INTERNATIONAL  PAPER COMPANY Index to Annual  Report on Form 10-K For the Year Ended  December 31, 2004 PART III. ITEM 10. DIRECTORS AND EXECUTIVE  OFFICERS OF THE REGISTRANT 82 ITEM 11. EXECUTIVE COMPENSATION 83 ITEM 12. SECURITY OWNERSHIP OF CERTAIN  BENEFICIAL OWNERS AND  MANAGEMENT  83 ITEM 13. CERTAIN RELATIONSHIPS AND  RELATED TRANSACTIONS 83 ITEM 14. PRINCIPAL ACCOUNTANT FEES  AND SERVICES 83 PART IV. ITEM 8. FINANCIAL STATEMENTS AND  SUPPLEMENTARY DATA Financial Information by Industry  Segment and Geographic Area 33 Report of Management on Financial  Statements, Internal Controls over Financial Reporting & Internal Control Environment and Board of Directors Oversight 35 Reports of Deloitte & Touche LLP, Independent  Registered Public Accounting Firm 36 Consolidated Statement of Operations 38 Consolidated Balance Sheet 39 Consolidated Statement of Cash Flows 40 Consolidated Statement of Changes in  Common Shareholders' Equity 41 Notes to Consolidated Financial Statements 42 Interim Financial Results (Unaudited) 79 ITEM 9. CHANGES IN AND DISAGREEMENTS  WITH ACCOUNTANTS ON ACCOUNTING  AND FINANCIAL DISCLOSURE 82 ITEM 9A. CONTROLS AND PROCEDURES 82 ITEM 9B. OTHER INFORMATION 82 ITEM 5. MARKET FOR REGISTRANT'S  COMMON EQUITY, RELATED  STOCKHOLDER MATTERS AND ISSUER  PURCHASES OF EQUITY SECURITIES 5 ITEM 6. SELECTED FINANCIAL DATA 6 ITEM 7. MANAGEMENT'S DISCUSSION AND  ANALYSIS OF FINANCIAL CONDITION  AND RESULTS OF OPERATIONS Executive Summary 9 Corporate Overview 11 Results of Operations 11 Description of Industry Segments 15 Industry Segment Results 17 Liquidity and Capital Resources 21 Critical Accounting Policies 24 Significant Accounting Estimates 25 Income Taxes 27 Recent Accounting Developments 28 Legal Proceedings 30 Effect of Inflation 31 Foreign Currency Effects 31 Market Risk 31 ITEM 7A. QUANTITATIVE AND QUALITATIVE  DISCLOSURES ABOUT MARKET RISK 32 ITEM 1. BUSINESS General 1 Financial Information Concerning  Industry Segments 1 Financial Information About International  and Domestic Operations 1 Competition and Costs 2 Marketing and Distribution 2 Description of Principal Products 2 Sales Volumes by Product 2 Research and Development 3 Environmental Protection 3 Employees 3 Executive Officers of the Registrant 3 Raw Materials 4 Forward-looking Statements 4 ITEM 2. PROPERTIES Forestlands 4 Mills and Plants 5 Capital Investments and Dispositions 5 ITEM 3. LEGAL PROCEEDINGS 5 ITEM 4. SUBMISSION OF MATTERS TO A  VOTE OF SECURITY HOLDERS 5 PART II. PART I ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES Additional Financial Data 83 Report of Independent Registered  Public Accounting Firm on Financial  Statement Schedule 86 Schedule II - Valuation and  Qualifying Accounts 87 SIGNATURES 88 APPENDIX I 2004 LISTING OF FACILITIES A-1 APPENDIX II 2004 CAPACITY INFORMATION A-5