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)            April 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 April 26, 2006  reporting  IFF's  financial  results for the first quarter
ended March 31, 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 constant dollar 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 April 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: April 26, 2006               By:  /s/ Douglas J. Wetmore
                                    ---------------------------------------
                                    Name:    Douglas J. Wetmore
                                    Title:   Senior Vice President and
                                             Chief Financial Officer



<PAGE>

                        IFF REPORTS FIRST QUARTER RESULTS
                        ---------------------------------
                             CONFIRMS 2006 GUIDANCE
                             ----------------------

New York,  N.Y.,  April 26, 2006 ...  International  Flavors &  Fragrances  Inc.
(NYSE:  IFF) ("IFF" or "the Company")  reported earnings per share for the first
quarter 2006 of $.58 compared to $.55 for the prior year quarter.

First quarter 2006 sales totaled $511.4  million,  declining 2% in comparison to
the prior year quarter. Reported sales for the 2006 quarter were affected by the
strength of the U.S. dollar; had exchange rates remained  constant,  sales would
have increased 3% in comparison to the 2005 quarter.

Fragrance  sales  decreased 2% while flavor sales were flat; on a local currency
basis, fragrance and flavor sales grew 2% and 4%, respectively.  Fragrance sales
were  led by fine  fragrance,  which  increased  2% in  dollars  and 8% in local
currency;  the fine fragrance  performance  reflected the benefit of a number of
new product wins. Sales of functional fragrances declined 4% in dollars and were
flat in local currency while fragrance  ingredient  sales declined 6% in dollars
and 1% in local currency.

Richard A. Goldstein, Chairman and Chief Executive Officer of IFF, commented, "I
am encouraged by our continued strong  performance both in fine fragrance and in
many of the  markets  we have  targeted  for  growth -  notably  India and Latin
America. I am confident that our improved sales performance is the result of our
focus on innovation,  customer service and operating discipline. I believe these
strengths,  combined with the actions  announced in early January 2006 to reduce
costs  and  improve  profitability,  will  create  significant  value  for IFF's
shareholders."

Sales  performance  by region for the 2006  quarter  compared  to the prior year
follows:

  -  North   American   fragrance   and  flavor  sales   increased  6%  and  4%,
     respectively;  in  total,  regional  sales  increased  5%.  Sales  of  fine
     fragrances  increased 21%,  benefiting both from new wins and strong demand
     for existing fragrance compounds. Fragrance ingredient sales increased 12%,
     while  functional  fragrance  sales  declined 8%. The flavor  growth mainly
     resulted from new wins.
  -  European  fragrance  sales decreased 11% while flavor sales declined 6%; in
     total, regional sales declined 9%. Reported sales were unfavorably impacted
     by the strength of the U.S.  dollar  against the Euro,  Pound  Sterling and
     Swiss Franc;  local currency  sales  declined 1%. Local currency  fragrance
     sales decreased 2%; fine and functional  fragrance sales each increased 2%,
     although  this  growth  was offset by a 12%  decline in sales of  fragrance
     ingredients.  Local currency  flavor sales increased 2%, mainly as a result
     of new wins.
  -  Latin  American  sales  increased  11%,  with  fragrance  and flavor  sales
     increasing  8% and 19%,  respectively.  For the  region,  sales  growth was
     strongest in Venezuela,  Central America and Mexico which grew 32%, 22% and
     16%, respectively;  Brazil grew 6% for the quarter. Fragrance sales grew in
     all product  categories and growth was fairly consistent across the region;
     fine and functional  fragrance and fragrance ingredient sales increased 9%,
     7% and 12%,  respectively.  Flavor sales growth was also strong  throughout
<PAGE>
     the region led by increases of 20%, 79% and 11% in Brazil,  Central America
     and Mexico, respectively.
   - Asia Pacific  fragrance  sales  decreased 7% while flavor sales declined 3%
     compared  to the 2005  quarter;  in total,  regional  sales  declined 5% in
     reported dollars.  Local currency fragrance sales were led by a 3% increase
     in fine  fragrances  although  this  growth  was  offset by a 9% decline in
     functional  fragrances;  sales of fragrance  ingredients were flat in local
     currency as were flavor sales.  For the region,  Thailand,  South Korea and
     Singapore/Malaysia  sales were strongest,  with  respective  local currency
     sales  increases  of 14%,  14% and 6%.  However,  this growth was offset by
     weakness in the Philippines,  Indonesia, Australia and Japan which declined
     22%, 7%, 7% and 4%, respectively, in local currency.
   - India sales  increased 16% in local  currency and 14% in reported  dollars.
     Local currency  fragrance sales increased 19%,  resulting in a 17% increase
     in  dollars.  Flavor  sales  increased  12% in  local  currency  and 11% in
     dollars.  In both flavors and fragrances,  the sales performance  reflected
     the  benefit of new product  wins and  continued  strength of the  region's
     economies.

