UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): June 28, 2004
International Paper Company
(Exact name of registrant as specified in its charter)
New York 1-3157 13-0872805
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
400 Atlantic Street
Stamford, Connecticut 06921
(Address of principal executive offices) (Zip Code)
(203) 541-8000
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events and Required FD Disclosure
On June 28, 2004, International Paper Company, as guarantor (the
"Company") and Ngahere Aotearoa, a New Zealand wholly owned subsidiary of the
Company (the "Borrower") entered into a 3-Year Credit Agreement, dated as of
June 28, 2004, among the Company, the Borrower, Various Lending Institutions,
Bank of Tokyo-Mitsubishi Trust Company, as Syndication Agent, Mizuho Corporate
Bank (USA), as Documentation Agent and Deutsche Bank AG New York Branch, as
Administrative Agent (the "3-Year Credit Agreement"), with an aggregate
principal amount of $650,000,000. A copy of the 3-Year Credit Agreement is filed
as Exhibit 10.1 hereto.
The proceeds of the 3-Year Credit Agreement were used to repay in full
the Borrower's existing $650,000,000 credit agreement (the "Prior Credit
Agreement") dated August 24, 2001, as amended by Amendment No. 1 dated as of
March 8, 2002, of which the Company was the guarantor. A copy of the Prior
Credit Agreement is referenced as Exhibit 10.10 to the Company's Form 10-K for
the period ended December 31, 2003.
Item 7. Financial Statements, Financial Information and Exhibits
(c) Exhibits
10.1 3-Year Credit Agreement, dated as of June 28, 2004,
among International Paper Company, Ngahere Aotearoa,
Various Lending Institutions, Bank of
Tokyo-Mitsubishi Trust Company, as Syndication Agent,
Mizuho Corporate Bank (USA), as Documentation Agent
and Deutsche Bank AG New York Branch, as
Administrative Agent.
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 hereunto duly authorized.
International Paper Company
By: /s/ Andrea L. Dulberg
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Name: Andrea L. Dulberg
Title: Assistant Secretary
Date: July 1, 2004
EXHIBIT INDEX
Exhibit
Number Exhibit Name
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10.1 3-Year Credit Agreement, dated as of June 28,
2004, among International Paper Company, Ngahere
Aotearoa, Various Lending Institutions, Bank of
Tokyo-Mitsubishi Trust Company, as Syndication
Agent, Mizuho Corporate Bank (USA), as
Documentation Agent and Deutsche Bank AG New York
Branch, as Administrative Agent.