SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM 6-K
                        Report of Foreign Private Issuer
                        Pursuant to Rule 13a-16 or 15d-16
                     of the Securities Exchange Act of 1934
                          For the Month of August 2005

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

                        AMERICAN ISRAELI PAPER MILLS LTD.
                 (Translation of Registrant's Name into English)
                          P.O. Box 142, Hadera, Israel
                    (Address of Principal Corporate Offices)

       Indicate by check mark whether the registrant files or will file annual
       reports under cover of Form 20-F or Form 40-F:

                  |X|        Form 20-F         |_|      Form 40-F

       Indicate by check mark if the registrant is submitting the Form 6-K in
       paper as permitted by Regulation S-T Rule 101(b)(1): |_|

       NOTE: Regulation S-T Rule 101(b)(1) only permits the submission in paper
       of a Form 6-K if submitted solely to provide an attached annual report to
       security holders.

       Indicate by check mark if the registrant is submitting the Form 6-K in
       paper as permitted by Regulation S-T Rule 101(b)(7): |_|

       NOTE: Regulation S-T Rule 101(b)(7) only permits the submission in paper
       of a Form 6-K submitted to furnish a report or other document that the
       registrant foreign private issuer must furnish and make public under the
       laws of the jurisdiction in which the registrant is incorporated,
       domiciled or legally organized (the registrant's "home country"), or
       under the rules of the home country exchange on which the registrant's
       securities are traded, as long as the report or other document is not a
       press release, is not required to be and has not been distributed to the
       registrant's security holders, and, if discussing a material event, has
       already been the subject of a Form 6-K submission or other Commission
       filing on EDGAR.

       Indicate by check mark whether the registrant by furnishing the
       information contained in this form is also thereby furnishing the
       information to the Commission pursuant to Rule 12g3-2(b) under the
       Securities Exchange Act of 1934:

                  |_|      Yes                    |X|      No

       If "Yes" is marked, indicate below the file number assigned to the
       registrant in connection with Rule 12g3-2(b):  82-______________



      Attached hereto as Exhibit 1 and incorporated herein by reference is the
Registrant's press release dated August 16, 2005.

                                    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, thereunto duly authorized.

                                          AMERICAN ISRAELI PAPER MILLS LTD.

                                          (Registrant)


                                          By: /s/ Lea Katz
                                              ----------------------------------
                                              Name:  Lea Katz
                                              Title: Corporate Secretary

Dated: August 16, 2005





                                  EXHIBIT INDEX

      EXHIBIT NO.           DESCRIPTION

             1.             Press release dated August 16, 2005





                                    Exhibit 1

                                             NEWS

                                             CLIENT:  AMERICAN ISRAELI
                                                      PAPER MILLS LTD.

                                             AGENCY CONTACT:   PHILIP Y. SARDOFF

                                             FOR RELEASE:      IMMEDIATE


            AMERICAN ISRAELI PAPER MILLS LTD. DECLARES CASH DIVIDEND

Hadera, Israel, August 16, 2005 - American Israeli Paper Mills Ltd. (ASE:AIP)
(the "Company" or "AIPM") today reported that the Board of Directors of the
Company declared a cash dividend in a total amount of NIS 50 million
(approximately $11.03 million), or NIS 12.50 ($2.758) per share. The dividend
will be paid on September 13, 2005 to shareholders of record on August 30, 2005.
The foregoing dollar value of the cash dividend is calculated based on the
exchange rate in effect on August 15, 2005 of NIS 4.532 to $1.00. The exact
dollar payment per each share will be determined on the record date, based on
the exchange rate on such date.

In case of change in the issued share capital of the Company until the record
date the dividend per share shall be adjusted accordingly.

The ex-dividend date on the American Stock Exchange is August 26, 2005. The
ex-dividend date on the Tel Aviv Stock Exchange is August 31, 2005.

No Ordinary Share transfers between the Company's US and Israeli registers will
be permitted from August 26, 2005 through and including August 31, 2005, in
order to avoid any confusion that may result from the different ex-dividend
dates on the American Stock Exchange and the Tel Aviv Stock Exchange. The
temporary suspension of transfers between registers will not affect the trading
of the Company's Ordinary Shares on either the American Stock Exchange or the
Tel Aviv Stock Exchange.