Tobacco Documents Online

5 Office Minimum Maximum President 430,000. 360„000. Vice President 17,000. 369000. Secretary 10,000. 18„000. Assistant Secretary 6,000. . 100000. Auditor 8,000. 12,000. Comptroller 9,000. 13,250. Assistant Auditors Cashiers j' 4,000. 11,000. Asst. Comptrollers }, As to the offices of Chairman of the Hoard, Treasurer and As- sistant Treasurer, we feel that the data is Insufficient to establish a schedule and thatt if it becomes necessary to fill the latter two offices or change the compensation of'the Chairman of the Board special approval will b® requested from the Commissioner. The approval of this schedule by the Commissioner is respect- fully requested. 88111948

5 Office Minimum Maximum President' 00,00G. 060,000'. Viice. President 17,000:. . 360000. Secretary 1C',000. 16,000. Assistant Secretary 6,000. 10,000.. Auditor 8'y000. 12„000. Comptroller 9,000. 13,250. Assistant Auditors ) ) Cashiera ;, 4,000. 11,000, Asst,., Comptrollers ) As to the offices of Cheirman.of'the Board, Treasurer and As- sistant Treasurer, we feel.that the data is insufficient to estab3ish a schedule and thiatt if it becomes necessary to,fill the latter two off'ices or change the compensation of the Chairman of the Board special approval. will be requested from the CommS:ssioner. The approval of this scHed'ule by the Commissioner is respect- fully requested. ~

125 A11 of' the above.increases.in salary havee been approved by the Salary Stabilization Unit.of'the.Bureau.of Internal Revenue, Treasury Department, pur- suent to laws and regulations in such cases made and provided, as shown by copy of' letter dated March 24, 1943 to Salary Stabilization Unit, together with salary schedule of the Ufficersof this.Company annexed thereto; reply of the Salary Stabilization Unit dated: April 1, 1943) , copy of letter dated April 14, 1943 from this Company to Salary Stsbilization Unit; and letter of approval dated Jul'y 2, 1943'from the Salary Stabilization Unit to this Company„ which are attached hereto. On motion duly made and seconded, the meeting adjourned. Assistant Secretary A8111349

C 0' Y Y March 24, 1943. Mr. Charles A. Drake, Head, New York office:, Salary Stabilization Unit„ Treasury Department, No. 253, Broadway, New York City, N. Y. Dear Ss,r:. Re. P. LORILLf.RD COMPANY Onbehalf of our client, P. Lorillard Company and,in, accordanc.e with Section.1002.14 of the Treasury Btegulations.re- Lating,to stabilization of salaries, we have reduced to writing the salary policy andisalary rate schedules of that Company for its.officers and are submitting them herewith in.tripli'cate for your approvaL, It is our understanding that when such schedules and policy have been approved we may, in accordance with said.Section 1002.14, make,within the limit:s of such schedule those.increases set forth in said section for wtlich the approval of'the Commissioner is not required. Any increase that may be given will be either in strict aacordanc:e with this section or the specified approval of the Commissioner will be requested. The attached salary sehedule has been abtained from the Company's payroll records dating from the incorporation of the Com- pany on November 2'3,, 1911, down to the present. These records are, of eourse, available for the inspection of the Commissioner if'suoh inspection Ls deemed necessary, and either the writer or any of the officers of the Company will be glad to discuss this matter with your unit' at any ti'mee and furnish such,other information that you may desire. As I.eapSained to Mr. Stephen Starkweather, of your Unit, in our conference yesterday, these offiicers were re-eleeted at the organization meeting,of the Board of Directors held on March 10„ 1943, and as we are anxious to be in a position to fix their compensation for the ensuing,ye:ar we would appreciate hear- ing from you as soon as may be convenient. Very sincerely ycurs.,

4 AUDITOR. The first Auditor of the Company received $10,000. per year in 1912 and p12,000. per year from 1913 until his retirement in 1915. A successor was elected at a salary of :a7,00G. per year, which was Increased to a maximum of ~10„000. ier year,, which he received from 1918 through 1923, at cahic.h time he became ComptroSler. Fiis successor was elected at a saisry of $8',000, per year, which wa:s gradually in- creased to :$12,000. per year in.1941. He was receiving compensation at that rate wheu.he died about a month ago. One of t he. Assistant Auditors who had been receiving ;'y11,000'., per year as Aasistant Auditor has been elected to replace him. CObPTROLLER. This office was established in 1924 and has at various times been combined with that of Yice President and is at the present time so combined. The salary for this office when.occupied'n alone has varied between 49,©00. per year and'. 43,250, per year. AwSxSTriiJP' Aili7I'EORS, CIISSiIE,k. And ASSYSTeN,T CO;+YTROLLRR. The num- ber of Assistant Auddtorss has varied.between two and three, and there are at present two. There has been one Cashier at all times. The office of' Assistant Comptroller has been combi:ned with others. quite frequently and quite frequently not.filIled. Since 1930.the minimum compensation.f'or any of these positions has: been $4,A0tJ. per year and.the mayimum 411,000. per year. From the above it is our opinion that t he salary schedule for our officers elected by the Directors is.as follows: 88111943

