International Paper
Company Salaried
Savings Plan
Financial Statements
as of and for the Years Ended
December 31, 2002 and 2001,
Supplemental Schedule for the Year
Ended December 31, 2002,
and Independent Auditors' Report
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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, 2002 Commission file number 1-3157
INTERNATIONAL PAPER COMPANY
SALARIED SAVINGS PLAN
(Full title of the plan)
INTERNATIONAL PAPER COMPANY
400 Atlantic Street
Stamford, CT 06921
Telephone: (203) 541-8000
(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.)
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INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
TABLE OF CONTENTS
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Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001:
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4
SUPPLEMENTAL SCHEDULE -
Form 5500, Schedule G, Part III - Schedule of Nonexempt Transactions for the
Year Ended December 31, 2002 13
All other schedules required by 29 CFR 2520.103-10 of the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974 have been omitted because they are not applicable.
INDEPENDENT AUDITORS' REPORT
To the Plan Administrator of International Paper Company
Salaried Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of International Paper Company Salaried Savings Plan (the "Plan") as of December
31, 2002 and 2001, and the related statements of changes in net assets available
for benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
2002 and 2001, and the changes in net assets available for benefits for the
years then ended in conformity with accounting principles generally accepted in
the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of nonexempt
transactions for the year ended December 31, 2002 is presented for the purpose
of additional analysis and is not a required part of the basic financial
statements, but is supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. This schedule is the responsibility of
the Plan's management. Such schedule has been subjected to the auditing
procedures applied in our audit of the basic 2002 financial statements and, in
our opinion, is fairly stated in all material respects when considered in
relation to the basic financial statements taken as a whole.
/s/ Deloitte & Touche LLP
June 24, 2003
INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001 (In Thousands)
------------------------------------------------------------------------------------------------------------
2002 2001
ASSETS:
Investments - Plan interest in Master Trust (Notes 1, 2, 3, 4, and 5) $ 2,585,871 $ 2,187,979
----------- -----------
Receivables:
Participants' contributions 5,836 -
Employer's contributions 2,824 -
----------- -----------
Total receivables 8,660 -
----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $ 2,594,531 $ 2,187,979
=========== ===========
See notes to financial statements.
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INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2002 AND 2001 (In Thousands)
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2002 2001
ADDITIONS:
Contributions:
Participants' contributions $ 110,078 $ 99,360
Employer's contributions 50,851 44,881
----------- -----------
Total contributions 160,929 144,241
Net transfers from other plans (Note 7) 688,251 4,302
----------- -----------
Total additions 849,180 148,543
----------- -----------
DEDUCTIONS:
Investment loss - Plan interest in Master Trust
(Notes 1, 2, 3, and 4) 230,168 56,255
Benefits paid to participants 212,460 199,636
----------- -----------
Total deductions 442,628 255,891
----------- -----------
NET INCREASE (DECREASE) 406,552 (107,348)
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 2,187,979 2,295,327
----------- -----------
End of year $ 2,594,531 $ 2,187,979
=========== ===========
See notes to financial statements.
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INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001
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1. DESCRIPTION OF THE PLAN
The following description of International Paper Company Salaried Savings
Plan (the "Plan") provides only general information about the provisions
of the Plan. Participants should refer to the Plan document or the Plan's
summary plan description for a more complete description of the Plan's
provisions.
General - The Plan is a defined contribution plan providing retirement
benefits to the salaried employees and certain hourly employees of
International Paper Company and its subsidiaries (the "Company"). The Plan
is subject to the provisions of the Employee Retirement Income Security
Act of 1974, as amended ("ERISA").
An employee is generally eligible to participate in the Plan upon date of
hire if the employee is a non-bargaining salaried employee, is not
contributing to another qualified defined contribution plan sponsored by
the Company and is employed on a non-temporary basis. Participant
contributions to the Plan are voluntary.
The assets of the Plan are held by State Street Bank and Trust Company
(the "Trustee") in the International Paper Company Defined Contribution
Plans' Master Trust (the "Master Trust"), a master trust established by
the Company and administered by the Trustee.
Effective April 1, 2002, (1) J.P. Morgan/American Century Retirement Plan
Services (the "Recordkeeper") became the recordkeeper for the Plan; (2)
new investment options, including a brokerage window, were implemented;
and (3) new employees are automatically enrolled in the Plan 45 days from
the date they become eligible to participate, unless they otherwise
decline participation or make alternative contribution or investment
elections.
