-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C2oRaiEi2uuIotB6wOJAmRNxlIr8FbJcKHLXw5oHZpv7LXx0kFeMoOGTH0TSwH+U XG0qrKYdafW8QTND7rVNRg== 0001209191-04-037939.txt : 20040729 0001209191-04-037939.hdr.sgml : 20040729 20040729104325 ACCESSION NUMBER: 0001209191-04-037939 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040728 FILED AS OF DATE: 20040729 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: REYNOLDS AMERICAN INC CENTRAL INDEX KEY: 0001275283 STANDARD INDUSTRIAL CLASSIFICATION: CIGARETTES [2111] STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 MAIL ADDRESS: STREET 1: 401 NORTH MAIN ST CITY: WINSTON SALEM STATE: NC ZIP: 27102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEAL DIANNE M CENTRAL INDEX KEY: 0001242260 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 333-111972 FILM NUMBER: 04937760 BUSINESS ADDRESS: STREET 1: PO BOX 2866 CITY: WINSTON- SALEM STATE: NC ZIP: 27102-2866 BUSINESS PHONE: 3367410423 MAIL ADDRESS: STREET 1: PO BOX 2866 CITY: WINSTON- SALEM STATE: NC ZIP: 27102-2866 3 1 bch90115_bch1neal.xml MAIN DOCUMENT DESCRIPTION X0202 3 2004-07-28 1 0001275283 REYNOLDS AMERICAN INC RAI 0001242260 NEAL DIANNE M 401 N. MAIN STREET WINSTON-SALEM NC 27102 0 1 0 0 Exec VP and CFO No securities beneficially owned. Pursuant to the terms of the Business Combination Agreement, dated as of October 27, 2003, as amended, between R. J. Reynolds Tobacco Holdings, Inc. and Brown & Williamson Corporation, and the transactions related thereto, the reporting person will receive securities of the Issuer, the new publicly held company created in the business combination, which will be reported separately on Form 4 on the effective date of the business combination. McDara P. Folan, III, Attorney-in-Fact 2004-07-28 EX-24 2 neal.txt POWER OF ATTORNEY Dianne M. Neal REYNOLDS AMERICAN INC. POWER OF ATTORNEY - SEC FORM 3, 4 AND 5 FILINGS The undersigned hereby constitutes and appoints each of Charles A. Blixt, McDara P. Folan, III, and Guy M. Blynn, and any other duly appointed General Counsel or Secretary of Reynolds American Inc. ("RAI"), with full power of substitution, as the undersigned's true and lawful authorized representative and attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer or director of RAI, Forms 3, 4, and 5, and any and all amendments thereto, in accordance with Section 16 of the Securities and Exchange Act of 1934 (the "1934 Act"), and the rules and regulations promulgated thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such form or schedule and the timely filing of such form or schedule with the United States Securities and Exchange Commission and any stock exchange or stock market or other authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, maybe of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in service in such capacity at the request of the undersigned, is not assuming, nor is RAI assuming, any of the undersigned's responsibilities to comply with Section 16 or any other provision of the 1934 Act. Notwithstanding the filing of these reports on your behalf by RAI, the undersigned shall remain responsible for the accuracy of all information provided to RAI in connection with the filing of such reports. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holding of transactions in securities issued by RAI, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. Signed: /s/ Dianne M. Neal Print Name: Dianne M. Neal Dated: 7/19/04 -----END PRIVACY-ENHANCED MESSAGE-----