P. Lorillard Company Page. 2>. It isunderstoods that tEe adjustments hereby approved shall.not be used as a.basi.s forothe.r ware.e or salary adjust- me.nts, or to~o increase the level of pmduction costs appreciably orfurn.ish tkie basiss either to increase. _nricesor to resist. other-wise justifiable redttctions in prices. This ruling is based'upon the.information contained in your application referred to h©rein.Ifthe. infosatation iss sttb- sequentlyfound, to be imcorrect,, this ruling will' have no force or effect. In:the eventt you desire to protest the ruling of thiss office, you should submit to the Deputy Commis.sioner,s through this office, a request for revievr,thereof within fifteen days from the date of this letter. Otherwisethe, . case.e will bee con- sidered closed.. Should! you also~desiro~ a conference in this~ office., request.therefor should be made at the~tire yourprotestr isfiled.. 2espectfully. Charles. A:. . Drake, fiead, New YorTc. Offi ae mak .

f 3 SI9CRLTARY and T1MaS[JRLR. These offices were originally held by the.same man, who.recelved 415.,000.. per year in 1912,, was thereafter increased f'irst to $18,000. per year and then to ~20,000'. per year which he receit*ed until his retirement in 1924. The offi.ces were then split and a. Secretary elected at a compensation of ;$8',500. per year and a Treas- urer at a compensation of'.P,000. per year. Since that time there have been two other Secretcrries, one elected in 1927 at a salary of'4]i0,000. per year and thereafter increased to 415,000. per year which he was re- ceiving at the time of his retirement in 1937. The other was elected at a starting salary of u13,500. per year and.thereafter incre€sed to #18',000. per year which he was receiving,in 1941, at which time he was elected Vice President and has since filled both offices.. The compensa- tion of the Treasurer was gradually increased to amaxdmtua of' ~;12,000. in 1934 when he was elected Vice I'resident.and continued! to hold both offices until his retirement in 1941. HSs successor also holds both the office.o;f'Yice President and Treasurer, as we11 as that of Comptroller. ASSI>PAW ' 3ECRisTAHY and AciSISPANT TRFaZMR. Since 1928 this eombined offics has been occupied by one man, wh.o started at ~`1.,500.. per year and has been Increased until he ias now receiving 410,000. per year. He has no duties as: Assis~.tant. Treasurer but has that title purely for purposes of signing,docavnents in the Treasurer's absence. In addition, the Company in 191,1 elected an additional Assistant. Secretary et a salary of ~P6,000. per year, which was later increased to 47,dOO. per year, the present compensation. 88111 946.

pFFICE OF COMMISSIONEROF INTERNAL REYENUE NOURES5:REPLY TO Head, Nlsw~~ York Of f 1'~.ea Srl.ry Sta511fzstl!o.n Unit~. ANO REFER~~TU'. Ci::.S3QCLNY'. HCL r.. C., , TREASU~RY DEPARTMENT BUREAU OF INTERNAL REWENUE, SALARY STA,BILI!2AT.IiONUNIT 253 BROADWAY NEW YORK, NL Y'., APR 1 1943 Perkins„ Daniels & Perkins 30 Rockefeller Pl'aza. New York,, New York. Attention: T.. L. Perkins S'irs: In Re: P.. LorillardlCompany Reference is made to your letter dated Yarch 24, 1943, Tlherein you enclose for approval a salary poLicy which has been reduced to writing, applicable to the President, Vice Presid'ent, Secretary, Assistant Secretary, Auditor, Comptroller, Assistant Auditors, Cashiers, and Assistant Comptrollers of P. Lorillard Compayy. In connection therewith you are advised that the indicated spread between the minimum and maximum raqges for the respective positions is too wide to warrant approval, and that in.view thereof such ranges are not deemed to be within the scope of a salary rate schedule. as contemplated! by Section 1002.14 of the Commie!sioner"e Regulations. In addition, the IInit requires that all salary rate schedu']ies submitted for approval contain limitations as to the,maxi- mum (based on amount or percentage of basic sa]ary) increases to be granted in any one specified period. Your furthar attention is directed to the pxovisionss of 3ection 1002.14, . which state~that shdle an employer may re-., duce!a salary policy to writing and secure its approval aes an approved salary rate acheduley there is no requirement that he must do so before making a atstomary sa]ary i!ncreaee. The eziatencelof'suah policy, however, must be established to the satisfaction of the Co®ni.ssioner,, and the burden of proof rests upon the employer. Charles.A. Drake HCL:WC66 Head, New Bork Office

