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)           July 26, 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 2.02. Results of Operations and Financial Condition

Attached and being furnished hereby as Exhibit 99.1 is a copy of a press release
of  International  Flavors & Fragrances Inc. ("IFF" or the "Company") dated July
26, 2006 reporting IFF's financial results for the second quarter and six months
ended June 30, 2006.

Non-GAAP  financial  measures:  To supplement  the Company's  financial  results
presented in  accordance  with U.S.  Generally  Accepted  Accounting  Principles
("GAAP"),  the Company  uses,  and has included in the attached  press  release,
certain non-GAAP  financial  measures.  These non-GAAP financial measures should
not be  considered  in  isolation,  or as a  substitute  for,  or  superior  to,
financial measures  calculated in accordance with GAAP. These non-GAAP financial
measures as disclosed  by the Company may also be  calculated  differently  from
similar measures disclosed by other companies. To ease the use and understanding
of our supplemental  non-GAAP financial measures,  the Company includes the most
directly comparable GAAP financial measure.

The Company uses the non-GAAP financial measure which excludes restructuring and
other charges for preparing  financial  targets,  internal budgets and operating
plans,  evaluating  actual  performance  against  targets and budget,  assessing
historical performance over reporting periods,  assessing management performance
and assessing operating  performance  against other companies.  This information
has  also  aided  the  Company's  management  and  its  Board  of  Directors  in
decision-making  and  allocation  of  resources.  A material  limitation of this
financial  measure is that some or all of such special charges  represent actual
cash  outlays  and that such  measure  does not  reflect  actual  GAAP  expense.
Management  compensates for such  limitations by clarifying that this measure is
only one  operating  metric used for  internal  financial  analysis and planning
purposes  and  should not be  considered  in  isolation,  and by  providing  the
corresponding GAAP financial measure.

The Company  also  discloses,  and  management  internally  monitors,  the sales
performance of international  operations on a basis that eliminates the positive
or negative  effects that result from  translating  foreign  currency sales into
U.S. dollars.  Management uses this measure because it believes that it enhances
the assessment of the sales performance of its international  operations and the
comparability between reporting periods.

Item 9.01.  Financial Statements and Exhibits.

(d)      Exhibits

         99.1     Press Release of International Flavors & Fragrances Inc.,
                  dated July 26, 2006.

<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: July 26, 2006              By:  /s/ Douglas J. Wetmore
                                     -------------------------------------
                                  Name:    Douglas J. Wetmore
                                  Title:   Senior Vice President and
                                           Chief Financial Officer

<PAGE>

                                                      FOR IMMEDIATE RELEASE
                                                      ---------------------


                       IFF REPORTS SECOND QUARTER RESULTS
                       ----------------------------------
         EARNINGS PER SHARE INCREASE 12% ON HIGHER SALES AND LOWER COSTS
         ---------------------------------------------------------------
                             REAFFIRMS 2006 GUIDANCE
                             -----------------------

New York, N.Y., July 26, 2006 ... International Flavors & Fragrances Inc. (NYSE:
IFF) ("IFF" or the "Company") reported earnings per share for the second quarter
2006 of $.67 compared to $.60 in the prior year quarter, an increase of 12%.

Second  quarter 2006 sales  totaled $531  million,  increasing 3% over the prior
year  quarter;  fragrance  and flavor sales  increased 3% and 2%,  respectively.
Reported  sales for the 2006  period were  affected by the  strength of the U.S.
dollar;  had  exchange  rates  remained  constant,  sales  would  have  been one
percentage point higher.

Fragrance  sales were led by fine  fragrance,  which  increased  9%; much of the
growth resulted from new product  introductions.  Sales of functional fragrances
increased 1% while fragrance ingredient sales declined 3%.

The flavor  sales  performance  benefited  from new wins as well as from ease of
comparison  with the prior year  quarter,  when flavor sales were  affected by a
vendor-supplied   raw  material   contamination   issue,  the  impact  of  which
approximated $5.0 million in the 2005 quarter.

"The  improvements  in sales and costs are very  encouraging.  The IFF team will
continue to focus on customers, innovation and people to drive our growth," said
Robert  Amen,  Chairman  and Chief  Executive  Officer of IFF.  "We  continue to
perform very well in fine fragrances,  and in many of the markets we've targeted
for growth - notably  Eastern  Europe,  India and Latin America.  Near term, our
emphasis  is  on  meeting  or   exceeding   our  2006  targets  for  growth  and
profitability.  The Fine  Fragrance  team is executing  its strategy of building
customer  brands around the world very well. We need to build on this  strength.
We are assessing our Company plan and performance to determine what  adjustments
are needed to accelerate our growth in sales and profitability."

