IP Morningstar

8/10/2019 IP Morningstar

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International Paper CoIP

1 Quote

6 Analysis

9 Insiders

22 Performance

24 Financials

27 Valuation / Estimates

29 Key Ratios

32 Ownership


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International Paper CoIP Morningstar Analyst Rati

Last Price Day Change Open Price Day Range 52-Week Range Proj. Yield Market Cap Volume Avg Vol. Forward P/E P/B P/S P/

$ 50.62 ]0.32 | 0.64 % $ 50.92 50.44-51.10 43.05-51.98 3.16 21.62 bil 3.0 mil 3.4 mil 12.34 2.87 0.77 8

Stock Price2014-01-01 - 2014-10-31

XNYS:IP:2.28|4.72%

20.00

40.00

60.00

2014

Morningstars Take

International Paper has transformed from a businesswith 12 operating units in 2005 to just three today. Overthe past decade, it has shed more than $11 billion worthof timberland...

Fair Value Estimate $ 48.00

Consider Buying $ 28.80

Consider Selling $ 74.40

Fair Value Uncertainty High

Economic Moat Narrow

Stewardship Exemplary

Growth CProfitability CMorningstar Credit Rating BBB

Key Stats

Stock Ind Avg

Price/Earnings TTM 25.1 18.8

Price/Book 2.9 3.2

Price/Sales TTM 0.8 0.9

Rev Growth (3 Yr Avg) 4.9 8.6

Net Income Growth (3 Yr Avg) 29.4 20.4

Operating Margin % TTM 5.5 7.9

Net Margin % TTM 3.1 4.6

ROA TTM 2.8 4.3

ROE TTM 12.4 17.7Debt/Equity 1.2 1.4

Relative to Industry

- Avg +

Financials

Annual Quarterly

Income Statement 2013-12 2012-12 2011-12 2014-06 2013-06

Revenue 29,080 27,833 26,034 7,213 7,335

Operating Income 2,188 1,891 2,217 313 518

Net Income 1,395 794 1,341 161 259

Earnings Per Share 3.11 1.80 3.07 0.37 0.57

Shares Outstanding 448 440 437 432 448

Balance Sheet

Current Assets 9,025 8,905 10,456 8,751 9,268

Non Current Assets 22,503 23,248 16,537 22,051 23,277

Total Assets 31,528 32,153 26,993 30,802 32,545

Current Liabilities 5,127 4,998 4,738 5,393 5,677

Total Liabilities 23,423 25,849 20,373 23,280 25,838

Stockholders' Equity 8,105 6,304 6,620 7,522 6,707

Dividends

Declared Date 09/09/20

Ex-Dividend Date 11/13/20

Latest Indicated Dividend Amount 0

Projected Yield 3.16

Recent Dividends &

Splits

Type Amo

08/13/2014 Cash Dividends 0.35




Purchase Options

Direct Investment Y

Dividend Reinvestment Plan Y

CompetitorsName Price % Chg TTM Sa

$

International Paper Co $50.62 0.64] 28,8

Amcor Ltd ADR $41.49 0.63] 9,5

Amcor Ltd $9.84 -4.28 [ 9,5

Ball Corp $64.43 1.79] 8,5

Sealed Air Corp $36.25 2.95] 7,7

MeadWestvaco Corp $44.17 2.55] 5,4

Wall St. Recommendations

Current 4.1

Total Analysts: 7 5.0 3.0Buy Hold

Ownership

Fund Owners Star

Rating

% Shares

Held

% To

Ass

Vanguard WellingtonInv

QQQQQ 1.87 0

T. Rowe Price EquityIncome

QQQ 1.73 1

Vanguard Total Stock MktIdx

1.63 0

BlackRock Equity DividendInv B

QQQ 1.47 1

T. Rowe Price Value QQQQ 1.26 1

Insiders % ChangeTTM

% ShaOutstand

John V. Faraci -194,397 0

Timothy S. Nicholls 19,021 0

Carol L. Roberts -90,561 0

Mark S. Sutton 19,407 0

Mary A. Laschinger -35,352 0

Release date 11-02-2014

2014 Morningstar. All Rights Reserved. Unless otherwise provided in a separate agreement, you may use this report only in the country in which its original distributor is based. Data as originally reported. Theinformation contained herein is not represented or warranted to be accurate, correct, complete, or timely. This report is for information purposes only, and should not be considered a solicitation to buy or sell any security.Redistribution is prohibited without written permission. To order reprints, call +1 312-696-6100. To license the research, call +1 312-696-6869.

Page 1 ofRelease date 11-02-2014


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International Paper CoIP Morningstar Analyst Rati

Last Price Day Change Open Price Day Range 52-Week Range Proj. Yield Market Cap Volume Avg Vol. Forward P/E P/B P/S P/

$ 50.62 ]0.32 | 0.64 % $ 50.92 50.44-51.10 43.05-51.98 3.16 21.62 bil 3.0 mil 3.4 mil 12.34 2.87 0.77 8

Cash Flow

Cash From Operations 3,028 2,967 2,675 529 748

Capital Expenditures -1,198 -1,383 -1,159

Free Cash Flow 1,830 1,584 1,516 529 748





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Quote Stock Type Last Close 10/31/2014 Fair Value Estimate Morningstar RatingCyclical 50.62 $ 48.00 QQQ

Industry Classification

NAICS Folding Paperboard Box Manufacturing (322212)

SIC Folding Carton and Set-up Box Industry (2731);Folding Paperboard Boxes, IncludingSanitary (2657)

ISIC Manufacture of Corrugated Paper and Paperboard and of Containers of Paper andPaperboard (1702)

Operation Details

Fiscal Year Ends 2014-12-31

CIK 51434

Year Established

Employees (12/31/2013) 69,000

Full Time

Part Time

Auditor (12/31/2013) Deloitte & Touche LLP

Legal Advisor (02/27/2012) Debevoise & Plimpton LLP

Key Executives Timothy S. Nicholls/Senior Vice President, Printing and Communications Papers of theAmericas; Carol L. Roberts/Senior Vice President and Chief Financial Officer; Mary A.Laschinger/Senior Vice President and President, xpedx; William P. Hoel/senior vice

president, Container The Americas; Tommy S. Joseph/Senior Vice President,Manufacturing, Technology, EHS&S and Global Sourcing; Sharon R. Ryan/Senior VicePresident, General Counsel and Corporate Secretary; Thomas G. Kadien/Senior VicePresident, Consumer packaging and IP India; Paul J. Karre/Senior Vice President, HumanResources and Communications; C. Cato Ealy/Senior Vice President, CorporateDevelopment; Jeanmichel Ribieras/Senior Vice President and President, IP Europe,Middle East, Africa and Russia; Terri L. Herrington/Vice President, Finance andController; W. Michael Amick/Vice President, President, IP India and ExecutiveChairman, International Paper APPM Limited; Rampraveen Swaminathan/Vice Presidentand Managing Director, IP APPM; Glenn R. Landau/President, IP Latin America

Business Description

International Paper Co produces and distributes printinpaper, packaging, forest products, and chemicalproducts. The Company operates in four segmentsnamely industrial packaging; printing papers; consumepackaging, and distribution.