t 4 AUDITOR. The first Auditor of the. Company received 310,,000. per year in 1912'and,:~l'2,0002 per year from 1913 until his retirement in 19'I5. A successor was elected at a salary of V,000. per year, which was increased to a muzimun of :r10,00!0, r,or year„ which he received from 1918 through 1923, at :ahich time he becanre Comptroller. His successor was elected at a.salary of 08,000. per year, which.was gradually in- creased to ?12,000. per year in 1941. iie was receiving,compensation at that rate when he died about.a month.ago. One of't he Assistant Auditors who had been receiving 411,000. per year as Assistant Auditor has been elected to replnce him. COIdPTROLUR.. This office was established in 1924 and has at various times been combined with that of Vice President and is at the present time so combined. The salary for this office when occupied alone has varied between a9„000'. per year and'~13,250. per year. A33ISTYtidT AUS3Il'ORS, C1.SIM::R And. Ati5S8T,'.iPTi! Cc.;.Si'PROLLcR'. The nunt- ber of Assistant Auditors has varied! between two and three, and there are at'present two. There has been one Cashier at all times. The office of' Assistant Comptroller has been combined with others quite frequently and quite frequently'not filled. Since 1930 the minimum compensation for any of'these positions has been ;¢4,000. per year and t hei maximum 411,000. per year. From.the above it is our opinion,that t he salary schedule for our officers elected by the:llirectors is as follows: S8511947

2 very short time„ so.thatt no,history of increases was established as to them. Mr.:YSerbert A. Kent, who was first elected,President in March 1942, has been re-elected to that office for another year. VICE PR'r:STDENrS.. The By-Laws of'the Company call for five Vice Presidents, and with a: few excentions due to temporary circumstances the Company haahad five Vice Presidentaat all times; Of the original Vice Presidents one received $20,000. per year and four received .115,000. per year for 1912; AAll were increased to ;;25',000. per year in 1913 and to 000. per year in 1918. Since that time the Vice Yresidents have been started at various salary rates ranging f'rom.a minimum of 417,000. per year (with the eaception of one Vice President who,was started at $14,000. per year and increased'to 418,000. . per year the next year), and the maxi- mum of ~36,000, per year. 5ince 1930 six new Vice, Presidents have been elected at starting salaries ranging from 417,000.. per year (with the one exception above noted)~ to ;y25:,,000. per year. The maximum compensation attai!ned by Vice Presidents during both of the above periods was $36,000. per year. The Company in 1942 had five Vice Presfi.dents., as follows; Mr. George D. Whitefield, Xcecutive Vice President'. Mr. Sdgar S. Bowling, Leaf and Manufacturing, Mr.: J. S. Freeman, Wnufacturing. Mr., W. J. Halley, Vice President, Treasurer and ComptroLler Mr. Tbdd Wool, Vice President and Secretary. All are Directors of the:Company„ and all have been re-elected for an- other year. f38111941