"IFF is an outstanding company that is differentiated by its innovation,  strong
customer base, quality management team and dedicated employees.  I am pleased to
have the  opportunity  to lead IFF  through  its next  stage of growth  and look
forward  to  leveraging  our  strengths  as we work to  accelerate  IFF's  value
creation."
<PAGE>


Second Quarter 2006
--------------------

Sales performance by region and product category in comparison to the prior year
quarter follows:

                          Second Quarter 2006 vs. 2005
                   % Change in Sales by Region of Destination
<TABLE>
<CAPTION>
                                ------------------------------------------------------------------------
                                    Fine      Func'l.       Ingr.    Total Frag.   Flavors      Total
                                 -----------------------------------------------------------------------
<S>                                 <C>        <C>           <C>        <C>         <C>          <C>
N. America    Reported              18%          1%          13%        10%          4%           7%

Europe        Reported               3%          3%         -13%        -1%         -3%          -2%
              Local Currency         5%          5%         -11%         1%         -1%           -

L. America    Reported              17%         -4%          -2%         1%         15%           5%

Asia Pacific  Reported               2%         10%          -4%         5%          1%           2%
              Local Currency         2%         10%          -1%         6%          3%           4%

India         Reported               8%         -8%          18%        -1%          9%           4%
              Local Currency         8%         -8%          20%         -           9%           5%

Total         Reported               9%          1%          -3%         3%          2%           3%
              Local Currency        10%          2%          -2%         4%          3%           4%
                                 ------------------------------------------------------------------------
</TABLE>

-    North  America fine  fragrance  and flavor  growth was driven mainly by new
     product   introductions  while  increases  in  ingredients  and  functional
     fragrances were primarily volume related.
-    European  growth was  strongest  in Eastern  Europe,  Africa and the Middle
     East,  collectively  increasing 15% over the 2005 quarter;  a 2% decline in
     Western Europe offset this growth. Fine and functional fragrance growth was
     mainly  the  result  of new  product  introductions  while the  decline  in
     ingredients and flavor sales was mainly volume related.
-    Latin  America  fine  fragrance  sales  growth  resulted  from new  product
     introductions  while declines in functional  fragrance and ingredients were
     primarily volume related.  Flavor sales were strong  throughout the region;
     this growth was mainly the result of new product introductions.
-    Asia Pacific fine and functional  fragrance  sales growth  resulted  mainly
     from new product  introductions,  while volume declines negatively impacted
     ingredient sales.  Flavor sales growth was mainly the result of new product
     introductions.
-    India  fragrance  sales  performance  in all  product  categories  resulted
     primarily from volume  fluctuations while flavor sales increased due to the
     combined benefit of new product introductions and volume growth.

Net  income  for the 2006  quarter  increased  8%  compared  with the prior year
quarter.

-    Gross profit, as a percentage of sales,  improved nearly 1% compared to the
     prior year quarter. The improvement resulted mainly from the local currency
     sales performance,  improved manufacturing expense absorption and favorable
     product mix. The 2005 margin was unfavorably impacted by costs attributable
     to the raw material contamination matter.
-    Research and Development ("R&D") expenses totaled 8.6% of sales, consistent
     with the prior year quarter.
<PAGE>
-    Selling,  General and Administrative  ("SG&A") expenses, as a percentage of
     sales,  increased  to  16.5%  from  16.1%,  mainly  as a result  of  higher
     incentive  plan  accruals  and equity  compensation  expense  than the 2005
     quarter.
-    Interest expense increased 4% from the prior year,  primarily due to higher
     average levels of debt in the quarter and slightly higher interest rates.
-    The  effective  tax rate was  28.0%  compared  to 30.8% in the  prior  year
     quarter;  variations  in the  effective  rate are  mainly  attributable  to
     fluctuations in earnings in the countries in which the Company operates.

First Half 2006
---------------

For the  six-month  period ended June 30, 2006,  sales totaled  $1,042  million,
essentially  flat with the 2005 period.  Reported sales for the 2006 period were
affected  by the  strength  of the U.S.  dollar;  had  exchange  rates  remained
constant, sales would have been three percentage points higher.

Sales performance by region and product category in comparison to the prior year
period follows:
<TABLE>
<CAPTION>

                            Six Months 2006 vs. 2005
                   % Change in Sales by Region of Destination
                                 ------------------------------------------------------------------------
                                    Fine      Func'l.       Ingr.    Total Frag.   Flavors      Total
                                 ------------------------------------------------------------------------
<S>                                <C>          <C>         <C>         <C>         <C>          <C>
N. America    Reported              20%         -3%          13%          8%          4%          6%

Europe        Reported              -2%         -2%         -16%         -6%         -5%         -6%
              Local Currency         4%          4%         -12%         -1%          -           -

L. America    Reported              13%          1%           4%          4%         17%          8%

Asia Pacific  Reported               2%         -1%          -5%         -1%         -1%         -1%
              Local Currency         2%          -           -1%          -           2%          1%

India         Reported              14%          4%          16%          8%         10%          9%
              Local Currency        15%          5%          20%         10%         11%         10%

Total         Reported               6%         -1%          -4%          -           1%          -
              Local Currency         9%          1%          -1%          3%          4%          3%
                                 ------------------------------------------------------------------------
</TABLE>

-    North America fine  fragrance and flavor  growth  resulted  mainly from new
     product introductions while the decline in functional fragrances was volume
     related.  Ingredients  sales growth was due to a combination  of volume and
     price.
-    European  growth was  strongest  in Eastern  Europe,  Africa and the Middle
     East, which was offset by an overall sales decline in Western Europe.  Fine
     and functional  fragrance  growth  resulted from new product  introductions
     while the decline in ingredients was volume related,  as was the decline in
     flavor sales.
-    Latin  America  fine  fragrance  sales  growth  resulted  from new  product
     introductions while increases in functional  fragrance and ingredients were
     primarily volume related.  Flavor sales were strong  throughout the region,
     mainly benefiting from new product introductions.
-    Asia Pacific fine fragrance  sales growth  resulted mainly from new product
     introductions,   while  volume  declines  unfavorably  impacted  functional
     fragrance and ingredients. Flavor sales growth was mainly the result of new
     product introductions.
<PAGE>
-    India  fragrance  sales  performance  in all  product  categories  resulted
     primarily  from volume  growth  while  flavor  sales  increased  due to the
     combined benefit of new product introductions and volume growth.

