SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a)
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240.14a-12
RJR Nabisco Holdings Corp.
(Name of Registrant as Specified In Its Charter)
RJR Nabisco Holdings Corp.
(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box):
[ ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2)
or Item 22(a)(2) of Schedule 14A.
[ ] $500 per each party to the controversy pursuant to Exchange Act Rule
14a-6(i)(3).
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and
0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11:
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[x] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by
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RJR Nabisco Logo
News Release
Contact: Carol Makovich
(212) 258-5785
NEW YORK, NEW YORK - February 27, 1996 -- RJR Nabisco Holdings Corp. (NYSE:RN)
had the following comment in response to a statement made today by Brooke
Group:
"Brooke Group's announcement is nothing more than a frivolous
attempt to gain publicity using a non-issue. It is widely known that
the company plans its annual meeting in the third week of April. The
precise date and location will be announced when arrangements for the
meeting have been finalized."
CERTAIN ADDITIONAL INFORMATION: RJR Nabisco Holdings Corp. will be soliciting
proxies against the director nominees of Brooke Group Ltd. and other
shareholder proposals. The following individuals may be deemed to be
participants in the solicitation of proxies by RJR Nabisco Holdings Corp.:
RJR Nabisco Holdings Corp.; John T. Chain, Jr.; Julius L. Chambers; John L.
Clendenin; Steven F. Goldstone; H. John Greeniaus; Ray J. Groves; Charles M.
Harper; James W. Johnston; John G. Medlin, Jr.; Robert S. Roath; Rozanne L.
Ridgway; Robert F. Sharpe, Jr.; and Huntley R. Whitacre. As of February 1,
1996, Mr. Chain is the beneficial owner of 8,859 shares of the company's
common stock; Mr. Chambers is the beneficial owner of 6,888 shares of the
company's common stock; Mr. Clendenin is the beneficial owner of 7,312 shares
of the company's common stock; Mr. Goldstone is the beneficial owner of 16,532
shares of the company's common stock; Mr. Greeniaus is the beneficial owner of
16,390 shares of the company's common stock; Mr. Graves is the beneficial
owner of 7,466 shares of the company's common stock; Mr. Harper is the
beneficial owner of 524,955 shares of the company's common stock; Mr. Medlin
is the beneficial owner of 7,725 shares of the company's common stock; Mr.
Roath is the beneficial owner of 38,435 shares of the company's common stock;
Ms. Ridgway is the beneficial owner of 6,859 shares of the company's common
stock; Mr. Sharpe is the beneficial owner of 37,276 shares of the company's
common stock; and Mr. Whitacre is the beneficial owner of 29,464 shares of the
company's common stock.
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