IP TIMBERLANDS LTD
8-K, 1998-01-23
FORESTRY
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<PAGE>




                       SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C.  20549


                                    FORM 8-K

                                 CURRENT REPORT


                    Pursuant to Section 13 or 15 (d) of the
                        Securities Exchange Act of 1934


                                January 23, 1998


                 ------------------------------------------------
                 Date of Report (Date of Earliest Event Reported)

                             IP TIMBERLANDS, LTD.
             (Exact name of Registrant as specified in its charter)


   Texas                        1-8859                       13-3259241
- ---------------           -----------------             ----------------------
 (State of                    (Commission                  (IRS Employer
Incorporation)                   File)                  Identification Number)





                   Two Manhattanville Road, Purchase, NY  10577
                   --------------------------------------------
                     (Address of Principal executive offices)


                                   914-397-1500
                                  --------------
                                  (Telephone No.)


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                        SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C.  20549

ITEM 1.        CHANGES IN CONTROL OF REGISTRANT

               N/A

ITEM 2.        ACQUISITION OR DISPOSITION OF ASSETS

               N/A

ITEM 3.        BANKRUPTCY OR RECEIVERSHIP

               N/A

ITEM 4.        CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

               N/A

ITEM 5.        OTHER EVENTS

                      IP Forest Resources, the managing general partner of IP 
               Timberlands, Ltd., issued a press release on January 20, 1998, 
               announcing that in accordance with the New York Stock Exchange 
               rules and regulations, the ex-dividend date for the special 
               distribution will be February 17, 1998.

ITEM 6.        RESIGNATIONS OF REGISTRANT'S DIRECTORS

               N/A

ITEM 7.        FINANCIAL STATEMENTS AND EXHIBITS

               (a)  Financial Statements:
               N/A

               (b)  Pro Forma Financial Information:

               N/A

               (c)   Exhibits

                     (99) Press release dated January 20, 1998.

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ITEM 8.        CHANGES IN FISCAL YEAR

               N/A


                                  Signature

    Pursuant to the requirements of the Securities Exchange Act of 1934, the 
registrant has duly caused this report to be signed on its behalf by the 
undersigned thereunto duly authorized.

                                   IP TIMBERLANDS, LTD.
                                   BY:  IP Forest Resources Company
                                   (Managing General Partner)
                                   (Registrant)



Date: January 23, 1998             /S/ CAROL M. SAMALIN
      Purchase, NY                 --------------------
                                   Carol M. Samalin
                                   Assistant Secretary


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                                                                 Exhibit 99



                              Media Contacts:          Analyst Contacts:
                              ---------------          -----------------
                              Phillip Giaramita        Carol Tutundgy
                              (914) 397-1665           (914) 397-1632
                                                       Maryanne Rupy
                                                       (914) 397-1626
                                                       Brian Turcotte
                                                       (914) 397-1623


         IP TIMBERLANDS, Ltd. ANNOUNCES SPECIAL AND FOURTH-QUARTER
         DISTRIBUTIONS WILL GO EX-DIVIDEND ON FEBRUARY 17, 1998


January 20, 1998


PURCHASE, N.Y. - IP Forest Resources Company (IPFR), the managing general 
partner of IP Timberlands, Ltd. (IPT), announced today that in accordance 
with New York Stock Exchange rules and regulations, the ex-dividend date for 
the special distribution of $3.35 per Class A Unit and the fourth-quarter 
regular distribution of $.50 per Class A Unit will be February 17, 1998. IPT 
unitholders who sell their units on or before February 13, 1998, will not be 
entitled to these distributions, which were announced on January 13, 1998. 
The payable date remains February 13, 1998.

    On February 17, 1998, IPT will be quoted ex-distribution by the New York 
Stock Exchange and the price will no longer include the amount of the 
distributions.








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