SALARY SCHEDULE OF T1HS OFFICERS OF P. LORIL,LARD COMPANY ELECTID BY'THE BOARD OF DIRECTORS., CH AIRktAN OF THE, BOARD. This office was created in! March 1942 and.the only occupant, Mr. George H. Hummel, who was Vice-President and Director of the Company from.1911 to 1940, and. President and Director from 1940 to 1942,. received J20„000. for the year in which he occupied that office. Mr. Hummel.has been re-elected for another year. PRSSIDis'NP.. Since the incorporation of'the: Cbmpany in 1911 there have been five Presidents, who have held office for the following terms•, The first from 1911 to 1924;: the second from 1924 to 1937; the third from 1937 to 1940; the fourth from 1940 to. 1942;, and the fifth from 1942' unt11l the present time. The compensation of'the Presidents hae.been as follows: 1911 thru 1912 ,y30,000. per year 1913'thru 1917 40,000. per year 1918 thru 1924 60,000. per year 1925.thru 1930 36,00G. per year 1931 thru 1933 60,000. per year 1934 thru 1936 (9 months: of 1937) 50;000. per year 1938 thru.19:39 ('incl. 3 months of 1937) 30,000. per year 1940 thru 1941 40,000'. per year 1942 3'0,000!. per year From the above it will be seen.that the:starting salaries of'the various Presidents has been between 430,000. and $40,000. per year, and that those two.PresicLent,s who have remained in office for any length.of time have been therea£ter increased to a maximum salary of ,160„000. per year. The third and fourth.men t.o occupy'the office were bot:h over seventy years of age. when elected to the position, and each held the office for only a 88111940

OFFICE OF COMMISSIONER OF'INTERNAL.REVENUE /AGRE9, REAT Tl I HEAD. NEW.YORK OFFICE1. SALMRY STABILIZATION UNIT , ANGRFfER:Td0.:1J'SU.SN1 HViF TR'EASURI' DER'ART141EfV1f BUREAU OF INTERNAL REVENUE SALARYSTABILIZATION.l1NIT 253 BROADWAY NEW YoaK, N. Y'. JUL 2 '943 P... Larillardl Companyr,, c/oPerkins, Deniels. & Perkins,Esqs. 30 Rockefeller Plaza New, York, N. Y. Sirs: Attentiona, Mr. T. L. Perkins, Assistant Secretary Reference is um.db to the appSicaticnidated Apri1,14th, 1943,, sigaed by~your Assistant Secretary, T. L. Perkins.. Please be informedithat your apalics:tion as made is not approved. Approval is given, however, to: adjustment in salary rates in accordance with the.following schedulem. Name and Position Presert Amount Sb:lary Rate. Salary Applied For Approved Herewithh - r/- .. 71 $30,000. Herbert A. Kent., Presid'enti George D. YPhitefiesd, 440.,000. 034,500 Executive Vice Pres. 25,c00 30'.,000'~ 28,750 Edgar S. Bowling, Vice Pres. 25,000 30~.,000~ 28.,750 Todd Wool, Vice President and Secretary 20,000 25,000 23,000 Williem J. Healiey, Vice Pras. and Treasurer 18,000. 25,000 20,,700 J. Strother Freeme.n, Vice Ptes. 20,000. 25,000 23,000 F. H, yYeiske, Cashier 7,250' 7,750 7,750 James' T.. Keel, hSgr,. Leaf' Dept. 18,000~ 20~~,000'. 20~~,000 R. R. Patterson,. Mgr. Leaf Dept. 18,000 20.,000. - 20,000 (zi Oa' A I.. H., Peak, 1['gr. and Director 12,000 15,000~ 13,800 i- 64 Jeuses,. A.. Glascock, kPgr. 16,000 18,000 18,000 MA Frank Hopewell, Sales hfgr. 18,000 20,000 20.,000 CD Harold F.Temple, Asst.. Sales Mgr. 11,000 12 ,5o0. 12,500 O

3 SECRLT'ARY and T'FtFAS[IRCR. These offices were originally held by the same man, who received 415:,A00. per year in 1912, was thereafter increased first to :$18,,000. per year and then to J20,000. per year which. he received' until his retirement in 1924. The offices were then split and a Secretary elected!at a compensation of':p'8,500f per year and a Trea,s- urer at a compensation of 07,000. per year. Since that time there have been two other Secretaries„ one elected in 1927 at a salary of *P10,000i. per year and thereafter increased to A5,000. per year which he was re- ceiving at the time of his retirement in 1937. The other was electedl at a starting,salary of 43,500. per year and thereafter increased to #18,000. per year which he was.receiving in 1941, at which time he was elected Vice President and has since filled both offices.. The compensa- tion of the Treasurer was gradually increased to a maximum of4Il2,000.. in 1934 when he was electe& Vice President end continued to hold both offices until his retirement iin 1941. His,succassor also holds both the office oS Vice President and Treasurer„ as we11 as that of Comptroller. ASSIISTAbfl"' SECR'aTARY and. Az;SISTAPSC TREeL4UR,ER'. Since 1928 this combined office has been occupied by one man, who started at .>4„500. per year ands has been.increased until he is now receiving,410,000. per year. He has no duties as Assistant Treasurer but has that title purely for purposes of signing,documents in the Treasurer's:absence. In addition, the Company in 1941 elected an additional Assistant Secretary at a salary of'0~b.,000. per year, which was later increased to 47,000. per year, the present compemsation. 8811134'2

