POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Barbara L. Smithers, Rebecca Bouldien, Victor G. Merritt and
Beth Murphree as the undersigned's true and lawful attorneys-in-fact to:
(1)	execute and deliver for and on behalf of the undersigned, in the
undersigned's capacity as a reporting person pursuant to Section 16 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the
rules thereunder, of International Paper Company (the "Company"), Forms 3, 4
and 5 in accordance with Section 16(a) of the Exchange Act (or any other forms,
amendments or documents described in or relating to the rules promulgated under
Section 16 of the Exchange Act);
(2)	do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Form 3, 4 or 5 and timely file such form with the United States Securities
and Exchange Commission and stock exchange or similar authority, electronically
or otherwise; and
(3)	take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of any of such attorneys-in-fact, may be of
benefit to, in the best interest of, or legally required by, the undersigned,
it being understood that the documents executed by any of such
attorneys-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions
as any of such attorneys-in-fact may approve in the discretion of any of such
attorneys-in-fact.The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in the exercise of any
of the rights and powers herein granted, as fully to all intents and purposes
as the undersigned might or could do if personally present, with full power
of substitution or revocation, hereby ratifying and confirming all that any
of such attorneys-in-fact, or the substitute or substitutes of any of such
attorneys-in-fact, shall lawfully do or cause to be done by virtue of this
Power of Attorney and the rights and powers herein granted.  The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming, nor is the Company
assuming,any of the undersigned's responsibilities to comply with Section 16
of the Exchange Act. This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms 3, 4 and 5
with respect to the undersigned's holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned in a signed
writing delivered to the Company.By execution of this Power of Attorney, the
undersigned hereby revokes any prior powers of attorney that the undersigned
may have executed in connection with the execution, delivery, recording,
filing, attesting or other act with regard to Forms 3, 4 or 5 or any other
forms,amendments or documents described in or relating to the rules promulgated
under Section 16 of the Exchange Act.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this _16_ day of ____June________, 2003.

Signature: /s/ John T. Dillon
Signature of Reporting Person
By:
Name: John T. Dillon





ACKNOWLEDGEMENT


STATE OF CONNECTICUT




ss:
COUNTY OF FAIRFIELD




On this _16___ day of _____June___________, 2003, before me personally came
____John T. Dillon________, to me known to be the individual described in
and who executed the foregoing instrument, and acknowledged that he or she
executed the same.



Notary Public


/s/Paula Bauer


(NY) 10650/292/BEN03/poa.form.doc


(NY) 10650/292/BEN03/poa.form.doc