Outlook for 2006 Reaffirmed
---------------------------

Consistent with prior guidance,  IFF currently expects 2006 sales to increase in
the low single digits in both local currency and reported dollars, in comparison
to 2005.

Based on the foregoing and  consistent  with  previous  guidance,  IFF currently
expects earnings per share for 2006 to be in the range of $2.20 to $2.28.

About IFF
---------

IFF is a leading  creator and  manufacturer  of flavors and fragrances used in a
wide variety of consumer products-from fine fragrances and toiletries, to soaps,
detergents and other household products, to beverages and food products.  IFF is
dedicated  to The Pursuit of  Excellence  in every area of its  business,  using
knowledge,   creativity,   innovation  and  technology  to  continually  provide
customers with the highest  quality  products and service and superior  consumer
understanding.  IFF has  sales,  manufacturing  and  creative  facilities  in 30
countries  worldwide.  For  more  information,  please  visit  our  Web  site at
www.iff.com.

Cautionary Statement Under The Private Securities  Litigation Reform Act of 1995

Statements in this report,  which are not historical  facts or information,  are
"forward-looking  statements"  within  the  meaning  of The  Private  Securities
Litigation  Reform Act of 1995.  Such  forward-looking  statements  are based on
management's  reasonable current  assumptions and expectations.  Certain of such
forward-looking  information  may be  identified  by  such  terms  as  "expect",
"believe", "may", "outlook", "guidance" and similar terms or variations thereof.
All information  concerning  future  revenues,  tax rates or benefits,  interest
savings,  earnings and other  future  financial  results or financial  position,
constitutes forward-looking information. Such forward-looking statements involve
significant  risks,  uncertainties  and other  factors.  Actual  results  of the
Company may differ  materially  from any future results  expressed or implied by
such  forward-looking  statements.  Such  factors  include,  among  others,  the
following:  general economic and business  conditions in the Company's  markets,
including  economic,  population  health and political  uncertainties;  interest
rates;  the price,  quality and  availability  of raw  materials;  the Company's
ability to  implement  its  business  strategy,  including  the  achievement  of
anticipated  cost  savings,  profitability  and  growth  targets;  the impact of
currency  fluctuation or devaluation in the Company's  principal foreign markets
and the success of the Company's  hedging and risk  management  strategies;  the
outcome of  uncertainties  related to litigation;  uncertainties  related to any
potential  claims and rights of  indemnification  or other recovery for customer
and consumer reaction to its earlier contamination issue; the impact of possible
pension funding  obligations and increased pension expense on the Company's cash
flow  and  results  of  operations;  and the  effect  of  legal  and  regulatory
proceedings,  as well as restrictions  imposed on the Company, its operations or
its   representatives   by  foreign   governments.   The  Company   intends  its
forward-looking  statements to speak only as of the time of such  statements and
does  not  undertake  to  update  or  revise  them as more  information  becomes
available or to reflect changes in expectations, assumptions or results.
<PAGE>

Conference call

There will be a conference  call today at 10:00 AM Eastern  Time,  at which time
the Company will discuss  operating results for the second quarter 2006, and its
current expectations for 2006. The dial in number for U.S.-based participants is
1-877-704-5381;  for international  participants,  the number is 1-913-312-1295.
The pass code will be 4210967.

A replay  of the call will be  available  from 1:00 PM  Eastern  Time  beginning
Wednesday, July 26, 2006 and ending at Midnight Wednesday, August 9. The dial in
number  for  the  replay  for  U.S.-based   listeners  is  1-888-203-1112;   for
international listeners, the number is 1-719-457-0820. The replay pass code will
be 4210967.

The call can also be  monitored  via the  World  Wide Web at  www.iff.com.  Real
Network's  Real  Player or  Microsoft  Media  Player is  required  to access the
webcast.     They     can     be     downloaded     from     www.real.com     or
www.microsoft.com/windows/mediaplayer.  A replay of the conference  call will be
available on the Company's website for twelve months.

Contact
-------
Douglas J. Wetmore
Senior Vice President and
Chief Financial Officer
Phone: 212-708-7145


                              ********************

<PAGE>
                     International Flavors & Fragrances Inc.
                          Consolidated Income Statement
                  (Amounts in thousands except per share data)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                  Quarter Ended June 30,             Six Months Ended June 30,
                                                        ------------------------------------- --------------------------------------