Net income for the quarter increased 2% compared to the prior year quarter.

   - Gross  profit,  as a percentage  of sales,  increased to 42.4%  compared to
     41.0% in the 2005 quarter.  The improvement was attributable  mainly to the
     local  currency  sales  performance  and  improved   manufacturing  expense
     absorption,  favorable  product  mix   and the  benefit  of  selling  price
     increases.  Gross margin in the 2005 quarter was also unfavorably  impacted
     by lower expense  absorption  attributable  to the closure of the Company's
     Dijon,  France  facility  and the transfer of related  production  to other
     manufacturing  locations;  production at the Dijon facility ceased in March
     2005.
   - Research and Development ("R&D") expenses totaled 8.9% of sales compared to
     8.6% in the prior year  quarter,  consistent  with the  Company's  intended
     level of R&D spending.
   - Selling,  General and Administrative  ("SG&A") expenses, as a percentage of
     sales, increased to 16.7% from 16.2%. SG&A expenses were impacted by higher
     incentive  plan  accruals  than in the prior year,  driven by the  improved
     local currency sales and operating performance.
   - Operating  expenses  were also  impacted by the  adoption of  Statement  of
     Financial  Accounting  Standards  No. 123(R)  "Share Based  Payment"  ("FAS
     123R") which the Company  adopted  effective  January 1, 2006. R&D and SG&A
     expense  include $0.2  million and $0.7  million,  respectively,  of equity
     compensation expense related to the adoption of FAS 123R.
   - Interest  expense  declined  4% due to a  lower  average  interest  rate on
     borrowings;  the  average  interest  rate on  borrowings  for 2006 was 2.3%
     compared to 3.2% for 2005.
   - The effective tax rate for the quarter was 28.6%,  compared to 31.2% in the
     prior year quarter;  the rate for the 2006 quarter  benefited from reversal
     of  accruals  no  longer  deemed  necessary   regarding   certain  overseas
     locations.

Outlook for 2006 confirmed
--------------------------

Consistent with prior guidance,  IFF currently expects 2006 local currency sales
to increase in the low single  digits in  comparison  to 2005;  based on current
exchange rates,  this local currency  performance is expected to result in a low
single digit increase in reported dollar sales.
<PAGE>
   - Gross  profit,  as a percentage of sales,  is expected to improve  slightly
     from  2005  mainly  due  to  improved  sales   performance,   product  mix,
     implementation of price increases and savings resulting from  restructuring
     actions.
   - R&D expenses are expected to approximate 9.0% of sales.
   - SG&A  expenses,  as a   percentage  of  sales,  are  expected  to  decrease
     somewhat  from  2005  levels,  mainly  as a  result  of  the  restructuring
     activities  and absence of costs  associated  with  product  contamination;
     partially  offsetting these savings will be the inclusion of $14.0 to $16.0
     million in equity compensation expense in 2006, compared to $7.3 million in
     2005. Vesting of equity  compensation is time based (generally over a three
     year  period);  the  actual  expense  will  depend  upon  the  value of the
     Company's stock and the number of equity units granted among other factors.
   - Interest expense is expected to decline approximately 10% from 2005, mainly
     based on anticipated lower levels of debt, and the Company's  interest rate
     management strategies.
   - The  effective  tax rate is expected to  approximate  30% for the full year
     2006.