Contributions - The Plan provides for participant contributions and
Company matching contributions. The rates of these contributions may vary
by location within the Company. Participant contributions may be made on
either a before-tax or after-tax basis, or in any combination, and are
subject to certain Internal Revenue Code (the "Code") limitations.
Prior to April 1, 2002, the maximum rate of participant contributions was
16% of annual compensation as defined by the Plan.
Effective April 1, 2002, the maximum rate of participant contributions
increased to 85% of annual compensation as defined by the Plan.
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, and savings
plans.
Investments - Participants direct the investment of their contributions
into various investment options offered by the Plan. The Plan currently
offers several pooled accounts, mutual funds, a
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fixed income option referred to as the Stable Value Fund, an open
brokerage window, and the Company's common stock as investment options for
participants.
Prior to April 1, 2002, Company matching contributions were invested in
the Company Stock Fund. Beginning in the year a participant reached age
55, a participant could diversify all or part of the contributions
restricted to investment in the Company Stock Fund to any of the other
investment options.
Effective April 1, 2002, 50% of the Company matching contributions must be
invested in the Company Stock Fund ("Company Match Restricted") and the
remaining 50% may be invested, as directed by the participants, into the
various investment options offered by the Plan. Beginning in the year a
participant reaches age 55, or upon termination of employment, the
participant may transfer all or part of his Company Match Restricted
balance to the other investment options.
Participant Accounts - Individual accounts are maintained for each Plan
participant. Each participant's account is credited with the participant's
contributions, the Company's matching contributions and an allocation of
Plan earnings, and is charged with benefit distributions, if applicable,
and allocations of Plan losses and administrative expenses. The benefit to
which a participant is entitled is the benefit that can be provided from
the participant's vested account.
Vesting - Participants are immediately vested in their contributions and
rollover contributions, plus earnings thereon.
Prior to April 1, 2002, vesting in the Company's matching contribution
portion of participants' accounts was based on years of service according
to the following schedule:
Years of Completed Service Percent Vested
Less than 3 0%
3 but less than 4 35%
4 but less than 5 70%
5 or more 100%
Effective April 1, 2002, participants become 100% vested after three years
of completed service.
Participants also are fully vested in their Company matching contributions
upon attainment of age 65, termination of employment due to death or
disability, or termination of employment due to permanent closure of an
employee's work facility or department. The vesting schedule of a merged
plan shall be substituted for the Plan schedule if it is more favorable to
an employee who was participating in such plan on the merger date.
Forfeited balances of terminated participants are used to reduce future
Company contributions.
Loans to Participants - Participants may borrow from their accounts an
amount not to exceed (on a cumulative outstanding basis) the lesser of (1)
50% of the value of a participant's contributions, rollover accounts, and
the vested portion of his Company contributions account, less any
restricted portions of such accounts or (2) $50,000 reduced by the excess
of the participant's largest outstanding balance of all loans during the
12 months preceding the date the loan is to be made over the outstanding
balance of loans on the date such loan is made. Loans are repayable
through payroll deduction, beginning approximately 60 days after the
effective date of the loan, with a minimum loan period of one year. The
maximum repayment period is five years, unless for the purchase of a
principal residence in which case the maximum repayment period is ten
years. It is permissible to
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have two loans outstanding at any one time, but only one principal
residence loan is allowed at a time. The interest rate is determined by
the plan administrator based on the prime interest rate as published in
the Wall Street Journal plus 1%. Interest rates on loans outstanding
ranged from 5.00% to 10.80% at December 31, 2002.
Payment of Benefits - Distributions may be 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.
Upon termination of employment, a participant may elect a distribution in
a lump-sum payment or through installments over 5 to 20 years. Terminated
participants may defer distribution to a date occurring on or prior to the
date the participant attains age 70 1/2.
Prior to April 1, 2002, death benefits to a beneficiary of an active
participant were paid in a lump sum.
Effective April 1, 2002, death benefits to a beneficiary are paid in
either a lump-sum payment within 5 years of the participant's death or in
installment payments commencing within one year of the participant's
death, as elected by the beneficiary. If the beneficiary is the
participant's spouse, the beneficiary may elect to defer the distribution
to the date the participant would have been 70 1/2.