F 2 very short tine,, so that no history of increasss was established as to them. Mr. Herbert a. Kent., who was first elected President in March 1942',, has been re-elected to that office for another yoar. VICE ,'HEHTOia7P:i. The By-Laws of the Company call for five Vice Presidents, and' with a few exeeptions due to temporary circustetances.the Company has had five Vice Presidents at all times; , Of'the original Vice Presidents one received ~;20,000. per year and f'our received 115y,000. per year for 1912; All were increased to :?25,000.. per year in 1913'and to $3'6„000.. per year in 1918. Si'nce thnt time, the Vice lresidents have been started at various salary rates ranging from.a minimum of' y17,o00. per year (with the exception of one Vice President wh:o was started at 414,000. per year and' increased to 41$,000. per year the next year), and the maxi- mum of 436,000. per year. :iince 1930 six new Vice Presidents have been. elected at starting salaries ranging from 417,000. per year (with the one exception above noted) to j25,000. per year. The maxiisum,compensation attained by Vice Presiidents.during,both of the above periods was ~36,000. per year. The Conpany in 1942 had five Vice Presidents, as follows: Mr. Oeorg,e ID. Vlhitefieldi, u:cecutive Vice President. Mr. 3Hgar S. Bowling, Leaf and Manufacturing, LIr. J. S. Freeman, Manufacturing Mr. Yd. J. Halley, Vice President, Treasurer and Comptroller Mr. Todd Wool, Vice Presid'ent.and Secretary. All are Directors of the Company, and all have been.re-elected for an- other year. 88111.,y95

124 On motion of'Mr. Keel„ secondedi by Mr.. Glascook, (Mr. Halley not voting), it was RF•SOLVED: That,the salary of. W.J. Halley, Vice-President) Treasurer, an&Director of'the Company, be and the same hereby is fixed at,the rate of $20,700 per annum, effective March 10, 1943. On motion of Mr. Peak, seconded by Mr. Bowling, it was unanimously R'ESOLVED: That the salary of J. Strother Freeman, Vice-President and Director of the Company, be,and the same,hereby is.fixed at.the rate of $23,000 per annum, effective March 10, 1943. On motion of Mr. Bowling,, seconded by Mr. Whditefield, it was nnani'.•+nusly* RESOLVED: That the salary of F.H. Weiske, Cashier of the Company, be and the same hereby is fixed at the rate of $7,750 per annum, effective March 10, 1943. On motion of Mr. Glascock, seconded byr Mr„ Whitefield,, (Mr. Keel not voting), it was RESOLVED: That the salary of J.T. Keel, Leaf'Department Manager and Director of the Company, be and the same hereby is.fixed at the rate of $201,000 per annum, effective March 10, 1943. On motion of Mr. Bowling,, seconded by Mr. Keel,, it:was unanimously RFSOLVED: That the salary of R.R: Patterson, Manager of the Danville Leaf Department,. be and the same hereby is fixed at the rate of $20,000 per annum, effective March 10'.,1943. On motion of Mr. Keel, seconded by Mr.Whitefield, (Mr. Peak not voting), it wasRESOLVED: That the salary of I.H. Peak,Menmger of the Kentucky Leaf Dept. and Director of the Company, be and the same hereby is fixed at the rate of 413,800 per annumy effective March 10„ 1943. On motion of Mr. Temple, seconded by Mr. Bowling, (Mr. Glascock not voting), it was " RE.SOLVED: That the salary'of J.A. G7ascock„ Manager of the Whitlock. Branch and Director of the Company, be and!the same hereby is fixed at the rate of $18k0000 per annum, effective March 10, 1943. On motion.of Mr. Halley, seconded by Mr. Keel, (Mr..Hopewell not voting), it.was RESOLREDI: That the salary of Frqnk Hopewell, Sa1es Manager and Director of the Compaqq, be and.the same hereby isfixed at the rate of $20,000 per annum, effective March 10, 1943• on motioa of Mr.. Bowling, seconded.byr Mr. Glascock, (Mr. Temple not I,~y voting), it wae k+ O+ RESOLVED:~ That the salary of H,.F. Templey Assistant Sales Manager and ~ Director of the Company, be and the same hereby is fixed at the rate of CD, $12,500 per annum, effective March 10,, 1943.