30-day Avg Volume 4.0M

Market Cap 21.6

Net Income 0.9

Sales 28.9

Sector Consumer Cycli

Industry Packaging & Contain

Stock Style 4Large CDirect Investment Y

Dividend Reinvestment Y





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Industry Peers

MorningstarRating

MarketCap $Mil

NetIncome $Mil

P/S P/B P/E DividendYield%

5 Yr RevCAGR%

Med Oper.Margin%

InterestCoverage

International Paper Co QQQ 21,615 884 0.8 2.9 25.1 2.8 3.2 6.8

Amcor Ltd 12,516 564 1.3 6.6 19.6 3.8 2.6 6.0 5.0Amcor Ltd 11,873 564 1.3 6.2 18.6 3.9 2.6 6.0 5.0

Ball Corp QQQ 8,919 486 1.1 7.4 19.3 0.8 2.3 9.7 4.2

Sealed Air Corp QQQ 7,685 197 1.0 5.4 45.5 1.4 9.7 7.8 1.5

MeadWestvaco Corp QQQ 7,441 861 1.4 2.1 20.8 2.3 -4.1 6.6 2.4

Rock-Tenn Company QQQQ 7,323 502 0.8 1.6 14.9 1.4 27.5 7.6 7.6

Packaging Corp of America QQQ 7,091 497 1.4 4.8 14.1 2.2 9.2 12.9

Crown Holdings Inc QQQ 6,658 423 0.7 24.6 15.6 0.8 10.1 3.4 1

REXAM PLC 5,450 203 0.9 2.6 12.0 4.1 -3.1 10.6 4.6

REXAM PLC QQQQ 5,395 203 0.9 2.5 11.9 4.1 -3.1 10.6 4.6

Smurfit Kappa Group PLC 4,733 257 0.9 1.6 29.3 3.0 2.4 8.0 2.4

Owens-Illinois Inc QQQ 4,249 128 0.6 2.5 28.0 -2.4 11.0 2.4

Sonoco Products Co QQQ 4,138 239 0.9 2.4 17.7 3.1 3.3 7.2 6.1

AptarGroup, Inc. QQQQ 4,056 183 1.6 2.7 23.1 1.7 4.0 11.3 13.9Graphic Packaging Holding Co 3,966 94 0.9 3.6 43.1 1.9 6.9

Bemis Co Inc QQQ 3,842 225 0.8 2.3 17.6 2.8 5.9 7.6 5.7

Smith (DS) PLC 3,841 140 0.6 2.1 16.8 4.0 13.9 4.4 5.1

CCL Industries Inc 3,262 150 1.6 3.2 26.4 0.9 9.7 10.4 6.7

Tupperware Brands Corp 3,212 239 1.2 11.3 13.7 4.2 4.3 13.2 10.0

Silgan Holdings Inc QQQ 3,117 175 0.8 4.1 17.9 1.2 3.5 9.2 4.8

Berry Plastics Group Inc 3,057 59 0.6 -23.0 53.5 4.9

Huhtamki Oyj 2,754 111 0.9 2.5 19.6 3.0 0.7 5.9

Nampak Ltd 2,445 1,240 1.4 3.7 20.2 2.4 -0.2 10.0

Greif Inc 2,396 114 0.5 1.9 21.0 5.0 2.8 7.8 3.9

Berli Jucker PLC 2,357 1,971 1.8 5.1 38.9 1.3 13.7 8.2

Smurfit Kappa Group PLC 2,356 257 0.5 0.8 14.6 2.2 2.4 8.0 2.4

Nampak Ltd 2,158 1,240 1.2 3.2 17.8 3.1 -0.2 10.0Greif Inc 2,103 114 0.5 1.7 18.4 3.8 2.8 7.8 3.9

Mobile Mini Inc 2,020 43 4.8 2.4 45.9 1.2 -0.4 26.2 2.3

Mayr-Melnhof Karton AG 2,003 128 0.8 1.5 12.4 2.5 2.9 8.7

Winpak Ltd 1,732 75 2.3 3.0 22.8 0.4 6.9 14.6 4,350.7

RPC Group PLC 1,571 28 0.8 3.6 19.9 6.3 6.4 6.8

Intertape Polymer Group Inc 891 91 1.2 3.6 10.0 2.5 1.2 3.6 6.5

Veritiv Corp 721 244 0.2 1.7 1.0

AMVIG Holdings Ltd 433 424 0.9 0.8 8.9 4.7 3.8 22.2 11.9

UFP Technologies Inc 155 10 1.1 1.7 15.4 4.8 12.4

Richards Packaging Income Fund 139 4 0.7 2.1 37.0 6.5 1.1 6.8 8.1

Northern Technologies International 83 4 3.3 1.9 19.1 12.9 21.1 108.6

China Shengda Packaging Group Inc 35 1 0.2 0.3 21.7 6.9 4.1

Flasr Inc 34 0CryoPort Inc 25 -20 7.5 -24.4 -875.9 -23.9

Fuwei Films (Holdings) Co Ltd 11 -58 0.2 0.2 -7.4 -5.2 -5.8

Shiner International Inc 10 -4 0.1 0.3 10.8 -0.6 -0.0

Ehouse Global Inc 0 -1 -0.1 -2.7 -33.3

Sofrinsky Experimental Mechanical Plant OJSC 2 98.7 5.6 5.9

Greatview Aseptic Packaging Co Ltd 331 2.8 3.0 19.9 1.6 20.6 108.6

Powerflute Oyj 9 3.6 8.5 10.3

Zignago Vetro 25 2.7 18.2

Youlchon Chemical Co Ltd 15,498 9.6 7.5 24.5

RM2 International SA -90 526.3 2.5 -33,264.2 -9.9





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Industry Peers

MorningstarRating

MarketCap $Mil

NetIncome $Mil

P/S P/B P/E DividendYield%

5 Yr RevCAGR%

Med Oper.Margin%

InterestCoverage

RPC Group PLC 28 6.3 6.4 6.8

Symphony Environmental Technologies PLC 0 1.7 4.5 7.0 5.9 -14.3Cardia Bioplastics Ltd -2 0.8 0.4 -97.3 -321.5

Vetropack Holding AG 56 -2.3 13.1

Kmbi Corp -1,041 0.8 1.2 1.3

Uflex Ltd 2,225 22.4 5.4

Teckwah Industrial Corp Ltd 11 2.6 8.0 72.4

Cardia Bioplastics Ltd -2 -97.3 -321.5

New Toyo International Holdings Ltd 16 0.5 0.7 8.8 2.8 5.1 8.7 18.6

Mayr-Melnhof Karton AG 128 2.9 8.7

ThermaFreeze Products Corp

Hung Hing Printing Group Ltd 13 0.3 0.3 12.7 3.4 3.7 16.6

Radva Corp 0 -4.4 0.0 -2.3

Conforce international Inc -3 9.4 0.5 -361.3

API Group PLC 5 0.4 1.9 10.0 4.2 5.9 10.7Full Apex holdings -66 0.2 0.2 7.8 5.2 1.4

Viskase Companies Inc 12 17.5 9.3 7.4 1.8 1

Cryopak Industries Inc -1 0.0 0.0 69.5 -8.8

International Dispensing Corp -2 -23,581.6

Industry Average 3,775 441 0.9 3.2 18.8 1.8 7.2 -849.7 83.0





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Analysis

Analyst Note| 09 Sep 2014 | Todd Wenning, CFA, Stock

Analyst

International Paper on Sept. 8 announced that COO

Mark Sutton would succeed chairman and CEOJohn Faraci, who is retiring at the end of October.

