8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D.C.  20549


                                    FORM 8-K


                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934


         DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):  MAY 8, 2003


                            MERCER INTERNATIONAL INC.
             (Exact name of Registrant as specified in its charter)


                                   WASHINGTON
         (State or other jurisdiction of incorporation or organization)


             000-9409                                    91-6087550
     (Commission File Number)               (I.R.S. Employer Identification No.)



          14900 INTERURBAN AVENUE SOUTH, SUITE 282, SEATTLE, WA  98168
                               (Address of Office)


                                 (206) 674-4639
              (Registrant's telephone number, including area code)


   ONE RENTON PLACE, 555 S. RENTON VILLAGE PLACE, SUITE 700, RENTON, WA  98055
                 (Former address, if changed since last report)



ITEM  5.     OTHER  EVENTS  AND  REGULATION  FD  DISCLOSURE

On May 8, 2003 Mercer International Inc. issued a press release pursuant to Rule
135c  under  the  Securities  Act  of  1933,  as  amended (the "Securities Act")
announcing  its  intention  to raise approximately $65 million through a private
offering  of  convertible  notes  or  equity  related securities in transactions
exempt  from  the  registration  requirements  of  the  Securities  Act.

The  press  release  is  attached  as  Exhibit  99.1  hereto.

ITEM  7.     FINANCIAL  STATEMENTS, PRO FORMA FINANCIAL STATEMENTS, AND EXHIBITS

(c)     Exhibits

EXHIBIT  NO.     DESCRIPTION
- ------------     -----------

    99.1         Press  Release  issued  by  Mercer  International  Inc.  on
                 May 8, 2003


                                   SIGNATURES

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.


                                        MERCER  INTERNATIONAL  INC.

                                        /s/  Maarten Reidel
                                        --------------------------------------
                                        Maarten Reidel
                                        Secretary


Date:     May  9,  2003



                                  EXHIBIT INDEX


EXHIBIT  NUMBER     DESCRIPTION
- ---------------     -----------

 99.1               Press  release  issued  by  Mercer  International Inc. on
                    May 8, 2003.

EX-99.1 CHARTER

                                  EXHIBIT 99.1


                      MERCER INTERNATIONAL INC. INTENDS TO
            RAISE APPROXIMATELY $65 MILLION THROUGH PRIVATE OFFERING


     NEW YORK,  May 8, 2003  -  Mercer International Inc. (Nasdaq: MERCS, Nasdaq
Europe:  MERC  GR,  TSX:  MRI.U) today announced its intention to make a private
offering of convertible notes or equity related securities subject to market and
other  conditions. Mercer expects to raise approximately $65 million through the
offering  and  intends to use the net proceeds to repay existing bridge debt and
for  general  corporate  purposes.  The  securities will be offered to qualified
institutional  buyers in reliance on Rule 144A and to certain buyers outside the
United  States  in reliance on Regulation S under the Securities Act of 1933, as
amended  (the  "Securities  Act").

     The  securities to be offered have not been registered under the Securities
Act  or  any state securities laws, and unless so registered, may not be offered
or  sold  in  the  United  States  except pursuant to an exemption from, or in a
transaction  not subject to, the registration requirements of the Securities Act
and  applicable  state  securities  laws.

     This press release does not constitute an offer to sell or the solicitation
of  an offer to buy any security and shall not constitute an offer, solicitation
or sale in any jurisdiction in which such an offering would be unlawful prior to
registration  or  qualification  under  the  securities  laws  of  any  such
jurisdiction.  This  press release is being issued pursuant to and in accordance
with  Rule  135c  under  the  Securities  Act.

ABOUT  MERCER  INTERNATIONAL  INC.

     Mercer  International  Inc.  is  a  European  pulp  and paper manufacturing
company.

- --------------------
Contact:

     Mercer  International  Inc.
     Jimmy  S.H.  Lee, (41) 43  344-7070
                     or
     FD  Morgen-Walke
     Eric  Boyriven/Paul  Johnson,
     212/850-5600


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