( SALIIRY SCTLiDTTLIi OF THL OFFICERS OF P. LORZLLE,ItD CO?,iPAPI7C ELLTCTF.D IIY THE IIOt+,RD' 0F' DIRBCTORS. CHAIRMAN OF THE HOARD'. This office was created in March 1942 and the only oocupant, Mr. George H. Hummel, who was Vice-President and Director of the Company from 1911 to: 1940, and President and :3irector from 1940 to 1942, received ~201,00!0.for the year in which he occupied that office:. Mr. Hummel has been re-elected'for another year. PRisSIi7IM. Since the iircorporation of the Company in 1911 there have been five.Yresidents, who have held office for the following terms; The first from 1911 to 1924; the second from 1924 to 1937; thee third from 1937 to 1940; the fourth from 1940 to 1942; and'ttie fifth from 1942 until the present time. T'he compensation of the Prasidents has been as follomrs: 1911 thru 1912 430,000. . per year 1913 thru 1917 40,000. per year 1918 thru 1924 60„00G. per year 1925 thru,1930 36„000'. per year 1931 thru 1933. 60,000. per year 1934 thru 1936 (9 months of 1937) g0;000'- per year 1938 thru,1939 (inal. 3 months of 1937) 30„000. per year 1940 thru 1941 40,U00. per year 1942 30,,000. per year From the above it will be seen that the starting sasaries of the various Presidents has.been between 430,000. and 440,000'. per year, and that those two Presidents who have remained in office for any length of time have been thereafter increased to a maximum salary of ~60,000. per year. The third and fourth men to occupy the offiae were both over seventy years of age when elected'to the position, and each held the office for only a 88111944

6 These proposed isicreesses would not appreoiably inorease the level of aosts of the Compnny"s businee» nor the percentage oC the total pasr-roll of sakaries SsY excess of 1'?5,CCa. per year. We feel that all of ttte atiove proposed increases are in scoordance with the ertablished policy o£ the Companyt an<t there- pore in aooord+anoe with the provisions of :3eot•ion 1002.14 anct wy cot require the prior a;+p,roval: of your Unit. However, in. view of the penslties provided for in the Law and Regulations we would agprecUta reaeiviag fross you a ruling to the effeott that no ap- proval is required or, if your approval is reqWired, a ruling froau you granting to us the requS~:redd approval. Very truly you.rs,. PMUKlti;i,, 17WiTad3' & cMiiIb7t3 HY T. L. PHittCadB tleing duly sworn, deposes and. s4ys that tie is a partner of the hw firm of. Perkins, Daniels & Perkins, oerneral Counsel for 11. Lori2lard Company, and t2at he Ls Assist- .nt 3eoretnry of P. r.orillard. Company, theit the facts aontxined in the foregoing statement wr,re taken from the records of P, Lorill.ard Company and are correot to the best of his knovllodge an3 bellef. !', L .. 9ubsaribed and sworn to bexa!re ma this 14th day oi aprli, 1943. ' EDVx/IPJI F~. M'~..AJER.~, r~ o re! ^,, F. rn, A,: E R Q ~ . Y. f,~. C::, s.Pi;.. 791, Fl. A'.c N Comrr.issian Expires8."arch 3C„1eJS CQ w

April 14, 19bY. tfr. Charles A. ;?ratae, Head', Nev+ York Office., ;islary Stabll.izetion Unit, No. 253. Broadway, [:e•ar York City. In re Y'. Lorillard Company Your reference: C:~:3U:HYa!7:L Dear Sir: Referring to, our letter of kfarch 24th and your rep]:y of April lst, me hereby request your approval of the followina proposed' salary inareases, all of wn4.ch we laelievs are inaccord- anee with the salary policy of' R. LoriZlard Compazyy ecn esteblished by the records of tLnt Coct,7aay. ihe, Gomp+,n,y is euguged in, the rAanuYaoture ani sale:e oftobaeao products, ita chief brands being "01d Gold" and "Beech- Nut" cigarettes, "Union Leader" "Nrieads" and "9riggs" smoYing tobacco.,. "Beech-Nut" scrap.ohewing tobacco and numerous other cigarette, cigar and tobacco products. It is inoorporeted under the laws of the State of' New 3eraey„ with ita prineipai. oQ.'Sice at 119 Wesfii 40th v"treet Ne7ve York City,, and fnctories and branches at Jersey City, N.J., idchnond, Vd.,,Fbiddletown, Ohio, LouisvilYe,Ry. ani several other places. No changes have been madel in the type of products sold since Junuary 1at, 19b1.,9 but its volume of buai- nesa has Increased by about thirty pereent.aince that dato. only about four percent. of its total output is sold to the United ^atates Oovernmant or any' or it:s aBencies. The', increase in volume is due in large measure to the.greatly increased oivilian demand for its "O1di Gold" brand of c.igarettee. :sYos of this brand have more then.doubled in the last, twelve months as oospared.to an in- crea.se oS'about fifteaas percent. in the cigarette industry as a whole.. ':hSs ifsrge volume of business, toFethcr with the mrur+-pcnver and other shortcxges created by the war heve greatly inereased the duties, problems and reepaabsibllities of the oi'ficers and bey per- sonnel of the Compeny.. It Is on.aeoount.of these inereased duties, as well as in line with its established policy of'reuarding znerl- torious service by increases fram time to.time that the Comr.!antn fesla that the proposed increases should be given ct this time. It is desired.to tuakee these: inereasea effective as of March 10, 1943'. 8$su fJaz