Sutton will also assume Faraci's chairman role on

Jan. 1. Naming Sutton as Faraci's replacement

was not a surprise, but the timing of the transition

is slightly sooner than we expected. In February,

Faraci will reach the company's mandatory retire-

ment age of 65, and earlier reports indicated he

would retire at the end of that month. We don't

see this as a major problem, though, since Faraci

will remain a special advisor to Sutton until Feb.

28.

Despite the retirement of an excellent capital al-

locator in Faraci, we are maintaining our Exem-

plary stewardship rating for International Paper.

As senior vice president of Industrial Packaging,

Sutton played a key role in exceeding the com-

pany's synergy targets after the 2012 Temple-In-

land acquisition, and we believe his strong track

record in operations should help IP maintain its

low-cost production advantages, which is the main

source of our narrow economic moat rating. Fur-

ther, we think CFO Carol Roberts has a good eye

for allocating capital and that the deep bench of

leadership talent at IP will support a smooth trans-

ition.

Investment Thesis| 02 Jul 2014 | Todd Wenning, CFA,

Stock Analyst

International Paper has transformed from a busi-

ness with 12 operating units in 2005 to just three

today. Over the past decade, it has shed more than

$11 billion worth of timberland and noncore busi-

nesses and strengthened its position in industrial

packaging by acquiring Weyerhaeuser's pack-

aging division in early 2008 and Temple-Inland in

2012. These acquisitions have resulted in IP hav-

ing an approximate one-third share of the North

American containerboard industry, compared with

19% for its closest competitor, Rock-Tenn. IP's

massive corporate restructuring has been bold and

expensive, but given the old business model's in-

ability to sustainably generate returns above its

cost of capital, we think such a move was neces-

sary and believe the new model will increase

shareholder value. IP has done a fantastic job in-

tegrating the Temple-Inland acquisition, with real-

ized synergies well ahead of expectations, and its

industry-leading EBITDA margins speak to the

company's ability to efficiently run a large mill net-

work. The other half of IP's business, which in-

cludes legacy printing papers and consumer pack-

aging, requires more of management's attention

as each segment has a unique set of challenges.

While more than three fourths of IP's revenue

comes from the United States, the company also

has paper operations or investments in each of theBRIC countries and in Eastern Europe. The jewel of

IP's emerging-market investments is its joint ven-

ture with Ilim, the largest pulp and paper company

in Russia. Ilim has two pulp mills in Siberia that

provide daily rail deliveries into China, the country

with the world's biggest fiber deficit. Despite the

strong uncoated free sheet paper demand in emer-

ging markets, we believe those regions will also

increasingly adopt digital forms of communication.

This is likely to shorten the emerging-market UFS

growth phase, though that growth phase could

nevertheless continue for another five or moreyears.

Economic MoatTM| 02 Jul 2014

We give International Paper a narrow economic

moat rating. Now that xpedx has been spun off,

IP's industrial packaging division will account for

about two thirds of annual revenue and operating

profit. We believe this business benefits from a

low-cost production advantage, with 95% of its

production capacity falling in the first and second

quartiles of the global cost curve. This advantage

can be seen in IP's North American industrial pack-

aging EBITDA margins, which are higher than

those of its primary competitors in the region,

Packaging Corporation of America and Rock-Tenn.

IP's other legacy operations, printing papers and

consumer packaging, will account for the remain-

ing third of revenue and operating profit. The vast

majority of IP's paper and paperboard mills a

fall in the lower half of the cost curve, but the d

ference between producers in the f irst and fou

quartiles isn't as wide as it is in containerboa

Plus, margins are not quite as attractive in the

businesses, owing to the secular headwinds f

cing printing papers and tepid volume growth

consumer packaging in recent years. We belie

IP's low-cost production advantage stems from

number of factors including mill locations in clo

proximity to wood baskets that were part of t

once vertically integrated company. When IP so

its forest holdings during its transformation peri

it also locked in long-term fiber supply agre

ments with the new landowners, which should e

sure that IP's proximity advantage persists for least another 10 years. Further, IP's virgin fib

mills are effectively irreplaceable from a co

standpoint given the environmental regulatio

and capital requirements to build a greenfield v

gin fiber mill in the U.S. Finally, the company h

invested heavily in energy reduction projects at

mills, which has further reduced production co

relative to some of its peers. We continue to s

little contribution from the efficient-scale ph

nomenon toward IP's economic moat. Despite t

consolidated nature of the North American co

tainerboard market, where four companies acount for about 75% of supply, we think (highe

cost) supply will continue to be added in the co

ing years through newsprint mill conversions a

brownfield investments by competitors. Witho

the efficient scale phenomenon present, we do

have sufficient confidence that IP, being a co

modity producer, can generate economic prof

beyond 20 years. As such, we do not believe

possesses a wide economic moat.

Valuation| 29 Jul 2014

Our fair value estimate is $48 per share, whi

represents a 2014 price/adjusted earnings m

t ip le n ea r 1 5 t im es a nd a n e nt er pr i

value/EBITDA multiple near 7 times. Our model a

sumes an 8.8% weighted average cost of capita





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Analysis

Risk| 02 Jul 2014

We have a high uncertainty rating for Internation-

al Paper. Now that IP has acquired its way to be-

coming the largest containerboard player by a

wide margin, it must strike a profitable balance

between production and capacity in an industry

that competes largely on price. Moreover, contain-

erboard mills have high fixed costs and require

utilization rates near 100% to spread out the fixed

costs; in periods of economic decline, then, con-

tainerboard producers are faced with the difficult

choice between running mills and realizing lower

margins, or idling mills to better match supply and

demand. In such a situation, the larger producers

often bear most of the industry's burden when it

comes to taking downtime, as smaller competitors

are more able to maintain their prerecession levels

of mill utilization. If the containerboard industry is

able to introduce additional price increases in the

absence of higher input costs, containerboard pro-

ducers could have the upper hand in future pricing

events and efficient scale could, in fact, be

present. We may be underestimating this oppor-

tunity.An accelerated decline in UFS demand

would hurt not only the printing papers segment,

but also IP's industrial packaging and distribution

businesses, since boxed paper shipments make up

approximately 20% of the end uses for corrugatedpackaging. If recycled fiber prices fall materially

(unlikely in our estimation), IP's relative position on

the cost curve could diminish, given that 65% of

its North American containerboard fiber supply is

fiber with the balance in recycled. Some peers

have a higher exposure to recycled fiber and would

benefit from this trend. Finally, should political

tensions between Russia and the U.S. escalate,

IP's large investment in the Siberia-based Ilim joint

venture could be at risk.