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.  This
guidance includes $0.03 per share related to the adoption of FAS 123R;  previous
per share  guidance of $2.23 to $2.31 had excluded the impact of adoption of FAS
123R as the cost of implementing the Standard had not yet been determined.


Reorganization Actions
----------------------

In January 2006,  the Company  announced  plans to eliminate  approximately  300
positions in  manufacturing,  selling,  research and  administration  functions,
principally in its European and North American operating regions; the reductions
represent  6% of the  Company's  workforce.  As a result of these  actions,  the
Company anticipates  recording pre-tax restructuring charges of $25.0 million to
$30.0 million relating primarily to employee separation expenses; of this, $23.3
million was recognized in 2005; $0.7 million was recognized in the first quarter
of 2006. The remaining charges are expected to be recognized over the balance of
2006.  Annual  savings  from these  actions are  expected to  approximate  $16.0
million to $18.0 million.

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 31 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
<PAGE>
savings,  and other future financial results or financial position,  constitutes
forward-looking  information.  Such  forward-looking  statements  are  based  on
management's    reasonable   current   assumptions   and   expectations.    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 2006 first quarter,  and its
current  expectations  for 2006.  The dial in number for  U.S.-based  callers is
1-888-202-2422;  for international  callers,  the number is 1-913-981-5592.  The
pass code for the call is 4442951.

A replay of the  conference  call will be  available  from 1:00 PM Eastern  Time
beginning on Wednesday  April 26, 2006 and ending at Midnight on Wednesday,  May
10.  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 4442951.

The call can also be monitored 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 March 31,
                                                            ------------------------------------
                                                                    2005              2006
                                                            ----------------- ------------------
   <S>                                                              <C>                <C>
   Net Sales                                                      $523,052           $511,432
   Cost of goods sold                                              308,397            294,818
                                                            ----------------- ------------------
   Gross margin on sales                                           214,655            216,614
   Research & development                                           44,753             45,602
   Selling and administrative                                       84,744             85,588
   Amortization                                                      3,768              3,710
   Restructuring and other charges                                       -                661
                                                            ----------------- ------------------
                                                                    81,390             81,053
   Interest expense                                                 (5,576)            (5,373)
   Other income (expense), net                                         556               (439)
                                                            ----------------- ------------------
   Pretax income                                                    76,370             75,241
   Income taxes                                                     23,827             21,551
                                                            ----------------- ------------------
   Net income                                                     $ 52,543           $ 53,690
                                                            ----------------- ------------------


   Including restructuring and other charges:
   ------------------------------------------
   Net income                                                     $ 52,543           $ 53,690
   Earnings per share - basic                                         $.56               $.59
   Earnings per share - diluted                                       $.55               $.58


   Excluding restructuring and other charges:
   ------------------------------------------
   Net income                                                     $ 52,543           $ 54,151
   Results per share - basic                                          $.56               $.59
   Results per share - diluted                                        $.55               $.59


   Average shares outstanding (in thousands):
   ------------------------------------------
   Basic                                                            94,325             91,535
   Diluted                                                          96,025             92,207

</TABLE>

<PAGE>


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

                                                                             December 31, 2005       March 31, 2006
                                                                             ------------------- ------------------
<S>                                                                                    <C>                <C>

      Cash & short-term investments                                                $  272,897         $  205,581
      Receivables                                                                     368,519            399,151
      Inventories                                                                     430,794            437,560
      Other current assets                                                            119,064            111,270
                                                                             ------------------- ------------------
         Total current assets                                                       1,191,274          1,153,562

      Property, plant and equipment, net (1,2)                                        499,145            485,624
      Goodwill and other intangibles, net                                             772,651            768,941
      Other assets                                                                    175,126            178,820
                                                                             ------------------- ------------------
                   Total assets                                                    $2,638,196         $2,586,947
                                                                             =================== ==================