Prior to April 1, 2002, a participant could make partial or full general
withdrawals in the following order: (1) the actual dollar amount of the
participant's contributions in his supplemental after-tax contribution
account made prior to January 1, 1987; (2) the actual dollar amount of the
participant's basic after-tax contribution account made prior to January
1, 1987; (3) the value of the supplemental after-tax contribution account
which represents supplemental after-tax contributions made after December
31, 1986, and earnings on all supplemental after-tax contributions; (4)
the value of the basic after-tax contribution account which represents
basic after-tax contributions made after December 31, 1986, but excluding
basic after-tax contributions made during the last 24-month period, and
earnings on all basic after-tax contributions made before the preceding
24-month period; (5) the value of the basic after-tax contribution account
which represents basic after-tax contributions made during the last 24
months and earnings on such basic after-tax contributions; (6) the value
of the participant's rollover account; and (7) the value of the
participant's Company contributions account.
Effective April 1, 2002, a participant may make partial or full general
withdrawals in the following order: (1) the value of the after-tax
contributions made before the preceding 24-month period and the unmatched
after-tax contributions made within the preceding 24-month period with no
suspension penalty or contribution suspension; (2) the value of the
matched after-tax contributions made during the preceding 24-months with a
3-month suspension penalty period during which no Company matching
contributions are made with no employee contribution suspension period;
(3) the value of any rollover account; and (4) the value of certain prior
Company matching contributions as detailed in the appendix to the Plan
document.
If the total amount available to a participant 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 value of vested Company matching
contributions, and before-tax contributions and pre-1989 earnings thereon.
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Prior to April 1, 2002, participants who made a hardship withdrawal had
contributions to the Plan suspended for 12 months. As an alternative to
suspension, a participant could file a certification of financial
hardship. In the year following the distribution, contributions were
limited to the annual maximum allowed by Federal law less the amount of
the employee's before-tax contributions in the year of the hardship
withdrawal.
Effective April 1, 2002, the hardship withdrawal contribution suspension
period is reduced to six months.
Participants in the Plan who have attained age 59 1/2 may withdraw the
value of before-tax contributions and the value of vested Company matching
contributions, in addition to all amounts available under a general
withdrawal.
Administrative Expenses - All administrative fees and expenses are charged
to the Plan. The Recordkeeper nets the administrative expenses of each
plan in the Master Trust with the investment income or loss of the Master
Trust.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting - The accompanying financial statements of the Plan
have been prepared in accordance with accounting principles generally
accepted in the United States of America.
Use of Estimates - The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that affect
the reported amounts of net assets available for benefits and changes
therein. Actual results could differ from those estimates.
Investment Valuation and Income Recognition - The Plan's interest in the
Master Trust is stated at fair value except for its benefit-responsive
investment contracts, which are valued at contract value. If available,
quoted market prices are used to value investments. Pooled accounts are
valued at the net asset value of units held by the Plan at year-end.
Shares of mutual funds, the brokerage window and the Company's common
stock are valued at quoted market prices, which represent the net asset
value of shares held by the Plan at year-end. Participant loans are valued
at the outstanding loan balances.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are recorded
on the ex-dividend date.
Management fees and operating expenses charged to the Master Trust for
investments in pooled accounts, mutual funds and the brokerage window are
deducted from income earned on a daily basis and are not separately
reflected. Consequently, management fees and operating expenses are
reflected as an adjustment to net appreciation (depreciation) in fair
market value of investments for such investments.
The Plan has entered into various benefit-responsive investment contracts
with insurance companies, which maintain the contributions in a general
account. The accounts are credited with earnings on the underlying
investments and charged for participant withdrawals and administrative
expenses. The contracts are included in the financial statements at
contract value as reported to the Plan by the issuers. Contract value
represents contributions made under the contract, plus earnings, less
participant withdrawals and administrative expenses. Participants may
ordinarily direct the
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withdrawal or transfer of all or a portion of their investment at contract
value as reported to the Plan by the issuers.
There are no reserves against contract value for credit risk of the
contract issuer or otherwise. The fair value of the investment contracts
held by the Master Trust at December 31, 2002 and 2001 was $1,411,693,416
and $777,909,079, respectively. The aggregate average yields of the
investment contracts for the years ended December 31, 2002 and 2001 were
6.17% and 6.59%, respectively. The aggregate crediting interest rates for
the investment contracts as of December 31, 2002 and 2001 were 5.83% and
6.49%, respectively. The crediting interest rate is based on a formula
agreed upon with the issuer, but may not be less than certain percentages.
The Master Trust utilizes various investment instruments. Investment
securities, in general, are exposed to various risks, such as interest
rate, credit and overall market volatility. Due to the level of risk
associated with certain investment securities, it is reasonably possible
that changes in the values of investment securities will occur in the near
term and that such changes could materially affect the amounts reported in
the financial statements.