Management | 09 Sep 2014

We assign International Paper an Exemplary stew-

ardship rating, supported by the company's tre-

mendously successful transformation over the past

decade. Our stewardship rating focuses on how

well management teams have played the hand

they were dealt, and we believe IP worked a minor

miracle, given the secular headwinds faced by the

domestic paper industry in the past two decades.

Between 2002 and 2006, for example, IP's returns

on invested capital averaged a little below 8%,

and its quarterly dividend was held at $0.25 per

share from 1995 to 2009. During this period, the

company was simply stretched across too many

business lines and operations were largely ineffi-

cient. Since 2006, however, IP sold more than $11

billion worth of timberland and noncore business

lines and acquired packaging assets such as Wey-

erhaeuser in 2008 and Temple-Inland in 2012. The

Temple-Inland integration process was a resound-

i n g s u cc e ss a nd s y ne r gi e s s u rp as s ed

management's original guidance. As a result of

these moves, IP's returns on invested capital im-proved to about 18% by 2012, and although the

firm had to slash its dividend during the financial

crisis, the payout has more than fully rebounded

and is well above its pre-financial-crisis levels.

Though we expect increased competitive pressure

in the North American containerboard market over

the next few years, we believe IP is on much bet-

ter footing as a result of management's wise de-

cisions and strong operational execution in recent

years. The company's most recent capital-alloca-

tion decision, to spin off its noncore distribution

business, is another example of management'sprudent approach to increasing shareholder value.

John Faraci has been chairman and CEO since

2003 and is largely responsible for the company's

significant transformation. He joined IP in 1974

and served as CFO for three years before becom-

ing CEO. Faraci is set to retire in October. In

September, IP named COO Mark Sutton to replace

Faraci as chairman and CEO. Sutton has been with

IP for his entire 30-year career; before becoming

COO, he was the head of IP's industrial packaging

business where played an integral role in exceed-

ing the company's synergy targets after the

Temple-Inland acquisition. We think IP will have

plenty of time to groom Sutton for the CEO posi-

tion, and we are maintaining our Exemplary stew-

ardship rating. CFO Carol Roberts has been with

the company since 1981 and assumed her current

role in 2011. IP has a deep bench of executive tal-

ent with decades of experience, so we would an

cipate future leadership changes to promote

ternal candidates and transitions to be relative

smooth. IP executives' bonuses are tied to fr

cash flow, return on investment, and total sha

holder return metrics, which we consider approp

ate, and we're encouraged that 87% of the CEO

target compensation is at risk. We think shar

holder capital is in good hands with the

team.One slight negative point that we take wit

IP's management is the frequent use of restruct

ing charges, which can be very large in som

years. While frequent restructuring charges a

reasonable in industries facing secular declin

(office paper, for example), we would like to s

management include results with and without structuring charges when making compariso

with competitors and prior periods.

Bulls Say

With the acquisition of Temple-Inland, IP esta

lished a dominant market share lead in corrugat

packaging that brings scale advantages vers

competitors and more stable profit margins.

IP has paper and packaging operations in each

the BRIC countries, which could fuel top- and bo

tom-line growth in the medium term.

A rebound in U.S.-based manufacturing w

provide a tailwind to IP's industrial packaging se

ment.

Bears Say

The new competitive dynamics in containerboa

have yet to be tested in a recessionary enviro

ment, and any perceived pricing rationality cou

quickly break down.

The paper industry is in secular decline in d

veloped markets, and the rapid adoption of digitechnology will stifle growth potential in eme

ging markets.

Competitors have taken notice of augmented co

tainerboard industry profit margins and have b

gun to add capacity to the domestic market.





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Analysis

Overview

International Paper manufactures packaging

products and printing papers. It accounts for ap-

proximately one third of the North American cor-

rugated packaging market and about 25% of the

uncoated free sheet paper market. Though it has

operations in Brazil, Russia, India, and China, more

than three fourths of its sales come from North

America.

Competitors

Name Price % Chg TTM Sales

$ mil

International Paper Co $50.62 0.64] 28,882

Amcor Ltd ADR $41.49 0.63] 9,547

Amcor Ltd $9.84 -4.28 [ 9,547

Ball Corp $64.43 1.79]

8,573Sealed Air Corp $36.25 2.95] 7,726

MeadWestvaco Corp $44.17 2.55] 5,477

Analyst

Price 10-31-2014 50.62 USD

Fair Value Estimate 48 USD

Uncertainty High

Consider Buy 28.8 USD

Consider Sell 74.4 USD

Economic Moat Narrow

Stewardship Rating Exemplary

Quantitative

Price 10-31-2014 50.62 USDQuantitative Fair Value 47.85 USD

Quantitative Uncertainty Low

Quantitative Moat Narrow

As of 10-31-2014





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Insiders

Total Executive Compensation

29.01 mil

36.15 mil38.75 mil

41.11 mil

26.14 mil

16.00

32.00

48.00

2009 2010 2011 2012 2013

Stock Price

30.00

60.00

2009 2010 2011 2012 2013

Total Return

0

80.0

2009 2010 2011 2012 2013

Revenue

-1.00

0.00

2009 2010 2011 2012 2013

Return of Equity

-1.00

0.00

2009 2010 2011 2012 2013

Net Income

-1.00

0.00

2009 2010 2011 2012 2013

2013 Executive Compensation

Total Compensation $26,140,6

1-Year % Change 36.41 %

Compensation vs. Performance 1-Year % Cha

CEO Compensation -22.8

Stock Return 26.2

Revenue 4.48

Return on Equity 57.9

Net Income 75.69





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Insiders

Key Executive Compensation

Key Executive Compensation 2009 2010 2011 2012 2

Salary 2,348,100 2,637,725 3,278,875 3,406,000 4,069,3

Bonus 0 0 0 0

Annual Other Income 0 0 0 0Restricted Stock Award 3,403,149 10,835,820 14,814,582 14,659,207 16,750,0

Securities Options 0 0 0 0

LTIP Payout 0 0 0 0

Non-Equity Compensation 4,307,400 4,106,300 4,865,000 3,341,100 3,951,3

Other Compensation 821,307 849,566 644,932 622,644 591,4

Total 17,519,615 26,375,694 30,847,842 32,363,037 26,140,6

John V. Faraci / Chairman of the Board and Chief Executive Officer 2009 2010 2011 2012 2

Salary 1,261,400 1,308,725 1,374,375 1,391,000 1,435,2

Bonus 0 0 0 0

Annual Other Income 0 0 0 0

Restricted Stock Award 2,397,230 7,424,073 9,001,717 8,852,190 9,013,7

Securities Options 0 0 0 0LTIP Payout 0 0 0 0

Non-Equity Compensation 2,727,400 2,250,000 2,500,000 1,784,500 1,874,3


Total 12,195,181 17,181,113 16,407,713 16,427,291 12,680,9

Carol L. Roberts / Senior Vice President and Chief Financial Officer 2009 2010 2011 2012 2

Salary 541,700 679,000 694,750 720,000 720,0

Bonus 0 0 0 0


Restricted Stock Award 471,417 1,604,367 1,994,330 2,021,011 2,057,9

Securities Options 0 0 0 0

LTIP Payout 0 0 0 0

Non-Equity Compensation 800,000 1,073,500 865,000 618,000 633,0


Total 2,867,959 5,012,572 5,365,452 6,206,159 3,502,2

Mark S. Sutton / Senior Vice President, Industrial Packaging 2009 2010 2011 2012 2