      Commercial paper, bank borrowings, overdrafts
          and current portion of long-term debt (3)                                $  819,392         $  805,705
      Other current liabilities                                                       383,304            370,562
                                                                             ------------------- ------------------
         Total current liabilities                                                  1,202,696          1,176,267

      Long-term debt (3)                                                              131,281            130,155
      Non-current liabilities                                                         388,872            390,284

      Shareholders' equity                                                            915,347            890,241
                                                                             ------------------- ------------------
                   Total liabilities and shareholders' equity                      $2,638,196         $2,586,947
                                                                             =================== ==================
</TABLE>


     Notes:
     -----
     1. Capital spending - Quarter: $9 million

     2. Depreciation - Quarter: $19 million


     3. At  December  31,  2005 and  March 31,  2006,  long-term  debt  includes
     unamortized gains of $2.3 million and $1.6 million,  respectively; at March
     31, 2006 commercial paper, bank borrowings,  overdrafts and current portion
     of long-term  debt  includes  unamortized  gains of $1.7 million on various
     interest  rate swaps the  Company has  entered  into.  Such gains have been
     deferred and are being  amortized over the remaining term of the underlying
     debt.

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


<PAGE>
<TABLE>
<CAPTION>
                  2006 vs 2005                                         1st Quarter
                  ------------                   -----------------------------------------------------

   % Change in Sales by Region of Destination        Fragrances          Flavors            Total
------------------------------------------------------------------------------------------------------
                       <S>                              <C>                <C>                <C>
                 North America                           6                  4                  5

               Europe - Reported                       (11)                (6)                (9)
              ------------------
            Europe - Local Currency                     (2)                 2                 (1)

                 Latin America                           8                 19                 11

            Asia Pacific - Reported                     (7)                (3)                (5)
           ------------------------
         Asia Pacific - Local Currency                  (5)                 -                 (2)

                India - Reported                        17                 11                 14
                ----------------
             India - Local Currency                     19                 12                 16

                Total - Reported                        (2)                 -                 (2)
                ----------------
             Total - Local Currency                      2                  4                  3

</TABLE>
[{"type": "8-K", "sequence": "1", "filename": "a8k04252006.txt", "secsgml_size_bytes": 28694}]
{"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": "06779528"}, "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)            April 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 April 26, 2006  reporting  IFF's  financial  results for the first quarter
ended March 31, 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 constant dollar 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 April 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: April 26, 2006               By:  /s/ Douglas J. Wetmore
                                    ---------------------------------------
                                    Name:    Douglas J. Wetmore
                                    Title:   Senior Vice President and
                                             Chief Financial Officer
IFF REPORTS FIRST QUARTER RESULTS
                        ---------------------------------
                             CONFIRMS 2006 GUIDANCE
                             ----------------------

New York,  N.Y.,  April 26, 2006 ...  International  Flavors &  Fragrances  Inc.
(NYSE:  IFF) ("IFF" or "the Company")  reported earnings per share for the first
quarter 2006 of $.58 compared to $.55 for the prior year quarter.

First quarter 2006 sales totaled $511.4  million,  declining 2% in comparison to
the prior year quarter. Reported sales for the 2006 quarter were affected by the
strength of the U.S. dollar; had exchange rates remained  constant,  sales would
have increased 3% in comparison to the 2005 quarter.

Fragrance  sales  decreased 2% while flavor sales were flat; on a local currency
basis, fragrance and flavor sales grew 2% and 4%, respectively.  Fragrance sales
were  led by fine  fragrance,  which  increased  2% in  dollars  and 8% in local
currency;  the fine fragrance  performance  reflected the benefit of a number of
new product wins. Sales of functional fragrances declined 4% in dollars and were
flat in local currency while fragrance  ingredient  sales declined 6% in dollars
and 1% in local currency.

Richard A. Goldstein, Chairman and Chief Executive Officer of IFF, commented, "I
am encouraged by our continued strong  performance both in fine fragrance and in
many of the  markets  we have  targeted  for  growth -  notably  India and Latin
America. I am confident that our improved sales performance is the result of our
focus on innovation,  customer service and operating discipline. I believe these
strengths,  combined with the actions  announced in early January 2006 to reduce
costs  and  improve  profitability,  will  create  significant  value  for IFF's
shareholders."

