 $ 28,247 $ 13,506 $ 3,214 $1,009,585
========= ========= ======== ======== ======= ==========
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
</TABLE>
4
<PAGE>
<TABLE><CAPTION>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1993
(in thousands)
Fixed Company Diversified Real
Income Stock Equity Balanced Estate
Fund Fund Fund Fund Fund Total
--------- --------- ----------- ------ -------- --------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) attributable to:
Equity in investment activities
of Combined Defined Contribution
Trust Fund ...................... $ 22,188 $ 30,232 $ 3,476 $ 2,061 $ (202) $ 57,755
--------- --------- -------- -------- ------- -----------
Participants' contributions ........ 5,949 40,107 2,868 1,232 - 50,156
--------- --------- -------- -------- ------- -----------
Company contributions (net of
forfeitures of $651) ............. 1,623 23,675 757 535 - 26,590
--------- --------- -------- -------- ------- -----------
Withdrawals and distributions ...... (28,402) (42,124) (2,225) (442) (5) (73,198)
--------- --------- -------- -------- ------- -----------
Administrative fees ................ (654) (1,112) (57) (26) - (1,849)
--------- --------- -------- -------- ------- -----------
Transfers (to) from other funds .... (10,486) (10,095) 12,093 10,044 (1,556) -
--------- --------- -------- -------- ------- -----------
Transfers from other plans (Note 6). 7,851 1,454 2,980 - - 12,285
--------- --------- -------- -------- ------- -----------
Increase (decrease) in net
assets ....................... (1,931) 42,137 19,892 13,404 (1,763) 71,739
Net assets available for benefits:
December 31, 1992 ................ 301,625 662,993 28,247 13,506 3,214 1,009,585
--------- --------- -------- -------- ------- -----------
December 31, 1993 ................ $299,694 $705,130 $48,139 $26,910 $1,451 $1,081,324
========= ========= ======== ======== ======= ==========
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
</TABLE>
5
<PAGE>
<TABLE><CAPTION>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Six Months Ended December 31, 1992
(in thousands)
Fixed Company Diversified Real
Income Stock Equity Balanced Estate
Fund Fund Fund Fund Fund Total
--------- --------- ----------- ------ -------- --------
<S> <C> <C> <C> <C> <C> <C>
Increase (decrease) attributable to:
Equity in investment activities
of Combined Defined Contribution
Trust Fund ...................... $ 6,714 $ 30,633 $ 735 $ 237 $ (102) $ 38,217
--------- --------- -------- -------- ------- -----------
Participants' contributions ........ 2,599 8,003 444 76 - 11,122
--------- --------- -------- -------- ------- -----------
Company contributions (net of
forfeitures of $114) ............. - 5,227 - - - 5,227
--------- --------- -------- -------- ------- -----------
Withdrawals and distributions ...... (9,593) (8,631) (92) (16) (11) (18,343)
--------- --------- -------- -------- ------- -----------
Administrative fees ................ (420) (455) (8) (4) - (887)
--------- --------- -------- -------- ------- -----------
Transfers (to) from other funds .... (35,208) 6,881 15,815 12,512 - -
--------- --------- -------- -------- ------- -----------
Transfers from other plans ......... 337,533 621,335 11,353 701 3,327 974,249
--------- --------- -------- -------- ------- -----------
Increase in net assets ......... 301,625 662,993 28,247 13,506 3,214 1,009,585
Net assets available for benefits:
July 1, 1992 ................... - - - - - -
--------- --------- -------- -------- ------- -----------
December 31, 1992 .............. $301,625 $662,993 $28,247 $13,506 $3,214 $1,009,585
========= ========= ======== ======== ======= ==========
The accompanying Notes to Financial Statements
are an integral part of this financial statement.
</TABLE>
6
<PAGE>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1. Description of the Salaried Savings Plan
The following description of the International Paper Company
Salaried Savings Plan (the "Plan") provides general information about
the provisions of the Plan. Participants should refer to the Plan's
Summary Plan Description for detailed Plan provisions.
General
The Plan, which became effective on July 1, 1992, was established to
provide an incentive for employees to accumulate personal funds for
their future needs and to assist employees in developing a strong
proprietary interest in the success of International Paper Company (the
"Company"). The Plan allows for contributions by the participating
employees and by the Company.
The Plan was established to facilitate the ongoing consolidation of
the Company's savings plans. Existing defined contribution plans
covering salaried employees have been merged into the Plan; additional
plans are expected to be merged in the future.
The portion of the Plan which consists of employee basic
contributions and Company matching contributions is a "Stock Bonus
Employee Stock Ownership Plan" ("ESOP").