Salary 514,750 585,000 628,8

Bonus 0 0

Annual Other Income 0 0

Restricted Stock Award 1,534,923 1,764,995 1,797,1

Securities Options 0 0

LTIP Payout 0 0

Non-Equity Compensation 675,000 526,100 577,0

Other Compensation 45,071 85,825 58,0

Total 3,858,691 4,814,971 3,477,1





Page 10 of


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Insiders

Timothy S. Nicholls / Senior VicePresident, Printing and

Communications Papers and IP Brazil

2009 2010 2011 2012 2

Salary 545,000 650,000 695,000 710,000 710,0

Bonus 0 0 0 0


Restricted Stock Award 534,502 1,807,380 2,283,612 2,021,011 2,057,9Securities Options 0 0 0 0

LTIP Payout 0 0 0 0

Non-Equity Compensation 780,000 782,800 825,000 412,500 434,0


Total 2,456,475 4,182,009 5,215,986 4,914,616 3,276,8

Tommy S. Joseph / Senior Vice President, Manufacturing,

Technology, EHS&S and Global Sourcing

2009 2010 2011 2012 2

Salary 575,2

Bonus

Annual Other Income

Restricted Stock Award 1,823,3

Securities Options

LTIP Payout

Non-Equity Compensation 433,0

Other Compensation 18,2

Total 3,203,5

A publicly-traded company is only required to disclose information concerning the amount and type of compensation paid to its CEO, CFO, and the three other most highly compensated executive officers in a given year. Information aboutcompensation for these individuals may be unavailable in prior years if they were not in their current roles or did not qualify as among the most highly compensated officers at the time.





Page 11 of


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Insiders

Weekly Insider Transactions

-277,958

0

277,958

555,915

Nov Dec 2014 Feb Mar A r Ma Jun Jul Au Se Oct

Buy

Acquisition (Non-open Mkt)

Option Exercise

SellDisposition (Non-open Mkt)

Stock Price

30.00

60.00


Total Return

0

10.0


Revenue

-1.00

0.00


Return of Equity

-1.00

0.00


Net Income

-1.00

0.00






Page 12 of


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Insiders

Transaction History

Date * Name Title Transaction Shares Va

10/01/2014 Ray G. Young Independent Director Acquisition 3,230

10/01/2014 John V. Faraci Chairman of the Board Sale at 47.388 per share. 40,000 1,895,5

09/16/2014 William P. Hoel senior vice president, Container The Americas Sale at 49.278 per share. 10,000 492,709/15/2014 William P. Hoel senior vice president, Container The Americas Sale at 50.05 per share. 10,000 500,5

09/12/2014 Sharon R. Ryan Senior Vice President, General Counsel and Corporate Secretary Sale at 49.624 per share. 3,000 148,8

09/03/2014 Timothy S. Nicholls Senior Vice President, Pr inting and Communicat ions Papers ofthe Americas

Sale at 48.84 per share. 20,000 976,8


08/26/2014 Sharon R. Ryan Senior Vice President, General Counsel and Corporate Secretary Sale at 47.741 per share. 2,000 95,4

07/01/2014 William P. Hoel senior vice president, Container The Americas Sale at 51 per share. 10,000 510,0


06/30/2014 William P. Hoel senior vice president, Container The Americas Sale at 50 per share. 10,000 500,0

06/11/2014 C. Cato Ealy Senior Vice President, Corporate Development Sale at 48.156 per share. 10,000 481,5

06/06/2014 Mary A. Laschinger Senior Vice President and President, xpedx Sale at 47.89 per share. 20,000 957,8

06/05/2014 Thomas G. Kadien Senior Vice President, Consumer packaging and IP India Sale at 47.787 per share. 22,000 1,051,3


05/14/2014 Carol L. Roberts Senior Vice President and Chief Financial Officer Gift 21,100

05/14/2014 Carol L. Roberts Senior Vice President and Chief Financial Officer Gift 21,100

05/13/2014 Ahmet Dorduncu Independent Director Acquisition 2,910 136,0

05/13/2014 J. Steven Whisler Presiding Independent Director Acquisition 6,072 283,8

05/13/2014 William G. Walter Independent Director Acquisition 2,910 136,0

05/13/2014 John F. Turner Independent Director Acquisition 2,910 136,0

05/13/2014 Stacey J. Mobley Independent Director Acquisition 2,910 136,0

05/13/2014 Ilene S. Gordon Independent Director Acquisition 5,537 258,7

05/13/2014 John L. Townsend Independent Director Acquisition 2,910 136,0

05/13/2014 Joan E. Spero Independent Director Acquisition 5,323 248,7

* Date represents the date on which the insider initiated the transaction





Page 13 of


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Insiders

Holding Summary

Name Title Total Shares Held TTM Change % Shares Outstanding % Market Va

All Key Insiders 3,194,390 -9.49% 0.74% 160,677,8

John V. Faraci Chairman of the Board 1,388,644 -12.28 0.33% 69,848,7Timothy S. Nicholls Senior Vice President, Printing and CommunicationsPapers of the Americas

213,306 9.79 0.05% 10,729,2

Carol L. Roberts Senior Vice President and Chief Financial Officer 208,420 -30.29 0.05% 10,483,5

Mark S. Sutton Director 177,835 12.25 0.04% 8,945,1

Mary A. Laschinger Senior Vice President and President, xpedx 171,629 -17.08 0.04% 8,632,9

William P. Hoel senior vice president, Container The Americas 152,224 -13.4 0.04% 7,656,8

Tommy S. Joseph Senior Vice President, Manufacturing, Technology,EHS&S and Global Sourcing

146,420 -1.21 0.03% 7,364,9

Sharon R. Ryan Senior Vice President, General Counsel and CorporateSecretary

134,576 6.86 0.03% 6,769,1

Thomas G. Kadien Senior Vice President, Consumer packaging and IPIndia

127,980 -34.98 0.03% 6,437,3

Paul J. Karre Senior Vice President, Human Resources andCommunications

101,251 -22.78 0.02% 5,092,9

C. Cato Ealy Senior Vice President, Corporate Development 96,408 -25.47 0.02% 4,849,3

Jeanmichel Ribieras Senior Vice President and President, IP Europe, MiddleEast, Africa and Russia 70,071 0 0.02% 3,524,5

David J. Bronczek Independent Director 53,560 8.33 0.01% 2,694,0

Stacey J. Mobley Independent Director 42,376 9.17 0.01% 2,131,5

John L. Townsend Independent Director 39,714 7.91 0.01% 1,997,6

Terri L. Herrington Vice President, Finance and Controller 29,617 -20.94 0.01% 1,489,7

Ilene S. Gordon Independent Director 15,942 57.47 0% 801,8

Ahmet Dorduncu Independent Director 13,571 27.3 0% 682,6

John F. Turner Independent Director 10,846 39.39 0% 545,5

Ray G. Young Independent Director 0 0 0%

Jay L. Johnson Independent Director 0 0 0%

Joan E. Spero Independent Director 0 0 0%

William G. Walter Independent Director 0 0 0%

All Key Insiders 3,194,390 -9.49% 0.74% 160,677,8

* Based on IP Last Close Price: 50.3 10/30/2014 4:00:00 PM EST.





