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)       December 15, 2006
                                                   ---------------------------


                     INTERNATIONAL FLAVORS & FRAGRANCES INC.
------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


   New York                          1-4858                    13-1432060
------------------------------------------------------------------------------
(State or Other Jurisdiction       (Commission               (I.R.S. Employer
  of Incorporation)                  File Number)            Identification No.)


521 West 57th Street, New York, New York                         10019
------------------------------------------------------------------------------
(Address of Principal Executive Offices)                      (Zip Code)


Registrant's telephone number, including area code           (212) 765-5500
                                                      ------------------------

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     |_| Written communications pursuant to Rule 425 under the Securities Act
        (17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
         (17 CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
         Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
         Exchange Act (17 CFR 240.13e-4(c))
<PAGE>

Item 5.02.  Departure  of  Directors or Certain Officers; Election of Directors;
Appointment of Certain  Officers; Compensator Arrangements of Certain Officers

     On December 12, 2006, the Board of Directors (the "Board") of International
Flavors & Fragrances  Inc. (the  "Company")  has elected James H. Dunsdon as the
Company's Senior Vice President,  Chief Transition Officer, effective January 1,
2007.  Since  October 1, 2004 Mr.  Dunsdon has been  serving as Chief  Operating
Officer,  and it has been determined to eliminate that position  effective as of
January  1, 2007.  At the time Mr.  Dunsdon  was  appointed  as Chief  Operating
Officer,  his plan was to  retire in early  2007.  At the  request  of the Chief
Executive Officer ("CEO"),  Mr. Dunsdon has agreed to delay his retirement until
2008 in order to assist the Company's  transition to a business unit  structure,
as previously announced.

     The Company's Board of Directors has elected Nicolas  Mirzayantz and Hernan
Vaisman to the positions of Business Unit  President,  Fragrances,  and Business
Unit  President,  Flavors,  respectively,  effective  as of January 1, 2007.  On
December 12, 2006, the Compensation  Committee of the Board, with the assistance
of  independent  compensation  consultants,  approved  the  compensation  of Mr.
Mirzayantz  and  Mr.  Vaisman  in  connection  with  their  appointments,  to be
effective  as of January 1, 2007,  as follows:  (i) The  Compensation  Committee
determined  to  increase  the  base  salary  of Mr.  Mirzayantz,  who is a named
executive  officer in the  Company's  most  recent  proxy  statement,  by 10% to
$440,000.  The Compensation  Committee also determined to set the base salary of
Mr. Vaisman in connection with his appointment at $400,000.

  (ii)    The Compensation  Committee determined that, based on his grade level,
          each of Mr.  Mirzayantz  and Mr. Vaisman would be eligible for a grant
          of equity  awards  under the  Company's  Long  Term  Incentive  Choice
          Program  (the  "Program")  under the  Company's  2000 Stock  Award and
          Incentive  Plan  ("2000  SAIP") up to a dollar  award  value under the
          Program of $400,000. Under the Program, Mr. Mirzayantz and Mr. Vaisman
          will each be entitled to choose from three alternative types of equity
          awards and will be granted  those equity awards under the 2000 SAIP up
          to his dollar award value.  Grants of equity awards under the Program,
          based on each  participant's  election,  are anticipated to be made on
          the date of the Company's Annual Meeting of Shareholders.

  (iii)   The  Compensation  Committee also set the target Annual Incentive Plan
          ("AIP")  percentage  for Mr. Vaisman for 2007 and thereafter to 60% of
          base salary.  Mr.  Mirzayantz's  target  award  remains at 60% of base
          salary.  Under the AIP, Mr.  Mirzayantz  and Mr.  Vaisman will each be
          eligible to receive his AIP award target based on achievement  against
          specific performance goals.
<PAGE>

  (iv)    The  Compensation  Committee also set the target  Long-Term  Incentive
          Plan ("LTIP")  percentage  for Mr. Vaisman with respect to LTIP awards
          that he may be  eligible  to  receive  for  the  2007-2009  cycle  and
          thereafter at 60% of base salary. Mr.  Mirzayantz's target award under
          the LTIP remains at 60% of base salary.
<PAGE>

                                    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 FLAVORS & FRAGRANCES INC.


