SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Balboni John N

(Last)

(First)

(Middle)

C/O INTERNATIONAL PAPER

400 ATLANTIC STREET

(Street)

STAMFORD

06921

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/13/2006

3. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL PAPER CO /NEW/ [ IP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP and CIO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	74,972⁽¹⁾	D
Common Stock	7,406⁽¹⁾⁽²⁾	I	By SSP
Common Stock	1,332	I	By Spouse

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Options (right to buy)	01/14/1999	01/14/2007	Common Stock	4,000	$42.875	D
Employee Stock Options (right to buy)	01/29/1999	01/29/2007	Common Stock	2,000	$41	D
Employee Stock Options (right to buy)	04/14/2000	04/14/2008	Common Stock	4,000	$51.375	D
Employee Stock Options (right to buy)	01/12/2001	01/12/2009	Common Stock	4,000	$46	D
Employee Stock Options (right to buy)	01/11/2002	01/11/2010	Common Stock	8,000	$63.375	D
Employee Stock Options (right to buy)	10/10/2002	10/10/2010	Common Stock	8,000	$29.3125	D
Employee Stock Options (right to buy)	04/10/2003	04/10/2011	Common Stock	3,500	$35.05	D
Employee Stock Options (right to buy)	10/09/2003	10/09/2011	Common Stock	3,500	$35	D
Employee Stock Options (right to buy)	04/09/2004	04/09/2012	Common Stock	7,500	$41.4	D
Employee Stock Options (right to buy)	10/08/2004	10/08/2012	Common Stock	7,500	$32.54	D
Employee Stock Options (right to buy)	04/08/2005	04/08/2013	Common Stock	10,000	$34.96	D
Employee Stock Options (right to buy)	07/12/2005	10/14/2013	Common Stock	10,000	$39.14	D
Common Stock Units	⁽⁵⁾	⁽⁵⁾	Common Stock	4,855⁽¹⁾	⁽⁴⁾	I	DCSP⁽³⁾

Explanation of Responses:

1. Share numbers are rounded.

2. Represents shares of International Paper common stock held through the International Paper Salaried Savings Plan (SSP). This information is as of March 13, 2006.

3. The International Paper Deferred Compensation Savings Plan (DCSP) is an unfunded deferred compensation plan. Deferrals are placed into various fund equivalents offered by the DCSP, including investments in common stock equivalents of International Paper (units).

4. The units are to be converted into cash based on the stock price of International Paper's common stock at the time of conversion.

5. Distributions from the DCSP are made when a participant retires, terminates employment, becomes permanently disabled or dies. All distributions are paid in cash.

Remarks:

	Beth Murphree, Attorney-in-fact for John N. Balboni	03/22/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.