                                                              2005               2006                 2005              2006
                                                        ------------------ ------------------ ------------------- ------------------
<S>                                                            <C>               <C>                 <C>                 <C>
Net Sales                                                     $515,578           $530,505         $1,038,630          $1,041,937
Cost of goods sold                                             299,065            302,889            607,462             597,707
                                                        ------------------ ------------------ ------------------- ------------------
Gross margin on sales                                          216,513            227,616            431,168             444,230
Research & development                                          44,380             45,588             89,133              91,190
Selling and administrative                                      82,866             87,684            167,610             173,272
Amortization                                                     3,767              3,711              7,535               7,421
Restructuring and other charges (income)                             -               (304)                 -                 357
                                                        ------------------ ------------------ ------------------- ------------------
                                                                85,500             90,937            166,890             171,990
Interest expense                                                (6,062)            (6,300)           (11,638)            (11,673)
Other income (expense), net                                      2,558                286              3,114                (153)
                                                        ------------------ ------------------ ------------------- ------------------
Pretax income                                                   81,996             84,923            158,366             160,164
Income taxes                                                    25,283             23,741             49,110              45,292
                                                        ------------------ ------------------ ------------------- ------------------
Net income                                                     $56,713            $61,182           $109,256            $114,872
                                                        ------------------ ------------------ ------------------- ------------------

Including restructuring and other charges (income):
---------------------------------------------------
Net income
Earnings per share - basic                                     $56,713            $61,182           $109,256            $114,872
Earnings per share - diluted                                     $0.60              $0.67              $1.16               $1.26
                                                                 $0.60              $0.67              $1.14               $1.25
                                                        ------------------ ------------------ ------------------- ------------------

Excluding restructuring and other charges (income):
---------------------------------------------------
Net income
Results per share - basic                                      $56,713            $61,085           $109,256            $115,236
Results per share - diluted                                      $0.60              $0.67              $1.16               $1.26
                                                                 $0.60              $0.67              $1.14               $1.25
                                                        ------------------ ------------------ ------------------- ------------------

Average shares outstanding (in thousands):
------------------------------------------
Basic                                                           93,876             90,869             94,100              91,202
Diluted                                                         95,255             91,787             95,640              91,997
                                                        ------------------ ------------------ ------------------- ------------------
</TABLE>
<PAGE>

                     International Flavors & Fragrances Inc.
                      Consolidated Condensed Balance Sheet
                             (Amounts in thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                              ------------------- ------------------
                                                                                  December 31,          June 30,
                                                                                      2005                2006
                                                                              ------------------ -------------------
      <S>                                                                               <C>                 <C>
      Cash & short-term investments                                                 $  272,897         $   30,152
      Receivables                                                                      368,519            419,397
      Inventories                                                                      430,794            443,339
      Other current assets                                                             119,064            102,646
                                                                              ------------------- ------------------
          Total current assets                                                       1,191,274            995,534

      Property, plant and equipment, net                                               499,145            487,631
      Goodwill and other intangibles, net                                              772,651            765,230
      Other assets                                                                     175,126            204,185
                                                                              ------------------- ------------------
                                  Total assets                                      $2,638,196         $2,452,580
                                                                              ------------------- ------------------

      Bank borrowings, overdrafts
        and current portion of long-term debt                                       $  819,392         $  308,936
      Other current liabilities                                                        383,304            395,525
                                                                              ------------------- ------------------
         Total current liabilities                                                   1,202,696            704,461

      Commercial paper and long-term debt                                              131,281            415,791
      Non-current liabilities                                                          388,872            386,330

      Shareholders' equity                                                             915,347            945,998
                                                                              ------------------- ------------------
                   Total liabilities and shareholders' equity                       $2,638,196         $2,452,580
                                                                              ------------------- ------------------
</TABLE>
<PAGE>

                     International Flavors & Fragrances Inc.
                      Consolidated Statement of Cash Flows
                             (Amounts in thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                    Six Months Ended June 30,
                                                               ---------------     ---------------
                                                                     2005                2006
                                                               ---------------     ---------------
<S>                                                                 <C>               <C>
Cash flows from operating activities:

Net Income                                                          $109,256          $114,872
Adjustments to reconcile to net cash provided by operations:
     Depreciation and amortization                                    46,429            44,602
     Deferred income taxes                                            17,488               329
     Gain on disposal of assets                                       (1,520)           (3,881)
     Changes in assets and liabilities
         Current receivables                                         (50,426)          (60,327)
         Inventories                                                   1,192             1,163
         Current payables                                            (40,524)           (2,336)
         Others, net                                                 (24,354)           26,543
                                                               ---------------     ---------------
Net cash provided by operations                                       57,541           120,965
                                                               ---------------     ---------------

Cash flows from investing activities:

     Net change in short-term investments                                 35                25
     Additions to property, plant and equipment                      (38,149)          (19,806)
     Proceeds from disposal of assets                                    433             6,504
                                                               ---------------     ---------------
Net cash used in investing activities                                (37,681)          (13,277)
                                                               ---------------     ---------------


Cash flows from financing activities:

     Cash dividends paid to shareholders                             (33,104)          (33,990)
     Net change in bank loans                                          7,852           (32,508)
     Net change in commercial paper outstanding                       91,891           281,521
     Repayments of long-term debt                                    (11,655)         (499,306)
     Proceeds from issuance of stock under stock option and
         employee stock purchase plans                                17,764            23,146
     Purchase of treasury stock                                      (60,988)          (91,315)
                                                               ---------------     ---------------
Net cash (used in) provided by financing activities                   11,760          (352,452)
                                                               ---------------     ---------------


Effect of exchange rates changes on cash and cash equivalents         (4,352)            2,052

Net change in cash and cash equivalents                               27,268          (242,712)

Cash and cash equivalents at beginning of year                        32,596           272,545

                                                               ---------------     ---------------
Cash and cash equivalents at end of period                           $59,864           $29,833
                                                               ---------------     ---------------
</TABLE>
[{"type": "8-K", "sequence": "1", "filename": "a8k2q200607252006.txt", "description": "SECOND QUARTER 2006 EARNINGS RELEASE", "secsgml_size_bytes": 33493}]
{"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": "06979949"}, "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)           July 26, 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 2.02. Results of Operations and Financial Condition

Attached and being furnished hereby as Exhibit 99.1 is a copy of a press release
of  International  Flavors & Fragrances Inc. ("IFF" or the "Company") dated July
26, 2006 reporting IFF's financial results for the second quarter and six months
ended June 30, 2006.