Sales  performance  by region for the 2006  quarter  compared  to the prior year
follows:

  -  North   American   fragrance   and  flavor  sales   increased  6%  and  4%,
     respectively;  in  total,  regional  sales  increased  5%.  Sales  of  fine
     fragrances  increased 21%,  benefiting both from new wins and strong demand
     for existing fragrance compounds. Fragrance ingredient sales increased 12%,
     while  functional  fragrance  sales  declined 8%. The flavor  growth mainly
     resulted from new wins.
  -  European  fragrance  sales decreased 11% while flavor sales declined 6%; in
     total, regional sales declined 9%. Reported sales were unfavorably impacted
     by the strength of the U.S.  dollar  against the Euro,  Pound  Sterling and
     Swiss Franc;  local currency  sales  declined 1%. Local currency  fragrance
     sales decreased 2%; fine and functional  fragrance sales each increased 2%,
     although  this  growth  was offset by a 12%  decline in sales of  fragrance
     ingredients.  Local currency  flavor sales increased 2%, mainly as a result
     of new wins.
  -  Latin  American  sales  increased  11%,  with  fragrance  and flavor  sales
     increasing  8% and 19%,  respectively.  For the  region,  sales  growth was
     strongest in Venezuela,  Central America and Mexico which grew 32%, 22% and
     16%, respectively;  Brazil grew 6% for the quarter. Fragrance sales grew in
     all product  categories and growth was fairly consistent across the region;
     fine and functional  fragrance and fragrance ingredient sales increased 9%,
     7% and 12%,  respectively.  Flavor sales growth was also strong  throughout
the region led by increases of 20%, 79% and 11% in Brazil,  Central America
     and Mexico, respectively.
   - Asia Pacific  fragrance  sales  decreased 7% while flavor sales declined 3%
     compared  to the 2005  quarter;  in total,  regional  sales  declined 5% in
     reported dollars.  Local currency fragrance sales were led by a 3% increase
     in fine  fragrances  although  this  growth  was  offset by a 9% decline in
     functional  fragrances;  sales of fragrance  ingredients were flat in local
     currency as were flavor sales.  For the region,  Thailand,  South Korea and
     Singapore/Malaysia  sales were strongest,  with  respective  local currency
     sales  increases  of 14%,  14% and 6%.  However,  this growth was offset by
     weakness in the Philippines,  Indonesia, Australia and Japan which declined
     22%, 7%, 7% and 4%, respectively, in local currency.
   - India sales  increased 16% in local  currency and 14% in reported  dollars.
     Local currency  fragrance sales increased 19%,  resulting in a 17% increase
     in  dollars.  Flavor  sales  increased  12% in  local  currency  and 11% in
     dollars.  In both flavors and fragrances,  the sales performance  reflected
     the  benefit of new product  wins and  continued  strength of the  region's
     economies.

Net income for the quarter increased 2% compared to the prior year quarter.

   - Gross  profit,  as a percentage  of sales,  increased to 42.4%  compared to
     41.0% in the 2005 quarter.  The improvement was attributable  mainly to the
     local  currency  sales  performance  and  improved   manufacturing  expense
     absorption,  favorable  product  mix   and the  benefit  of  selling  price
     increases.  Gross margin in the 2005 quarter was also unfavorably  impacted
     by lower expense  absorption  attributable  to the closure of the Company's
     Dijon,  France  facility  and the transfer of related  production  to other
     manufacturing  locations;  production at the Dijon facility ceased in March
     2005.
   - Research and Development ("R&D") expenses totaled 8.9% of sales compared to
     8.6% in the prior year  quarter,  consistent  with the  Company's  intended
     level of R&D spending.
   - Selling,  General and Administrative  ("SG&A") expenses, as a percentage of
     sales, increased to 16.7% from 16.2%. SG&A expenses were impacted by higher
     incentive  plan  accruals  than in the prior year,  driven by the  improved
     local currency sales and operating performance.
   - Operating  expenses  were also  impacted by the  adoption of  Statement  of
     Financial  Accounting  Standards  No. 123(R)  "Share Based  Payment"  ("FAS
     123R") which the Company  adopted  effective  January 1, 2006. R&D and SG&A
     expense  include $0.2  million and $0.7  million,  respectively,  of equity
     compensation expense related to the adoption of FAS 123R.
   - Interest  expense  declined  4% due to a  lower  average  interest  rate on
     borrowings;  the  average  interest  rate on  borrowings  for 2006 was 2.3%
     compared to 3.2% for 2005.
   - The effective tax rate for the quarter was 28.6%,  compared to 31.2% in the
     prior year quarter;  the rate for the 2006 quarter  benefited from reversal
     of  accruals  no  longer  deemed  necessary   regarding   certain  overseas
     locations.