Payment of Benefits - Benefits payments to participants are recorded upon
distribution.
3. MASTER TRUST
The Plan's investment assets are held in a trust account by the Trustee
and consist of an undivided interest in an investment account of the
Master Trust. Use of the Master Trust permits the commingling of trust
assets with the assets of other plans sponsored by the Company for
investment and administrative purposes. Although assets of the plans are
commingled in the Master Trust, the Recordkeeper maintains supporting
records for the purpose of allocating the net gain or loss of the
investment account to the participating plans. The net investment income
or loss of the investment assets and administrative expenses are allocated
by the Recordkeeper to each participating plan based on the relationship
of the interest of each plan to the total of the interests of the
participating plans.
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The net assets of the Master Trust at December 31, 2002 and 2001, are
summarized as follows (in thousands):
2002 2001
Investments:
At fair value:
International Paper Company common stock $ 780,846 $ 834,879
Pooled accounts 1,119,676 128,982
Mutual funds -- 814,089
Open brokerage window 23,619 --
Loans to participants 100,802 58,704
---------- ----------
2,024,943 1,836,654
Guaranteed investment contracts, at contract value 1,337,519 761,224
Cash and cash equivalents 1,182 242
---------- ----------
Total investments 3,363,644 2,598,120
Due from broker for securities sold -- 6,896
Accrued administrative expenses (3,610) (915)
---------- ----------
Total net assets $3,360,034 $2,604,101
========== ==========
Plan's interest in the Master Trust $2,585,871 $2,187,979
========== ==========
Plan's interest in the Master Trust as percentage of total 77% 84%
========== ==========
The net investment loss of the Master Trust for the years ended December
31, 2002 and 2001, is summarized below (in thousands).
2002 2001
Investment loss:
Net appreciation (depreciation) of investments:
International Paper Company common stock $(115,588) $ (5,164)
Pooled accounts (249,712) 5,745
Mutual funds -- (130,422)
Open brokerage window (6,012) --
Guaranteed investment contracts 72,418 45,845
--------- ---------
(298,894) (83,996)
Interest and dividends 21,443 34,456
--------- ---------
Total investment loss, net $(277,451) $ (49,540)
========= =========
Investment loss - Plan interest in Master Trust $(230,168) $ (56,255)
========= =========
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4. NONPARTICIPANT-DIRECTED INVESTMENTS
Information about the net assets and the significant components of the
changes in net assets relating to the Company Stock Fund, which includes
both participant and nonparticipant-directed investments as of and for the
years ended December 31, 2002 and 2001, is as follows (in thousands):
2002 2001
Net assets, beginning of year $ 795,731 $ 894,663
--------- ---------
Changes in net assets:
Investment (loss) income - Plan interest in Master Trust (135,916) 13,330
Employer's contributions 21,449 41,319
Participants' contributions 9,214 16,245
Benefits paid to participants (29,392) (54,927)
Transfers to participant-directed investments, net (19,680) (106,218)
Transfers from (to) other plans/trusts, net 21,491 (8,681)
--------- ---------
Net change (132,834) (98,932)
--------- ---------
Net assets, end of year $ 662,897 $ 795,731
========= =========
5. RELATED-PARTY TRANSACTIONS
Certain of the Plan's investments are shares of mutual funds managed by
the Trustee. State Street Bank and Trust Company is the trustee, as
defined by the Plan, and therefore, these transactions qualify as
party-in-interest transactions. Fees paid by the Master Trust to the
Trustee for trustee services were approximately $900,000 and $674,000 for
the years ended December 31, 2002 and 2001, respectively.
Also included in the Plan's investments are shares of common stock of
International Paper Company, the Plan's sponsor, which qualify as
party-in-interest transactions.
6. INCOME TAX STATUS
The Internal Revenue Service ("IRS") has determined and informed the
Company by a letter dated May 8, 2003, that the Plan and related trust
were designed in accordance with the applicable requirements of the Code.
The Company and the plan administrator believe that the Plan is currently
designed and operated in compliance with the applicable requirements of
the Code and the Plan and related trust continue to be tax-exempt.
Therefore, no provision for income taxes has been included in the Plan's
financial statements.