July 16,.1943' 123 ' A regular meeting of the Board of Directors of P. Lorillard Company was held today at the office of the Company, 119 eest 40th Street, New York City. There were.present Messrs..: C'. H. Hummel G. E. W. J. D. S. J. T. Whitefield'. Bowling Halley Keel F. Hopewell H. F. Temple J. A. Glascock I. H. Peak T. L. Perkins, Asst. Secty. Mr. Hummel, Chairman, presided and the Assistant Secretary acted as Secretary of the meeting. On mot3,on duly made and seconded,. the reading of the minutes of the previous meeting was dispensed with. On motion of Mr. Hopewell, seconded by M'r. Temple,, the follorring,advertising expenditures were in all respects. approved, ratified,, and confirmed: Estimates of J. Walter Thompson Gompaz~y as follows: #147 dated July 6,,19l,;3'. covering,play-tiy-play broadcasts over Station WHm'y New York City, of football games of the New York Football Giantst during the 1943 season,, sponsored by OLD GOLD Cigarettes, at at cost of $29,002.50. . #109 Supplement C dated July 8, 196;.3' covering radio advertising of OLD GOLD Cigar- ettes as therein set out„ June 28 through Septembsr 26, 1943, at a cost of $11„ 950. #128 Supplement I dated July 8, 1943 covering newspaper advertising of OLD GOLU Cigarettes,,Auguat 1 through September 25, 1943, at' a cost of $425,771.98'. On motion of Mr. Halley, seconded by Mr. Whitefield, it was unanimously HESOLVED: That the salary of H.A. Kent, President.and Director of the Company, be andthe same hereby is.fioced at the rate of $3G,500 per annum, effective March 10 1943. was On motion of Mr. Peak; seconded by lflr. Temple, (Mr. Whitefield not voting)i,, it RESOLVED: That the salary of G.D.. Whitefield, Esecutive Vice-president and Director of the Company, be and the same hereby is fixed at.the rate of t28,750 per annwn, effective lCarch. 10,,194:3. On motion of Mr. Temple,,seconded by Mr. Whitefield, (M'r.Howling, not voting)',,, it was HESOLVED; That the salary of E.S. Bowling, Yice:-President and Director of theCampany,, be and the same hereby is fixedi at.the rate of $28',750.per annum, effective March lo.,, 191t3 • On motion of Mr. Hal].ey,, seconded by Mr. Wh3itefield!, it was umanimously RESOLVED: THat the salary of Todd.Wool,Vice-President„ Secretary, and Director of thelCompany, be and the same hereby is fixed at the rate of'$23,000 per annum, effective March 10, 1943.. 887i1~ ~28