Outlook for 2006 confirmed
--------------------------

Consistent with prior guidance,  IFF currently expects 2006 local currency sales
to increase in the low single  digits in  comparison  to 2005;  based on current
exchange rates,  this local currency  performance is expected to result in a low
single digit increase in reported dollar sales.
- Gross  profit,  as a percentage of sales,  is expected to improve  slightly
     from  2005  mainly  due  to  improved  sales   performance,   product  mix,
     implementation of price increases and savings resulting from  restructuring
     actions.
   - R&D expenses are expected to approximate 9.0% of sales.
   - SG&A  expenses,  as a   percentage  of  sales,  are  expected  to  decrease
     somewhat  from  2005  levels,  mainly  as a  result  of  the  restructuring
     activities  and absence of costs  associated  with  product  contamination;
     partially  offsetting these savings will be the inclusion of $14.0 to $16.0
     million in equity compensation expense in 2006, compared to $7.3 million in
     2005. Vesting of equity  compensation is time based (generally over a three
     year  period);  the  actual  expense  will  depend  upon  the  value of the
     Company's stock and the number of equity units granted among other factors.
   - Interest expense is expected to decline approximately 10% from 2005, mainly
     based on anticipated lower levels of debt, and the Company's  interest rate
     management strategies.
   - The  effective  tax rate is expected to  approximate  30% for the full year
     2006.

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.  This
guidance includes $0.03 per share related to the adoption of FAS 123R;  previous
per share  guidance of $2.23 to $2.31 had excluded the impact of adoption of FAS
123R as the cost of implementing the Standard had not yet been determined.

Reorganization Actions
----------------------

In January 2006,  the Company  announced  plans to eliminate  approximately  300
positions in  manufacturing,  selling,  research and  administration  functions,
principally in its European and North American operating regions; the reductions
represent  6% of the  Company's  workforce.  As a result of these  actions,  the
Company anticipates  recording pre-tax restructuring charges of $25.0 million to
$30.0 million relating primarily to employee separation expenses; of this, $23.3
million was recognized in 2005; $0.7 million was recognized in the first quarter
of 2006. The remaining charges are expected to be recognized over the balance of
2006.  Annual  savings  from these  actions are  expected to  approximate  $16.0
million to $18.0 million.

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 31 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,  and other future financial results or financial position,  constitutes
forward-looking  information.  Such  forward-looking  statements  are  based  on
management's    reasonable   current   assumptions   and   expectations.    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 2006 first quarter,  and its
current  expectations  for 2006.  The dial in number for  U.S.-based  callers is
1-888-202-2422;  for international  callers,  the number is 1-913-981-5592.  The
pass code for the call is 4442951.

A replay of the  conference  call will be  available  from 1:00 PM Eastern  Time
beginning on Wednesday  April 26, 2006 and ending at Midnight on Wednesday,  May
10.  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 4442951.