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Insiders

Key Executive

Timothy S. Nicholls, 52

Senior Vice President, Printing and Communications Papers ofthe AmericasSince:2005

imothy S. Nicholls was named senior vice president, industrial packaging effective November 1, 2014.

Currently, he is senior vice president, printing and communications papers-the Americas. Nicholls'

previous positions included senior vice president and chief f inancial officer, vice president of finance, anvice president and CFO, IP Europe. He has been with International Paper since 1991.

Carol L. Roberts, 54

Senior Vice President and Chief Financial OfficerSince:2005

Carol L. Roberts, 54, senior vice president and chief financial officer since November 2011. Ms. Roberts

previously served as senior vice president - industrial packaging from 2008 until 2011 and senior vice

president - IP packaging solutions from 2005 until 2008. Ms. Roberts serves on the board of directors of

Alcoa Inc. and Ilim Holding S.A., a Swiss holding company in which International Paper holds a 50%

interest, and of its subsidiary, Ilim Group. Ms. Roberts joined International Paper in 1981.

Mary A. Laschinger, 53

Senior Vice President and President, xpedxSince:2005

Mary A. Laschinger, 53, senior vice president since 2007 and president - xpedx since January 2010. Ms.

Laschinger previously served as president - IP Europe, Middle East, Africa and Russia from 2005 until

2010. Ms. Laschinger joined International Paper in 1992. Ms. Laschinger serves on the board of directors

of the Kellogg Company.

William P. Hoel, 57

senior vice president, Container The AmericasSince:2000

William P. Hoel, 57, senior vice president, Container The Americas, since February 2012. Mr. Hoel

previously served as vice president, Container The Americas, from 2005 until 2012, senior vice president

corporate sales and marketing, from 2004 until 2005, and vice president, Wood Products, from 2000 unti

2004. Mr. Hoel joined International Paper in 1983.

Tommy S. Joseph, 54

Senior Vice President, Manufacturing, Technology, EHS&Sand Global SourcingSince:2005

Tommy S. Joseph, 54, senior vice president - manufacturing, technology, EHS&S and global sourcing sin

January 2010. Mr. Joseph previously served as senior vice president - manufacturing, technology, EHS&

from February 2009 until December 2009, and vice president - technology from 2005 until February 2009.

Mr. Joseph is a director of Ilim Holding S.A., a Swiss Holding Company in which International Paper hold

a 50% interest, and of its subsidiary, Ilim Group. Mr. Joseph joined International Paper in 1983.

Sharon R. Ryan, 54

Senior Vice President, General Counsel and CorporateSecretarySince:1992

Sharon Ryan joined International Paper in 1988 as an attorney in the Land and Timber/Forest Products

Division. In 1992, she was named vice president and general counsel of Masonite Corporation, an

International Paper subsidiary. In 1997, Sharon was named general counsel - Building Materials Group,

adding Wood Products and Decorative Products to her Masonite responsibilities. She became general

counsel of Consumer Packaging and Corporate Sales & Marketing in 2000, and, in 2005, expanded her

responsibilities to include IP's Papers businesses and Wood Products business. Sharon was promoted to

associate general counsel - Corporate Law in 2006, and, in 2009, assumed the additional role of Chief

Ethics and Compliance Officer. She was appointed vice president in February 2011 and, in May 2011, wa

also named acting general counsel and corporate secretary. Sharon was promoted to senior vice

president, general counsel and corporate secretary November 1, 2011. Prior to joining International Papeshe was a real estate attorney with Baker, Smith & Mills in Dallas, Texas. She received her undergradua

degree from George Washington University in 1981. In 1985, she received her JD degree from Boston

College Law School where she was an editor for the Boston College Law Review.





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Insiders

Key ExecutiveThomas G. Kadien, 57

Senior Vice President, Consumer packaging and IP IndiaSince:2005

Thomas G. Kadien, 57, senior vice president - consumer packaging and IP Asia since January 2010. Mr.

Kadien previously served as senior vice president and president - xpedx from 2005 until 2009. Mr. Kadien

joined International Paper in 1978. Mr. Kadien serves on the board of directors of The Sherwin-Williams

Company.Thomas G. Kadien was named senior vice president, human resources, communications and

global government relations along with current responsibilities for supply chain and IP India, effective

November 1.

Paul J. Karre, 61

Senior Vice President, Human Resources and CommunicationsSince:2000

Paul J. Karre, 61, senior vice president - human resources and communications since May 2009. Mr. Kar

previously served as vice president - human resources from 2000 until 2009. Mr. Karre joined Internation

Paper in 1974. Paul J. Karre, senior vice president, human resources and communications, will retire,

effective November 1 2014.

C. Cato Ealy, 57

Senior Vice President, Corporate DevelopmentSince:2003

C. Cato Ealy, 57, senior vice president - corporate development since 2003. Mr. Ealy is a director of Ilim

Holding S.A., a Swiss holding company in which International Paper holds a 50% interest, and of its

subsidiary, Ilim Group. Mr. Ealy joined International Paper in 1992.

Jeanmichel Ribieras, 51

Senior Vice President and President, IP Europe, Middle East,Africa and RussiaSince:2009

Jean-Michel Ribieras, 51, senior vice president and president - IP Europe, Middle East, Africa and Russia

since June 2013. Mr. Ribieras previously served as president - IP Latin America from 2009 until 2013. M

Ribieras is a director of Ilim Holding S.A., a Swiss holding company in which International Paper holds a

50% interest, and of its subsidiary, Ilim Group. Mr. Ribieras joined International Paper in 1993.

Terri L. Herrington,

Vice President, Finance and ControllerSince:2007

Terri Herrington, has been appointed Vice President, Controller, effective January 31, 2011. Ms.

Herrington joined the Company in November 2007 and served as Vice President, Audit, until May 2009

when she assumed her current role as Vice President, Finance, Consumer Packaging. Prior to joining the

Company she was Director of Audit for BP plc in London.

W. Michael Amick,

Vice President, President, IP India and Executive Chairman,International Paper APPM LimitedSince:1990

W. Michael Amick, Jr., was elected senior vice president, N.A. papers, pulp and consumer packaging,

effective November 1, and will report to Sutton. Currently he serves as International Paper vice presiden

and president, IP India, and as executive chairman, International Paper APPM Limited. Prior to his role in

India, Amick was vice president and general manager for the coated paperboard business. He has been

with International Paper since 1990.

Rampraveen Swaminathan,

Vice President and Managing Director, IP APPMSince:2012

Rampraveen Swaminathan was named president, IP India, effective November 1, and will report to

Kadien. Currently, Swaminathan serves as IP vice president and managing director of IP APPM.

Swaminathan was appointed a director of International Paper APPM Limited in January, 2012 and also a

managing director and CEO of the company in March 2012.