Dated:  December 15, 2006              By:  /s/ Dennis M. Meany
                                       ______________________________________
                                       Name:  Dennis M. Meany
                                       Title: Senior Vice President,
                                       General Counsel and Secretary
[{"type": "8-K", "sequence": "1", "filename": "a121520068k.txt", "secsgml_size_bytes": 6257}]
{"company-data": {"conformed-name": "INTERNATIONAL FLAVORS & FRAGRANCES INC", "cik": "0000051253", "assigned-sic": "2860", "irs-number": "131432060", "state-of-incorporation": "NY", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-04858", "film-number": "061280172"}, "business-address": {"street1": "521 W 57TH ST", "city": "NEW YORK", "state": "NY", "zip": "10019", "phone": "2127655500"}, "mail-address": {"street1": "521 W 57TH ST", "city": "NEW YORK", "state": "NY", "zip": "10019"}, "former-company": {"former-conformed-name": "VANAMERIGEN HAEBLER INC", "date-changed": "19680426"}}
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)       December 15, 2006
                                                   ---------------------------

                     INTERNATIONAL FLAVORS & FRAGRANCES INC.
------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

   New York                          1-4858                    13-1432060
------------------------------------------------------------------------------
(State or Other Jurisdiction       (Commission               (I.R.S. Employer
  of Incorporation)                  File Number)            Identification No.)

521 West 57th Street, New York, New York                         10019
------------------------------------------------------------------------------
(Address of Principal Executive Offices)                      (Zip Code)

Registrant's telephone number, including area code           (212) 765-5500
                                                      ------------------------

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     |_| Written communications pursuant to Rule 425 under the Securities Act
        (17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
         (17 CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
         Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
         Exchange Act (17 CFR 240.13e-4(c))
Item 5.02.  Departure  of  Directors or Certain Officers; Election of Directors;
Appointment of Certain  Officers; Compensator Arrangements of Certain Officers

     On December 12, 2006, the Board of Directors (the "Board") of International
Flavors & Fragrances  Inc. (the  "Company")  has elected James H. Dunsdon as the
Company's Senior Vice President,  Chief Transition Officer, effective January 1,
2007.  Since  October 1, 2004 Mr.  Dunsdon has been  serving as Chief  Operating
Officer,  and it has been determined to eliminate that position  effective as of
January  1, 2007.  At the time Mr.  Dunsdon  was  appointed  as Chief  Operating
Officer,  his plan was to  retire in early  2007.  At the  request  of the Chief
Executive Officer ("CEO"),  Mr. Dunsdon has agreed to delay his retirement until
2008 in order to assist the Company's  transition to a business unit  structure,
as previously announced.

     The Company's Board of Directors has elected Nicolas  Mirzayantz and Hernan
Vaisman to the positions of Business Unit  President,  Fragrances,  and Business
Unit  President,  Flavors,  respectively,  effective  as of January 1, 2007.  On
December 12, 2006, the Compensation  Committee of the Board, with the assistance
of  independent  compensation  consultants,  approved  the  compensation  of Mr.
Mirzayantz  and  Mr.  Vaisman  in  connection  with  their  appointments,  to be
effective  as of January 1, 2007,  as follows:  (i) The  Compensation  Committee
determined  to  increase  the  base  salary  of Mr.  Mirzayantz,  who is a named
executive  officer in the  Company's  most  recent  proxy  statement,  by 10% to
$440,000.  The Compensation  Committee also determined to set the base salary of
Mr. Vaisman in connection with his appointment at $400,000.

  (ii)    The Compensation  Committee determined that, based on his grade level,
          each of Mr.  Mirzayantz  and Mr. Vaisman would be eligible for a grant
          of equity  awards  under the  Company's  Long  Term  Incentive  Choice
          Program  (the  "Program")  under the  Company's  2000 Stock  Award and
          Incentive  Plan  ("2000  SAIP") up to a dollar  award  value under the
          Program of $400,000. Under the Program, Mr. Mirzayantz and Mr. Vaisman
          will each be entitled to choose from three alternative types of equity
          awards and will be granted  those equity awards under the 2000 SAIP up
          to his dollar award value.  Grants of equity awards under the Program,
          based on each  participant's  election,  are anticipated to be made on
          the date of the Company's Annual Meeting of Shareholders.

  (iii)   The  Compensation  Committee also set the target Annual Incentive Plan
          ("AIP")  percentage  for Mr. Vaisman for 2007 and thereafter to 60% of
          base salary.  Mr.  Mirzayantz's  target  award  remains at 60% of base
          salary.  Under the AIP, Mr.  Mirzayantz  and Mr.  Vaisman will each be
          eligible to receive his AIP award target based on achievement  against
          specific performance goals.
(iv)    The  Compensation  Committee also set the target  Long-Term  Incentive
          Plan ("LTIP")  percentage  for Mr. Vaisman with respect to LTIP awards
          that he may be  eligible  to  receive  for  the  2007-2009  cycle  and
          thereafter at 60% of base salary. Mr.  Mirzayantz's target award under
          the LTIP remains at 60% of base salary.
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 FLAVORS & FRAGRANCES INC.

Dated:  December 15, 2006              By:  /s/ Dennis M. Meany
                                       ______________________________________
                                       Name:  Dennis M. Meany
                                       Title: Senior Vice President,
                                       General Counsel and Secretary