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 8. At December 31, 1993 and 1992, the Plan's
net assets consisted of an equity percentage in the net assets of the
following investment funds of the Combined Defined Contribution Trust
Fund:
Investment Fund Percent of Equity
--------------- -----------------
1993 1992
---- ----
Fixed Income Fund 79% 84%
Company Stock Fund 98% 98%
Diversified Equity Fund 96% 94%
Balanced Fund 98% 100%
Real Estate Fund 100% 100%
At the close of business on December 31, 1993 and 1992, the Plan had
approximately $9.6 and $11.3 million, respectively, invested in
contracts for the benefit of participants in the former Hammermill
Thrift Plan (the "Thrift Plan"), which were issued by Executive Life
Insurance Company of California ("Executive Life"). On April 11, 1991,
Executive Life was put into conservatorship by the California Insurance
Commissioner, and restrictions were imposed on payments. To enable the
former Thrift Plan participants to have access to the portion of the
Fixed Income Fund not represented by Executive Life, approximately
$11.3 million in Executive Life contracts were segregated into a
separate frozen account included in the Fixed Income Fund. On
September 3, 1993, the Los Angeles
7
<PAGE>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 1. Description of the Salaried Savings Plan - (Continued)
Superior Court approved a Rehabilitation Plan for Executive Life, under
which all contracts were restructured. Obligations and a majority of
liquid assets of Executive Life were assumed by Aurora National Life
Assurance Company ("Aurora"). On that same date, the Trustee received
from Aurora approximately $1.7 million of the separate frozen account
balance, which represented an advance on the final recovery amount.
These contracts have been reflected at contract value in the
accompanying financial statements. The ultimate realization of these
contracts is dependent upon further developments involving the
reorganization of Executive Life (see Note 7).
As of December 31, 1993 and 1992, the Plan had investments valued at
approximately $1.1 and $2.9 million, respectively, in the NationsBank
of North Carolina, N.A. Real Estate Fund (the "Fund") for the benefit
of participants in the former Dillard Paper Company Employee Stock
Ownership Plan. On September 28, 1990, due to lack of liquidity,
NationsBank of North Carolina, N.A. ("NationsBank") suspended
admissions to and withdrawals from the Fund. NationsBank adopted a
plan of liquidation for the Fund in 1991 and completed the sale of
approximately 56% of the Fund in November 1993. Proceeds from this
sale were transferred to the Trustee and made available for participant
direction. NationsBank continues to explore liquidation alternatives
for the remaining properties in the 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, any assets of the Plan will be used solely
for the benefit of the participants or their beneficiaries.
Contributions
The Plan provides for employee basic and supplemental contributions
and Company matching contributions. The rates of these contributions
vary by location within the Company. Employee contributions may be
made on either a before-tax or after-tax basis, or in any combination,
and are subject to statutory limitations on annual contributions. An
employee may only make supplemental contributions if the maximum
allowable basic contributions are made. The Company matches employee
basic contributions but does not match employee supplemental
contributions.
All employee basic contributions and Company matching contributions
are invested in the ESOP portion of the Company Stock Fund.
Supplemental contributions may be invested in the Fixed Income Fund,
Balanced Fund, Diversified Equity Fund and Company Stock Fund (the non-
ESOP portion of the fund), in multiples of 10%.
ESOP amounts subject to diversification may be invested in the Fixed
Income Fund, Diversified Equity Fund or Balanced Fund. Amounts
eligible for diversification are limited to a portion of the value of
employee basic and Company matching contributions, including dividends.
Participants who are age 55 or over and who have completed 10 years of
service are eligible for the annual diversification election.
8
<PAGE>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 1. Description of the Salaried Savings Plan - (Continued)
A participant in the Plan becomes vested in the shares of Company
common stock purchased with Company matching contributions, including
shares purchased with reinvested dividends, according to the following
vesting 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 death or total disability; (3) layoff
for more than 12 consecutive months; or (4) termination of employment
due to permanent closing of the work facility. The vesting schedule of
a merged plan shall be substituted for this schedule if it is more
favorable to an employee who was participating in such plan on the
merger date.
The Plan is authorized to accept rollover contributions and direct
trust-to-trust transfers of amounts participants are entitled to
receive from other qualified profit-sharing, stock bonus and savings
plans.
Participation
An employee is eligible to participate in the Plan if the employee:
(1) is a union-free salaried 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 24,556 and 18,720 participants,
respectively, in the Plan. Participant contributions to the Plan are
voluntary.
Valuation of Participants' Accounts
Participants' accounts in each fund are adjusted monthly to reflect
contributions, the effect of investment income (collected and accrued),
dividends paid, realized and unrealized gains and losses, expenses and
all other transactions during such month.
Cash accounting is the methodology used by the recordkeeper to
account for activity in the Fixed Income Fund, Diversified Equity Fund,
Balanced Fund and Real Estate Fund. All transactions are expressed in
dollars. Share accounting is used to account for activity in the
Company Stock Fund. A participant's ownership in the Company Stock
Fund is expressed in terms of number of shares and uninvested cash.
9
<PAGE>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 1. Description of the Salaried Savings Plan - (Continued)
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 made in shares
of Company common stock, in cash or in a combination of shares and
cash, as selected by the participant.
In the event of retirement, disability, layoff or closing of a work
facility, a participant may choose to receive payment from the Plan in
a lump-sum, in monthly installments for 60 to 240 months, in a
combination of lump-sum and installments or through the purchase of an
annuity. In the event of termination of employment, a participant may
choose to receive payment from the Plan in a lump-sum or through the
purchase of an annuity. Death benefits to a beneficiary are paid in a
lump-sum.