Glenn R. Landau,

President, IP Latin AmericaSince:2013

Glenn R. Landau was elected International Paper senior vice president, effective November 1, and will

continue as president, IP Latin America, with responsibilities for operations in Brazil, and will report to

Sutton. Since 2013, Landau has served as International Paper vice president and president, IP Latin

America. Previously, he served as vice president, investor relations, and as vice president and general

manager, containerboard and recycling. He has been with the company since 1991.

Board of Directors

John V. Faraci, 64 John V. Faraci, 64, chairman and chief executive officer of International Paper, since November 2003.





Page 16 of


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Insiders

Chairman of the BoardSince:2003

Earlier in 2003, he was elected president of International Paper, and he previously served as executive

vice president and chief financial officer from 2000 to 2003. From 1999 to 2000, he was senior vice

president - finance and chief financial officer. From 1995 to 1999, he was chief executive officer and

managing director of Carter Holt Harvey Ltd., a former majority-owned subsidiary of International Paper

located in New Zealand. Mr. Faraci is a member of the Council on Foreign Relations and is a member of

the board of directors of United Technologies Corporation, PPG Industries, Inc. and the National Fish and

Wildlife Foundation. He also serves on the board of the Moscow School of Management and is a membe

of the U.S. - Brazil CEO Forum. He is a trustee of Denison University and The American Enterprise Institut

Director since February 11, 2003. John V. Faraci retired as Chief Executive Officer, effective October 31,

2014, as Chairman of the Board and a director, effective December 31, 2014.

Mark S. Sutton, 53

DirectorSince:2014

On September 8, 2014, the Board of Directors of International Paper Company appointed Mark S. Sutton

as Chief Executive Officer, effective November 1, 2014, and as Chairman of the Board, effective January

2015, and Mr. Sutton resigned as President and Chief Operating Officer, effective October 31, 2014. Prio

to becoming President and Chief Operating Officer on June 1, 2014, Mr. Sutton, age 53, served as Senio

Vice President - Industrial Packaging, a position he held since November 2011. He served as Senior VicePresident - Printing & Communications Papers the Americas from 2010 to 2011, as Senior Vice President

Global Supply Chain from 2008 through 2009, and as Vice President - Global Supply Chain from 2007 to

2008. He served as Vice President - Strategic Planning of IP from 2005 to 2007. He joined the Company i

1984.

David J. Bronczek, 59

Independent DirectorSince:2006

David J. Bronczek, 59, president and chief executive officer of FedEx Express, the world's largest express

transportation company and a subsidiary of FedEx Corporation, since February 2000. Mr. Bronczek starte

with FedEx in 1976 and, prior to being named president, served as executive vice president and chief

operating officer of FedEx Express. He also serves on the Strategic Management Committee of FedEx

Corporation. A native of Cleveland, Ohio, Mr. Bronczek graduated from Kent State University. Mr. Broncz

was appointed by former President George W. Bush to the National Infrastructure Advisory Council. He i

a member of the Board of Governors of the International Air Transport Association (IATA); a board memb

for Airlines for America; a member of the Board of Governors for National Safe Kids Campaign; and a

board member for the Smithsonian's National Air and Space Museum. He is also a member of Memphis

Tomorrow. Director since October 9, 2006.

Stacey J. Mobley, 68


Stacey J. Mobley, 68, retired in June 2008 as senior vice president, chief administrative officer and

general counsel of DuPont, a global science company, and a member of DuPont's office of the chief

executive. Mr. Mobley was with DuPont for 35 years and had senior management responsibility for lega

and governmental affairs. Since November 2008, Mr. Mobley has served as senior counsel, Dickstein

Shapiro LLP, a multi-service law firm. He is a director of Nuclear Electric Insurance Ltd. and serves on the

board of trustees of Howard University. He previously served as a director of Hewitt Associates Inc.

(through October 2010) and Wilmington Trust Company (through April 2010). Director since July 7, 2008.

John L. Townsend, 58


John L. Townsend, III, 58, is a senior advisor to Tiger Management, LLC, an investment management

business. From 2010 to 2012, Mr. Townsend served as managing partner and chief operating officer of

Tiger Management, LLC. Mr. Townsend is also a member of the Riverstone Group, a private investment

fund. Mr. Townsend was previously employed by Goldman Sachs & Co. from 1987 to 2002 and was a

general partner from 1992 to 1999 and a managing director from 1999 to 2002. Mr. Townsend is a direct

of Belk, Inc., a department store retailer, and The Heritage Group, an industrial conglomerate. Director

since March 13, 2006.





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Insiders

Ilene S. Gordon, 60


Ilene S. Gordon, 60, chairman, president and chief executive officer of Ingredion Incorporated (formerly

Corn Products International, Inc.), a publicly traded global ingredient solutions company, since May 2009

Ms. Gordon is also a member of the board of directors of Ingredion Incorporated and World Business

Chicago, a not-for-profit economic development organization. Ms. Gordon previously served as presidentand chief executive officer of Rio Tinto's Alcan Packaging, a multinational company engaged in the

production of flexible and specialty packaging, from 2006 until 2009, and in various senior executive role

at Alcan Packaging and its affiliate and predecessor companies from 1999 until 2006. Prior to 1999, Ms.

Gordon was employed for 17 years with Tenneco Inc., a conglomerate, in a variety of management

positions, including vice president and general manager leading its folding carton business. Additionally

during the past five years, Ms. Gordon served on the board of directors of United Stationers, Inc., a

publicly traded wholesale distributor of business products, and Arthur J. Gallagher & Co., a publicly trad

international insurance brokerage and risk management business. Director since October 1, 2012.

Ahmet Dorduncu, 60

Independent Director

Since:2011

Ahmet C. Dorduncu, 60, chief executive officer of Akkok Group, a financial and industrial conglomerate

located in Turkey, since January 2013. Mr. Dorduncu served as chief executive officer of Sabanci Holdinganother financial and industrial conglomerate located in Turkey, from 2005 to 2010. He also served from

2006 to 2010 as chairman of the board of Olmuksa, an industrial packaging business joint venture

between Sabanci Holding and International Paper. Sabanci Holding is the parent company of the Sabanc

Group, a leading Turkish financial and industrial company. Director since March 6, 2011.

John F. Turner, 72


John F. Turner, 72, former Assistant Secretary of State for Oceans and International and Scientific Affair

from November 11, 2001, to July 8, 2005. He received the Department of State's Distinguished Honor

Award from Secretary of State Colin Powell in January 2005. Prior to serving in the Department of State

Mr. Turner was president and chief executive officer of The Conservation Fund. Between 1989 and 1993

he was director of the U.S. Fish and Wildlife Service. Mr. Turner also served in the Wyoming State

Legislature for 19 years and is a past president of the Wyoming State Senate. Mr. Turner is a director of

American Electrical Power, Inc., Peabody Energy Company, Ashland Inc., and The Bank of Jackson Hole.He was a visiting professor at the University of Wyoming in the School of Environment & Natural

Resources in 2007 and 2008, and is a managing partner in a family business, The Triangle X Ranch, in

Wyoming. Director since July 11, 2005.