Non-GAAP  financial  measures:  To supplement  the Company's  financial  results
presented in  accordance  with U.S.  Generally  Accepted  Accounting  Principles
("GAAP"),  the Company  uses,  and has included in the attached  press  release,
certain non-GAAP  financial  measures.  These non-GAAP financial measures should
not be  considered  in  isolation,  or as a  substitute  for,  or  superior  to,
financial measures  calculated in accordance with GAAP. These non-GAAP financial
measures as disclosed  by the Company may also be  calculated  differently  from
similar measures disclosed by other companies. To ease the use and understanding
of our supplemental  non-GAAP financial measures,  the Company includes the most
directly comparable GAAP financial measure.

The Company uses the non-GAAP financial measure which excludes restructuring and
other charges for preparing  financial  targets,  internal budgets and operating
plans,  evaluating  actual  performance  against  targets and budget,  assessing
historical performance over reporting periods,  assessing management performance
and assessing operating  performance  against other companies.  This information
has  also  aided  the  Company's  management  and  its  Board  of  Directors  in
decision-making  and  allocation  of  resources.  A material  limitation of this
financial  measure is that some or all of such special charges  represent actual
cash  outlays  and that such  measure  does not  reflect  actual  GAAP  expense.
Management  compensates for such  limitations by clarifying that this measure is
only one  operating  metric used for  internal  financial  analysis and planning
purposes  and  should not be  considered  in  isolation,  and by  providing  the
corresponding GAAP financial measure.

The Company  also  discloses,  and  management  internally  monitors,  the sales
performance of international  operations on a basis that eliminates the positive
or negative  effects that result from  translating  foreign  currency sales into
U.S. dollars.  Management uses this measure because it believes that it enhances
the assessment of the sales performance of its international  operations and the
comparability between reporting periods.

Item 9.01.  Financial Statements and Exhibits.

(d)      Exhibits

         99.1     Press Release of International Flavors & Fragrances Inc.,
                  dated July 26, 2006.
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: July 26, 2006              By:  /s/ Douglas J. Wetmore
                                     -------------------------------------
                                  Name:    Douglas J. Wetmore
                                  Title:   Senior Vice President and
                                           Chief Financial Officer
FOR IMMEDIATE RELEASE
                                                      ---------------------

                       IFF REPORTS SECOND QUARTER RESULTS
                       ----------------------------------
         EARNINGS PER SHARE INCREASE 12% ON HIGHER SALES AND LOWER COSTS
         ---------------------------------------------------------------
                             REAFFIRMS 2006 GUIDANCE
                             -----------------------

New York, N.Y., July 26, 2006 ... International Flavors & Fragrances Inc. (NYSE:
IFF) ("IFF" or the "Company") reported earnings per share for the second quarter
2006 of $.67 compared to $.60 in the prior year quarter, an increase of 12%.

Second  quarter 2006 sales  totaled $531  million,  increasing 3% over the prior
year  quarter;  fragrance  and flavor sales  increased 3% and 2%,  respectively.
Reported  sales for the 2006  period were  affected by the  strength of the U.S.
dollar;  had  exchange  rates  remained  constant,  sales  would  have  been one
percentage point higher.

Fragrance  sales were led by fine  fragrance,  which  increased  9%; much of the
growth resulted from new product  introductions.  Sales of functional fragrances
increased 1% while fragrance ingredient sales declined 3%.

The flavor  sales  performance  benefited  from new wins as well as from ease of
comparison  with the prior year  quarter,  when flavor sales were  affected by a
vendor-supplied   raw  material   contamination   issue,  the  impact  of  which
approximated $5.0 million in the 2005 quarter.

"The  improvements  in sales and costs are very  encouraging.  The IFF team will
continue to focus on customers, innovation and people to drive our growth," said
Robert  Amen,  Chairman  and Chief  Executive  Officer of IFF.  "We  continue to
perform very well in fine fragrances,  and in many of the markets we've targeted
for growth - notably  Eastern  Europe,  India and Latin America.  Near term, our
emphasis  is  on  meeting  or   exceeding   our  2006  targets  for  growth  and
profitability.  The Fine  Fragrance  team is executing  its strategy of building
customer  brands around the world very well. We need to build on this  strength.
We are assessing our Company plan and performance to determine what  adjustments
are needed to accelerate our growth in sales and profitability."