A participant may make partial or full general withdrawals in the
following order: (1) all or part of the value of after-tax supplemental
contributions and all or part of the value of after-tax basic
contributions made prior to the last 24 months without a suspension of
Company matching contributions; (2) all or part of the value of after-
tax basic contributions made during the last 24 months with Company
matching contributions suspended for 3 months; and (3) all or part of
the value of a rollover account, if any. Withdrawals of after-tax
amounts contributed after 1986 include a pro-rata portion of earnings
on the contributions.
If the total amount available to a participant in the Plan for 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 prior to the last 24
months, before-tax contributions and pre-1989 earnings thereon.
Participants in the Plan who have attained age 59 1/2 may withdraw
before-tax contributions and the value of vested Company matching
contributions in addition to all amounts available under a general
withdrawal. Participants who make such a withdrawal must suspend
contributions to the Plan for 6 months.
Withdrawals may be made only at intervals of at least 12 months.
Subject to statutory limitations, loans are available to
participants up to (on a cumulative outstanding basis) the lesser of
50% of the vested value of an employee's account (excluding Individual
Retirement Account balance, if any), or $50,000 less the excess of the
highest outstanding loan balance during the preceding 12 months over
the outstanding balance of loans from the Plan on the date a loan is
made.
10
<PAGE>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 1. Description of the Salaried 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 consist of the Plan's equity in the Combined Defined
Contribution Trust Fund. Investments in the Diversified Equity Fund,
Balanced Fund, Real Estate Fund, Company Stock Fund and portions of the
Fixed Income Fund are reflected at 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, which requires that realized and
unrealized appreciation or depreciation be measured based on the value
of assets as of the beginning of the plan year or at the time of
purchase during the fiscal 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 Diversified Equity Fund consist primarily of an
interest in the Vanguard Institutional Index Fund, 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.
The assets of the Company Stock Fund consist of shares of Company
common stock.
11
<PAGE>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 3. Investments - (Continued)
The assets of the Real Estate Fund consist primarily of an interest
in the NationsBank of North Carolina, N.A. Real Estate Fund managed by
NationsBank of North Carolina, N.A.
Dividends, interest and other property received by the Trustee with
respect to any fund are reinvested in the same fund.
Occasionally, funds may hold cash on a temporary basis pending
investment or withdrawals. Cash balances are invested in the Trustee's
short-term investment fund.
NOTE 4. Federal Income Taxes
The Company will apply for an Internal Revenue Service determination
letter before the end of the "remedial amendment period," as defined in
the U.S. Treasury regulations.
In the opinion of management, the Plan qualifies in form and
operation for favorable income tax treatment in accordance with the
requirements of Sections 401 and 501 of the Internal Revenue Code of
1986, as amended. 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 received by the Trustee during 1994
and 1993, respectively.
NOTE 6. Significant Mergers
Effective at the close of business on December 31, 1993, assets
totalling $5,201,989 for the accounts of employees in the J.B. Papers,
Inc. Profit Sharing Plan were merged into the Plan.
Effective March 31, 1993, assets totalling $5,303,145 for the
accounts of employees in the Arvey Corporation Cash Accumulation Plan
and the Arvey Corporation Retirement and Incentive Savings Plan for
Sales Representatives were merged into the Plan.
12
<PAGE>
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE 7. Subsequent Event
The Rehabilitation Plan for Executive Life allowed all policyholders
the opportunity to participate in a new contract or to opt out of the
plan. In February 1994, the decision was made to opt out of the
Rehabilitation Plan, thereby enabling the participants to receive
partial liquidity immediately. As a result, the Trustee received an
advance approximating $4.8 million from Aurora on March 31, 1994. On
that date, the Trustee adjusted the total value of Executive Life
contracts to approximately $7.9 million, an amount consistent with
information presented by Aurora depicting a total estimated recovery of
approximately 85% of the original contract value. All available cash
as of April 1, 1994, became available for participant directed
transactions within the scope of the Plan. As additional payments from
Aurora are received by the Trustee, they will similarly become
available for participant directed transactions.
13
<PAGE>
NOTE 8. Selected financial data of the Combined Defined
Contribution Trust Fund:
<TABLE><CAPTION>
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
====================================================================================
</TABLE>
14
<PAGE>
NOTE 8. Selected financial data of the Combined Defined
Contribution Trust Fund - (Continued):
<TABLE><CAPTION>
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 ( 13,833) (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
==========================================================================================
</TABLE>
15
<PAGE>
NOTE 8. Selected financial data of the Combined Defined
Contribution Trust Fund - (Continued):
<TABLE><CAPTION>
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
========================================================================================
</TABLE>
16
<PAGE>
NOTE 8. Selected financial data of the Combined Defined
Contribution Trust Fund - (Continued):
<TABLE><CAPTION>
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)
Other income 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
==============================================================================================
17
<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
SALARIED 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
18
</TABLE>