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7. TRANSFERS TO/FROM OTHER PLANS
The following table summarizes the net transfers to and (from) the Plan
during 2002 and 2001 (in thousands):
2002 2001
Champion International Corporation Savings Plan #077,
merged into the Plan effective March 31, 2002 $716,187 $ --
Ace Paper Products 401(k) Salary Deferral Plan,
merged into the Plan effective March 31, 2002 1,406 --
Imperial Cup Profit Sharing Plan, merged into the Plan
effective March 31, 2002 973 --
International Paper Company Retirement Savings Plan,
portion merged into the Plan effective March 31, 2002 271 --
Conversion due to sale of Nevamar (31,889) --
Union Camp Corporation Prattville Employee Investment
Plan - Prattville, Alabama, transfers of certain
participant balances -- 237
Union Camp Corporation Savannah Employee Investment
Plan - Savannah, Georgia, transfers of certain
participant balances -- 18
Union Camp Corporation Employees Investment Plan,
net transfers of certain participant balances -- 12
Phoenix Display & Packaging Corporation 401(k) Profit
Sharing Plan, merged into the Plan effective April 30, 2001 -- 1,569
R.O.P. Digitek 401(k) Plan, merged into the Plan effective
April 30, 2001 -- 4,167
Shorewood Packaging Corporation Retirement and
Savings Plan, merged into the Plan effective June 30, 2001 -- 23,034
International Paper Company Hourly Savings Plan, net
transfers due to change in employment status 1,420 4,269
Masonite Conversion due to sale to Premdor, Inc. -- (29,529)
Loans to participants, from other plans -- 504
Other (117) 21
-------- --------
Total net transfers $688,251 $ 4,302
======== ========
8. PLAN TERMINATION
Although it has not expressed any intention to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions set forth in ERISA. In the
event that the Plan is terminated, participants would become 100% vested
in their accounts.
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9. NONEXEMPT PARTY-IN-INTEREST TRANSACTION
The Company remitted participant contributions to the Trustee later than
required by D.O.L. Regulation 2510.3-102. The Company has represented that
they will file Form 5330 with the Internal Revenue Service and will pay
the required excise tax on the transactions.
10. SUBSEQUENT EVENT
The Plan was amended effective January 1, 2003, contingent on IRS approval
which was received in the determination letter dated May 8, 2003 (See Note
6), to designate the Company Stock Fund, excluding current year
contributions, as an employee stock ownership plan ("ESOP"). Effective
with respect to dividends paid in 2003 on shares of Company stock held in
the ESOP portion of the Plan, in accordance with Section 404(k) of the
Code, participants will be permitted to elect to receive cash payouts of
the dividends paid on shares of Company stock allocated to their accounts
in the Plan or to leave the dividends in the Plan to be reinvested in
shares of Company stock.
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INTERNATIONAL PAPER COMPANY SALARIED SAVINGS PLAN
FORM 5500, SCHEDULE G, PART III -
NONEXEMPT TRANSACTIONS
YEAR ENDED DECEMBER 31, 2002
----------------------------------------------------------------------------------------------------------------------------
(a) Identity of Party (b) Relationship to Plan, Employer, (c) Description of transactions
Involved or Other Party-in-Interest (d) Amount
----------------------------- ------------------------------------- -------------------------------------------------------
International Paper Company Plan Sponsor Participant contributions for employees were not
funded by the 15th business day after the month
withheld, as required by D.O.L. Regulation
2510.3-102.
December 2001 participant contributions of $191,949
were deposited on January 24, 2002.
International Paper Company Plan Sponsor Participant contributions for employees were not
funded by the 15th business day after the month
withheld, as required by D.O.L. Regulation
2510.3-102.
January 2002 participant contributions of $26,071
were deposited on February 28, 2002.
International Paper Company Plan Sponsor Participant contributions for employees were not
funded by the 15th business day after the month
withheld, as required by D.O.L. Regulation
2510.3-102.
February 2002 participant contributions of $30,164
were deposited on March 26, 2002.
International Paper Company Plan Sponsor Participant contributions for employees were not
funded by the 15th business day after the month
withheld, as required by D.O.L. Regulation
2510.3-102.
March 2002 participant contributions of $395,421
were deposited on April 22, 2002.
International Paper Company Plan Sponsor Participant contributions for employees were not
funded by the 15th business day after the month
withheld, as required by D.O.L. Regulation
2510.3-102.
April 2002 participant contributions of $27,487
were deposited on June 3, 2002.
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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
By /s/ Jerome N. Carter
---------------------------------------
Jerome N. Carter, Senior Vice President
and Plan Administrator
Date: June 27, 2003
Stamford, Connecticut
STATEMENT OF DIFFERENCES
The section symbol shall be expressed as....................................'SS'