"IFF is an outstanding company that is differentiated by its innovation,  strong
customer base, quality management team and dedicated employees.  I am pleased to
have the  opportunity  to lead IFF  through  its next  stage of growth  and look
forward  to  leveraging  our  strengths  as we work to  accelerate  IFF's  value
creation."
Second Quarter 2006
--------------------

Sales performance by region and product category in comparison to the prior year
quarter follows:

                          Second Quarter 2006 vs. 2005
                   % Change in Sales by Region of Destination
------------------------------------------------------------------------
                                    Fine      Func'l.       Ingr.    Total Frag.   Flavors      Total
                                 -----------------------------------------------------------------------
N. America    Reported              18%          1%          13%        10%          4%           7%

Europe        Reported               3%          3%         -13%        -1%         -3%          -2%
              Local Currency         5%          5%         -11%         1%         -1%           -

L. America    Reported              17%         -4%          -2%         1%         15%           5%

Asia Pacific  Reported               2%         10%          -4%         5%          1%           2%
              Local Currency         2%         10%          -1%         6%          3%           4%

India         Reported               8%         -8%          18%        -1%          9%           4%
              Local Currency         8%         -8%          20%         -           9%           5%

Total         Reported               9%          1%          -3%         3%          2%           3%
              Local Currency        10%          2%          -2%         4%          3%           4%
                                 ------------------------------------------------------------------------
-    North  America fine  fragrance  and flavor  growth was driven mainly by new
     product   introductions  while  increases  in  ingredients  and  functional
     fragrances were primarily volume related.
-    European  growth was  strongest  in Eastern  Europe,  Africa and the Middle
     East,  collectively  increasing 15% over the 2005 quarter;  a 2% decline in
     Western Europe offset this growth. Fine and functional fragrance growth was
     mainly  the  result  of new  product  introductions  while the  decline  in
     ingredients and flavor sales was mainly volume related.
-    Latin  America  fine  fragrance  sales  growth  resulted  from new  product
     introductions  while declines in functional  fragrance and ingredients were
     primarily volume related.  Flavor sales were strong  throughout the region;
     this growth was mainly the result of new product introductions.
-    Asia Pacific fine and functional  fragrance  sales growth  resulted  mainly
     from new product  introductions,  while volume declines negatively impacted
     ingredient sales.  Flavor sales growth was mainly the result of new product
     introductions.
-    India  fragrance  sales  performance  in all  product  categories  resulted
     primarily from volume  fluctuations while flavor sales increased due to the
     combined benefit of new product introductions and volume growth.

Net  income  for the 2006  quarter  increased  8%  compared  with the prior year
quarter.

-    Gross profit, as a percentage of sales,  improved nearly 1% compared to the
     prior year quarter. The improvement resulted mainly from the local currency
     sales performance,  improved manufacturing expense absorption and favorable
     product mix. The 2005 margin was unfavorably impacted by costs attributable
     to the raw material contamination matter.
-    Research and Development ("R&D") expenses totaled 8.6% of sales, consistent
     with the prior year quarter.
-    Selling,  General and Administrative  ("SG&A") expenses, as a percentage of
     sales,  increased  to  16.5%  from  16.1%,  mainly  as a result  of  higher
     incentive  plan  accruals  and equity  compensation  expense  than the 2005
     quarter.
-    Interest expense increased 4% from the prior year,  primarily due to higher
     average levels of debt in the quarter and slightly higher interest rates.
-    The  effective  tax rate was  28.0%  compared  to 30.8% in the  prior  year
     quarter;  variations  in the  effective  rate are  mainly  attributable  to
     fluctuations in earnings in the countries in which the Company operates.

First Half 2006
---------------

For the  six-month  period ended June 30, 2006,  sales totaled  $1,042  million,
essentially  flat with the 2005 period.  Reported sales for the 2006 period were
affected  by the  strength  of the U.S.  dollar;  had  exchange  rates  remained
constant, sales would have been three percentage points higher.

Sales performance by region and product category in comparison to the prior year
period follows:
Six Months 2006 vs. 2005
                   % Change in Sales by Region of Destination
                                 ------------------------------------------------------------------------
                                    Fine      Func'l.       Ingr.    Total Frag.   Flavors      Total
                                 ------------------------------------------------------------------------
N. America    Reported              20%         -3%          13%          8%          4%          6%

Europe        Reported              -2%         -2%         -16%         -6%         -5%         -6%
              Local Currency         4%          4%         -12%         -1%          -           -

L. America    Reported              13%          1%           4%          4%         17%          8%

Asia Pacific  Reported               2%         -1%          -5%         -1%         -1%         -1%
              Local Currency         2%          -           -1%          -           2%          1%

India         Reported              14%          4%          16%          8%         10%          9%
              Local Currency        15%          5%          20%         10%         11%         10%

Total         Reported               6%         -1%          -4%          -           1%          -
              Local Currency         9%          1%          -1%          3%          4%          3%
                                 ------------------------------------------------------------------------
-    North America fine  fragrance and flavor  growth  resulted  mainly from new
     product introductions while the decline in functional fragrances was volume
     related.  Ingredients  sales growth was due to a combination  of volume and
     price.
-    European  growth was  strongest  in Eastern  Europe,  Africa and the Middle
     East, which was offset by an overall sales decline in Western Europe.  Fine
     and functional  fragrance  growth  resulted from new product  introductions
     while the decline in ingredients was volume related,  as was the decline in
     flavor sales.
-    Latin  America  fine  fragrance  sales  growth  resulted  from new  product
     introductions while increases in functional  fragrance and ingredients were
     primarily volume related.  Flavor sales were strong  throughout the region,
     mainly benefiting from new product introductions.
-    Asia Pacific fine fragrance  sales growth  resulted mainly from new product
     introductions,   while  volume  declines  unfavorably  impacted  functional
     fragrance and ingredients. Flavor sales growth was mainly the result of new
     product introductions.
-    India  fragrance  sales  performance  in all  product  categories  resulted
     primarily  from volume  growth  while  flavor  sales  increased  due to the
     combined benefit of new product introductions and volume growth.