The call can also be monitored 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 March 31,
                                                            ------------------------------------
                                                                    2005              2006
                                                            ----------------- ------------------
Net Sales                                                      $523,052           $511,432
   Cost of goods sold                                              308,397            294,818
                                                            ----------------- ------------------
   Gross margin on sales                                           214,655            216,614
   Research & development                                           44,753             45,602
   Selling and administrative                                       84,744             85,588
   Amortization                                                      3,768              3,710
   Restructuring and other charges                                       -                661
                                                            ----------------- ------------------
                                                                    81,390             81,053
   Interest expense                                                 (5,576)            (5,373)
   Other income (expense), net                                         556               (439)
                                                            ----------------- ------------------
   Pretax income                                                    76,370             75,241
   Income taxes                                                     23,827             21,551
                                                            ----------------- ------------------
   Net income                                                     $ 52,543           $ 53,690
                                                            ----------------- ------------------

   Including restructuring and other charges:
   ------------------------------------------
   Net income                                                     $ 52,543           $ 53,690
   Earnings per share - basic                                         $.56               $.59
   Earnings per share - diluted                                       $.55               $.58

   Excluding restructuring and other charges:
   ------------------------------------------
   Net income                                                     $ 52,543           $ 54,151
   Results per share - basic                                          $.56               $.59
   Results per share - diluted                                        $.55               $.59

   Average shares outstanding (in thousands):
   ------------------------------------------
   Basic                                                            94,325             91,535
   Diluted                                                          96,025             92,207
International Flavors & Fragrances Inc.
                      Consolidated Condensed Balance Sheet
                             (Amounts in thousands)
                                   (Unaudited)
December 31, 2005       March 31, 2006
                                                                             ------------------- ------------------
Cash & short-term investments                                                $  272,897         $  205,581
      Receivables                                                                     368,519            399,151
      Inventories                                                                     430,794            437,560
      Other current assets                                                            119,064            111,270
                                                                             ------------------- ------------------
         Total current assets                                                       1,191,274          1,153,562

      Property, plant and equipment, net (1,2)                                        499,145            485,624
      Goodwill and other intangibles, net                                             772,651            768,941
      Other assets                                                                    175,126            178,820
                                                                             ------------------- ------------------
                   Total assets                                                    $2,638,196         $2,586,947
                                                                             =================== ==================

      Commercial paper, bank borrowings, overdrafts
          and current portion of long-term debt (3)                                $  819,392         $  805,705
      Other current liabilities                                                       383,304            370,562
                                                                             ------------------- ------------------
         Total current liabilities                                                  1,202,696          1,176,267

      Long-term debt (3)                                                              131,281            130,155
      Non-current liabilities                                                         388,872            390,284

      Shareholders' equity                                                            915,347            890,241
                                                                             ------------------- ------------------
                   Total liabilities and shareholders' equity                      $2,638,196         $2,586,947
                                                                             =================== ==================
Notes:
     -----
     1. Capital spending - Quarter: $9 million

     2. Depreciation - Quarter: $19 million

     3. At  December  31,  2005 and  March 31,  2006,  long-term  debt  includes
     unamortized gains of $2.3 million and $1.6 million,  respectively; at March
     31, 2006 commercial paper, bank borrowings,  overdrafts and current portion
     of long-term  debt  includes  unamortized  gains of $1.7 million on various
     interest  rate swaps the  Company has  entered  into.  Such gains have been
     deferred and are being  amortized over the remaining term of the underlying
     debt.

                              ********************
2006 vs 2005                                         1st Quarter
                  ------------                   -----------------------------------------------------

   % Change in Sales by Region of Destination        Fragrances          Flavors            Total
------------------------------------------------------------------------------------------------------
North America                           6                  4                  5

               Europe - Reported                       (11)                (6)                (9)
              ------------------
            Europe - Local Currency                     (2)                 2                 (1)

                 Latin America                           8                 19                 11

            Asia Pacific - Reported                     (7)                (3)                (5)
           ------------------------
         Asia Pacific - Local Currency                  (5)                 -                 (2)

                India - Reported                        17                 11                 14
                ----------------
             India - Local Currency                     19                 12                 16

                Total - Reported                        (2)                 -                 (2)
                ----------------
             Total - Local Currency                      2                  4                  3