DIRECTOR CHARITABLE CONTRIBUTION PROGRAM

                                                 AS REVISED TO FEBRUARY 17, 1995

                     INTERNATIONAL FLAVORS & FRAGRANCES INC.

                    DIRECTOR CHARITABLE CONTRIBUTION PROGRAM

I.    PROGRAM OVERVIEW

      A.    After the death of each participating Director*, it is the intention

of International Flavors & Fragrances Inc. (the "Corporation") to contribute

$500,000 to an eligible charitable or educational institution recommended by the

Director and an additional $500,000 to the IFF Foundation (the "Foundation"), to

be used for charitable contributions selected by the Foundation. The

contribution recommended by the Director will be made by the Corporation in his

or her name.

      B.    To finance the anticipated contributions in the Director's name and

by the Foundation, the Corporation will apply for life insurance covering each

Director. With respect to each Director serving on the effective date of the

Program, the Corporation will apply for the insurance promptly. The Corporation

will apply for the insurance with respect to each person becoming a Director

after the effective date of the Program promptly after his or her election. The

policy covering any Director will be a specifically designed joint life policy

under which two Directors will be insured. The Corporation will be the owner of

and the beneficiary under the policy.

      C.   The Program will benefit the Director, the charitable organization

and the Corporation.

_______________________

* All future references to Director will mean participating Director, except

where the context otherwise requires.

         1. By enabling the Director to recommend that a significant

            contribution be made in his or her name to an eligible charity or

            educational institution, the Program will assist the Director in

            accomplishing his or her charitable or educational contribution

            goals, with no commitment of personal resources.

         2. The charitable organization will receive from an extremely reliable

            source a substantial endowment that otherwise might not have been

            available to it.

         3. The Program will provide additional funds to enable the Corporation

            and the Foundation to make meaningful contributions to charitable

            and educational organizations, thereby enhancing the Corporation's

            public image, while at the same time creating an additional

            innovative method for attracting and retaining quality Directors.

II.   PARTICIPATION IN THE PROGRAM

      A.    With respect to Directors serving on the effective date of the

Program:

         1. Each non-employee Director will be fully vested in the Program on

            such date.

         2. Each employee director will be deemed fully vested in the Program at

            age 62, provided that he is serving as a Director at such date.

                                        2

      B.    With respect to persons becoming Directors after the effective date

of the Program:

         1. A non-employee Director will vest in the Program over a sixty-month

            period of service according to the following schedule:

          MONTHS OF SERVICE             DONATION TO DIRECTOR'S 

            AS A DIRECTOR                 RECOMMENDED CHARITY  

          ----------------              -----------------------

            Less than 24                          $0           

                24-35                          $200,000        

                36-47                          $300,000