Outlook for 2006 Reaffirmed
---------------------------

Consistent with prior guidance,  IFF currently expects 2006 sales to increase in
the low single digits in both local currency and reported dollars, in comparison
to 2005.

Based on the foregoing and  consistent  with  previous  guidance,  IFF currently
expects earnings per share for 2006 to be in the range of $2.20 to $2.28.

About IFF
---------

IFF is a leading  creator and  manufacturer  of flavors and fragrances used in a
wide variety of consumer products-from fine fragrances and toiletries, to soaps,
detergents and other household products, to beverages and food products.  IFF is
dedicated  to The Pursuit of  Excellence  in every area of its  business,  using
knowledge,   creativity,   innovation  and  technology  to  continually  provide
customers with the highest  quality  products and service and superior  consumer
understanding.  IFF has  sales,  manufacturing  and  creative  facilities  in 30
countries  worldwide.  For  more  information,  please  visit  our  Web  site at
www.iff.com.

Cautionary Statement Under The Private Securities  Litigation Reform Act of 1995

Statements in this report,  which are not historical  facts or information,  are
"forward-looking  statements"  within  the  meaning  of The  Private  Securities
Litigation  Reform Act of 1995.  Such  forward-looking  statements  are based on
management's  reasonable current  assumptions and expectations.  Certain of such
forward-looking  information  may be  identified  by  such  terms  as  "expect",
"believe", "may", "outlook", "guidance" and similar terms or variations thereof.
All information  concerning  future  revenues,  tax rates or benefits,  interest
savings,  earnings and other  future  financial  results or financial  position,
constitutes forward-looking information. Such forward-looking statements involve
significant  risks,  uncertainties  and other  factors.  Actual  results  of the
Company may differ  materially  from any future results  expressed or implied by
such  forward-looking  statements.  Such  factors  include,  among  others,  the
following:  general economic and business  conditions in the Company's  markets,
including  economic,  population  health and political  uncertainties;  interest
rates;  the price,  quality and  availability  of raw  materials;  the Company's
ability to  implement  its  business  strategy,  including  the  achievement  of
anticipated  cost  savings,  profitability  and  growth  targets;  the impact of
currency  fluctuation or devaluation in the Company's  principal foreign markets
and the success of the Company's  hedging and risk  management  strategies;  the
outcome of  uncertainties  related to litigation;  uncertainties  related to any
potential  claims and rights of  indemnification  or other recovery for customer
and consumer reaction to its earlier contamination issue; the impact of possible
pension funding  obligations and increased pension expense on the Company's cash
flow  and  results  of  operations;  and the  effect  of  legal  and  regulatory
proceedings,  as well as restrictions  imposed on the Company, its operations or
its   representatives   by  foreign   governments.   The  Company   intends  its
forward-looking  statements to speak only as of the time of such  statements and
does  not  undertake  to  update  or  revise  them as more  information  becomes
available or to reflect changes in expectations, assumptions or results.
Conference call

There will be a conference  call today at 10:00 AM Eastern  Time,  at which time
the Company will discuss  operating results for the second quarter 2006, and its
current expectations for 2006. The dial in number for U.S.-based participants is
1-877-704-5381;  for international  participants,  the number is 1-913-312-1295.
The pass code will be 4210967.

A replay  of the call will be  available  from 1:00 PM  Eastern  Time  beginning
Wednesday, July 26, 2006 and ending at Midnight Wednesday, August 9. The dial in
number  for  the  replay  for  U.S.-based   listeners  is  1-888-203-1112;   for
international listeners, the number is 1-719-457-0820. The replay pass code will
be 4210967.

The call can also be  monitored  via the  World  Wide Web at  www.iff.com.  Real
Network's  Real  Player or  Microsoft  Media  Player is  required  to access the
webcast.     They     can     be     downloaded     from     www.real.com     or
www.microsoft.com/windows/mediaplayer.  A replay of the conference  call will be
available on the Company's website for twelve months.

Contact
-------
Douglas J. Wetmore
Senior Vice President and
Chief Financial Officer
Phone: 212-708-7145

                              ********************
International Flavors & Fragrances Inc.
                          Consolidated Income Statement
                  (Amounts in thousands except per share data)
                                   (Unaudited)
Quarter Ended June 30,             Six Months Ended June 30,
                                                        ------------------------------------- --------------------------------------