Ray G. Young, 52


On September 8, 2014, the Board elected Ray G. Young as a director. Mr. Young, age 52, is Senior Vice

President and Chief Financial Officer of Archer-Daniels-Midland Company, a publicly traded company and

one of the largest agricultural processors in the world, a position he has held since 2010. Prior to joining

ADM, he was associated with General Motors Company, a publicly traded company and producer of

vehicles throughout the world, from 1986 to 2010. At GM and its affiliates, he served in various senior

executive roles, including as its Executive Vice President and Chief Financial Officer from 2008 to 2009 a

its Vice President, International Operations, China, from 2009 to 2010. He currently serves on the U.S.

China Business Council. He completed his bachelor's degree in business administration at the Ivey Schoo

of Business at the University of Western Ontario and his master's degree in business administration

(MBA) at the University of Chicago.





Page 18 of


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Insiders

Jay L. Johnson, 67


Jay L. Johnson, 67, retired as chairman and chief executive officer of General Dynamics Corporation, a

publicly traded manufacturer of worldwide defense, aerospace, and other technology products, in

December 2012. He served as its chairman from May 2010 and as its chief executive officer from July

2009. He served as its president from July 2009 to May 2010, and as its vice chairman from September

2008 to June 2009. He served on its board of directors from 2003 to December 2012. From 2000 to 2008,

he served in various senior executive roles at Dominion Resources Inc., a publicly traded energy compan

and its affiliated companies, including as chief executive officer of Dominion Virginia Power. Prior to 200

he had a distinguished 32-year career as an officer in the U.S. Navy. He retired as an admiral in July 200

after serving as chief of naval operations and as a member of the Joint Chiefs of Staff since 1996. Direct

since October 1, 2013.

Joan E. Spero, 69


Joan E. Spero, 69, an adjunct senior research scholar at Columbia University's School of International an

Public Affairs, since November 2010. Ms. Spero is also a member of the board of directors of Citigroup

and International Business Machines Corporation. Ms. Spero previously served as Undersecretary of Sta

for Economic, Business and Agricultural Affairs of the U.S. Department of State from 1993 until 1996, an

as Ambassador to the United Nations for Economic and Social Affairs of the U.S. Department of Statefrom 1980 until 1981. Ms. Spero held various leadership positions at American Express Company from

1981 until 1993, served as president of the Doris Duke Charitable Foundation from 1997 to 2008, and wa

a visiting scholar at the Foundation Center from 2009 until 2010. Additionally, during the past five years,

Ms. Spero served on the board of directors of ING Groep N.V. and First Data Corporation. Ms. Spero is a

trustee of the International Center for Transitional Justice and the Wisconsin Alumni Research

Foundation, and a trustee (emeritus) of Columbia University, Amherst College and the Council on Foreign

Relations. Director since June 10, 2011.

William G. Walter, 68


William G. Walter, 68, retired chairman of FMC Corporation, an agriculture, specialty and industrial

chemical company, a position he held from 2001 to September 2010. Mr. Walter also served as FMC's

president and chief executive officer from 2001 until December 2009. Mr. Walter served as executive vic

president of FMC Corporation from 2000 to 2001 and vice president and general manager of FMC's

Specialty Chemicals Group from 1997 to 2000. Mr. Walter is a member of the board of the New York Life

Insurance Company. Director since January 1, 2005.

W. Michael Amick,

Vice President, President, IP India and Executive Chairman,International Paper APPM LimitedSince:1990

W. Michael Amick, Jr., was elected senior vice president, N.A. papers, pulp and consumer packaging,

effective November 1, and will report to Sutton. Currently he serves as International Paper vice presiden

and president, IP India, and as executive chairman, International Paper APPM Limited. Prior to his role in

India, Amick was vice president and general manager for the coated paperboard business. He has been

with International Paper since 1990.

J. Steven Whisler, 59

Presiding Independent DirectorSince:2007

J. Steven Whisler, 59, retired as chairman and chief executive officer of Phelps Dodge Corporation, an

international mining company, upon its merger with Freeport Copper and Gold, Inc. in March 2007. Mr.Whisler served as chairman and chief executive officer of Phelps Dodge Corporation from May 2000 unti

March 2007, and served on the board of Phelps Dodge Corporation from 1995 through March 2007. Mr.

Whisler is a director of CSX Corporation and the Brunswick Corporation. He is also a director of the C.M.

Russell Museum. Director since December 11, 2007.





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Insiders

Audit And Finance Committee

Name Title

William G. Walter Independent Director, Chairman Of Audit And Finance Committee, Member Of Executive Committee And Member OfManagement Development And Compensation Committee

John L. Townsend Independent Director, Member Of Audit And Finance Committee And Member Of Management Development AndCompensation Committee

Jay L. Johnson Independent Director, Member Of Governance Committee And Member Of Audit And Finance Committee

Ilene S. Gordon Independent Director, Member Of Audit And Finance Committee And Member Of Management Development AndCompensation Committee

Ahmet Dorduncu Independent Director, Member Of Public Policy And Environment Committee And Member Of Audit And FinanceCommittee

Executive Committee

Name Title

John V. Faraci Chairman Of The Board, Chairman Of Executive Committee

Stacey J. Mobley Independent Director, Chairman Of Governance Committee, Member Of Executive Committee And Member Of Public

Policy And Environment CommitteeWilliam G. Walter Independent Director, Chairman Of Audit And Finance Committee, Member Of Executive Committee And Member Of

Management Development And Compensation Committee

J. Steven Whisler Presiding Independent Director, Chairman Of Management Development And Compensation Committee, Member OfExecutive Committee And Member Of Governance Committee

John F. Turner Independent Director, Chairman Of Public Policy And Environment Committee, Member Of Executive Committee AndMember Of Governance Committee

Governance Committee

Name Title

Stacey J. Mobley Independent Director, Chairman Of Governance Committee, Member Of Executive Committee And Member Of PublicPolicy And Environment Committee

Jay L. Johnson Independent Director, Member Of Governance Committee And Member Of Audit And Finance Committee

Joan E. Spero Independent Director, Member Of Governance Committee And Member Of Public Policy And Environment Committee



Management Development And Compensation Committee

Name Title


David J. Bronczek Independent Director, Member Of Public Policy And Environment Committee And Member Of ManagementDevelopment And Compensation Committee

John L. Townsend Independent Director, Member Of Audit And Finance Committee And Member Of Management Development AndCompensation Committee

William G. Walter Independent Director, Chairman Of Audit And Finance Committee, Member Of Executive Committee And Member OfManagement Development And Compensation Committee

Ilene S. Gordon Independent Director, Member Of Audit And Finance Committee And Member Of Management Development AndCompensation Committee





Page 20 of


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Public Policy And Environment Committee

Name Title


David J. Bronczek Independent Director, Member Of Public Policy And Environment Committee And Member Of ManagementDevelopment And Compensation Committee

Joan E. Spero Independent Director, Member Of Governance Committee And Member Of Public Policy And Environment Committee

Stacey J. Mobley Independent Director, Chairman Of Governance Committee, Member Of Executive Committee And Member Of PublicPolicy And Environment Committee

Ahmet Dorduncu Independent Director, Member Of Public Policy And Environment Committee And Member Of Audit And FinanceCommittee


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