                                                              2005               2006                 2005              2006
                                                        ------------------ ------------------ ------------------- ------------------
Net Sales                                                     $515,578           $530,505         $1,038,630          $1,041,937
Cost of goods sold                                             299,065            302,889            607,462             597,707
                                                        ------------------ ------------------ ------------------- ------------------
Gross margin on sales                                          216,513            227,616            431,168             444,230
Research & development                                          44,380             45,588             89,133              91,190
Selling and administrative                                      82,866             87,684            167,610             173,272
Amortization                                                     3,767              3,711              7,535               7,421
Restructuring and other charges (income)                             -               (304)                 -                 357
                                                        ------------------ ------------------ ------------------- ------------------
                                                                85,500             90,937            166,890             171,990
Interest expense                                                (6,062)            (6,300)           (11,638)            (11,673)
Other income (expense), net                                      2,558                286              3,114                (153)
                                                        ------------------ ------------------ ------------------- ------------------
Pretax income                                                   81,996             84,923            158,366             160,164
Income taxes                                                    25,283             23,741             49,110              45,292
                                                        ------------------ ------------------ ------------------- ------------------
Net income                                                     $56,713            $61,182           $109,256            $114,872
                                                        ------------------ ------------------ ------------------- ------------------

Including restructuring and other charges (income):
---------------------------------------------------
Net income
Earnings per share - basic                                     $56,713            $61,182           $109,256            $114,872
Earnings per share - diluted                                     $0.60              $0.67              $1.16               $1.26
                                                                 $0.60              $0.67              $1.14               $1.25
                                                        ------------------ ------------------ ------------------- ------------------

Excluding restructuring and other charges (income):
---------------------------------------------------
Net income
Results per share - basic                                      $56,713            $61,085           $109,256            $115,236
Results per share - diluted                                      $0.60              $0.67              $1.16               $1.26
                                                                 $0.60              $0.67              $1.14               $1.25
                                                        ------------------ ------------------ ------------------- ------------------

Average shares outstanding (in thousands):
------------------------------------------
Basic                                                           93,876             90,869             94,100              91,202
Diluted                                                         95,255             91,787             95,640              91,997
                                                        ------------------ ------------------ ------------------- ------------------
International Flavors & Fragrances Inc.
                      Consolidated Condensed Balance Sheet
                             (Amounts in thousands)
                                   (Unaudited)
------------------- ------------------
                                                                                  December 31,          June 30,
                                                                                      2005                2006
                                                                              ------------------ -------------------
Cash & short-term investments                                                 $  272,897         $   30,152
      Receivables                                                                      368,519            419,397
      Inventories                                                                      430,794            443,339
      Other current assets                                                             119,064            102,646
                                                                              ------------------- ------------------
          Total current assets                                                       1,191,274            995,534

      Property, plant and equipment, net                                               499,145            487,631
      Goodwill and other intangibles, net                                              772,651            765,230
      Other assets                                                                     175,126            204,185
                                                                              ------------------- ------------------
                                  Total assets                                      $2,638,196         $2,452,580
                                                                              ------------------- ------------------

      Bank borrowings, overdrafts
        and current portion of long-term debt                                       $  819,392         $  308,936
      Other current liabilities                                                        383,304            395,525
                                                                              ------------------- ------------------
         Total current liabilities                                                   1,202,696            704,461

      Commercial paper and long-term debt                                              131,281            415,791
      Non-current liabilities                                                          388,872            386,330

      Shareholders' equity                                                             915,347            945,998
                                                                              ------------------- ------------------
                   Total liabilities and shareholders' equity                       $2,638,196         $2,452,580
                                                                              ------------------- ------------------
International Flavors & Fragrances Inc.
                      Consolidated Statement of Cash Flows
                             (Amounts in thousands)
                                   (Unaudited)
Six Months Ended June 30,
                                                               ---------------     ---------------
                                                                     2005                2006
                                                               ---------------     ---------------
Cash flows from operating activities:

Net Income                                                          $109,256          $114,872
Adjustments to reconcile to net cash provided by operations:
     Depreciation and amortization                                    46,429            44,602
     Deferred income taxes                                            17,488               329
     Gain on disposal of assets                                       (1,520)           (3,881)
     Changes in assets and liabilities
         Current receivables                                         (50,426)          (60,327)
         Inventories                                                   1,192             1,163
         Current payables                                            (40,524)           (2,336)
         Others, net                                                 (24,354)           26,543
                                                               ---------------     ---------------
Net cash provided by operations                                       57,541           120,965
                                                               ---------------     ---------------

Cash flows from investing activities:

     Net change in short-term investments                                 35                25
     Additions to property, plant and equipment                      (38,149)          (19,806)
     Proceeds from disposal of assets                                    433             6,504
                                                               ---------------     ---------------
Net cash used in investing activities                                (37,681)          (13,277)
                                                               ---------------     ---------------

Cash flows from financing activities:

     Cash dividends paid to shareholders                             (33,104)          (33,990)
     Net change in bank loans                                          7,852           (32,508)
     Net change in commercial paper outstanding                       91,891           281,521
     Repayments of long-term debt                                    (11,655)         (499,306)
     Proceeds from issuance of stock under stock option and
         employee stock purchase plans                                17,764            23,146
     Purchase of treasury stock                                      (60,988)          (91,315)
                                                               ---------------     ---------------
Net cash (used in) provided by financing activities                   11,760          (352,452)
                                                               ---------------     ---------------

Effect of exchange rates changes on cash and cash equivalents         (4,352)            2,052

Net change in cash and cash equivalents                               27,268          (242,712)

Cash and cash equivalents at beginning of year                        32,596           272,545

                                                               ---------------     ---------------
Cash and cash equivalents at end of period                           $59,864           $29,833
                                                               ---------------     ---------------