2 The Couapany employs approximately 7,0001persona. The place oY work o4 the eatploye®s listed below is 119 west 40th. Street, New York City,, unless oth.erwise noted.1. Pres,4desV. Mr. Herbert it. r,ent., whose residence is. 73ronx- ville~, N. ~.., in t e i°residont of' tlte Com,•,~ny„ hnd the owaer of 1000 ahaaes of its eor•anon stock. He hess been In the. employ of the C.o:apany for over 20 yours, being connected with the 3a.l.es ne- pertsssnt. He was elected Vice-President and Director in March 1940 at' an annual salc+ry of u20,000. This was increased to i~z5,000. per year In Mareh 1941. lie was elaetedd i•resirlent in Wrch 1942 ut an annual salary of .330,000. The summary of the compensation of pre- oious Presidents of' the Company as sot fortta in the meworansluam at- taohed to our letter of Murah;24th shows that it is the. policy of this Comiaay to increezse the oompensutionof Presidents by subetan- tialamounts until compensation of 360,000. per year has been at- tsined. In line with this estahlished policy it is propoead to in- crease the caaspmnsation of Mr. Y'nnt fron a30y000. perr }oesr to ;)t„0,000. per year, and your approval of that Inaroase is requested. 2. Viee-x"'res.idents'. Tuae records of the Company as set forth in the r~moran um s a ed to our lottar of March 24th show that it ie the policy of this Corspany to increase the compensation of Vice- Presidenta;in substantial esuounts until the aa:axiwum of'd36,000. per year has been reached. The Coctpany has at present five Vioe-Presf- dents, and a suczrary of' their past conneation with anci ooupeuuation from the e.oLapuny and the proposed increase is set forth below. (a). Mr. GeorpSe. :). 'rdhitefield, the kxeoutive Vice-president of the Company, resides at 1?ompton Il.ukes M.J. and owns 1000 shares of the cammon atock of the Company. Fte Ia In oharga of and responsible for the pasrohase, processing and blending of all leaf tobaeco, aad In ohairmsn of the Coramittes on Manufacture which haa general super- vision of all.menufaoturing. He has been with the Company for orer 20 years, was eleoted u Director In 1935 ut a salary of ¢23,500'. per year, and Vice-hresictent in 1937 at,n salary of 420,000. per year.. In 1939' his compensation was in.creased to 421,000. per year, and in 1940 to w25,0001- per yaar, which rate he is still reoeiving. In ao- oordance with the estab2lshed' policy of the; Comhan}r itis'propoaed' to increase :dr. Whitefiold's compensation nrom. 325,U00~- per year to t30,000- per year, anci your approval of this. increase is requested. (b) Mr. Edgar :i. :3rnrtling, resides ert ?3ronxvilSe,, ld.Y., an.1 is the owner aP' 3000 shares of' the comsaan stock of the Company. Mr. f3owling, has hnd large experience in the purcherse;oP leaf tobacco end' the manufacture of tobacco produats, having been connected with the Hritish-Immerioan i`obaceo CoMvany for u, number of' years. IIe first became conneotetl with I. Lorillard. Company in 1935 .wwhen he weis elected 88111933

3 aDireotor to advise the Loaf r.nd ManufacturinFS Depa'rtaients at a salary of 425,000. per year. In 194u he. was'e3eeted Vice-I'resialent at the sae2e oo:nponsation. }ie is aotive in the Leaf und Lianufeotur- 7ng i)epartmenta of the Company and,, with. 1Lr. :`ool handles the labor relations and negotiations for the Company. In line with the es- twbliahed policy of the Cownsny it is proposed to. incrsase Mr. How- liag's ooevensation from ~~~;25,000. per year to ;30,1)00. per year, and your approval o£ such inorease is requested. (e) Mr. To3d Wool, Vice-President and 3eoretary of the Cotn- psny, resiciess at Mount bCisW, :d.N., and ie the cwaner o1'. 500 shares of the oommn stock of the Company. Mr..ivooi is a lawyer. His first official connection with the Company was in 1937 when he was oleatedrlearetary at a salary of 43,500- per year. He was that same year elected a Director. In 1941,he was elected Vioe-Preai- dezt, s s well e,s Seoretary and airector, and his salary wees in- oreased from ,18,000. par yoar which He was thvn receiving to Ya0,000. per year, w:eieh is his present rate. Mx. 'rtool hAndless the secretarial duties of thu Company;~ passes on contraets and ad.- v®rtising material and with Mr. 3awlu~ handIlew the labor rela- tions and negotiatiann for the Company. In aceordancee with the es- tabYished policy of the Company it is proposed to inrc:rease Mr. Wool's compensation from $20,000. per year to 425,000. p®r year, and your approval of such increase is requested. (d) Mr. liilliam J. Halley, Vioe-i'reeident and Treasurer,, re- sides in :~ueeas Vi]ilb:go, L..T.:,, and Ss the: owner of 5~00 shares of the cotmton stock of the Company. lie has been. with the Company for over 20 years. He was elected C'omptroller of the Company is LQarch 1940 at,a salary of ,9„000. paFr yerxr,, end was elected Vioe-Presi- dent, Treasurer ~snd Director in L(arah 1941 at a salary of ;b14,000!. ner year, which salary was increased to 418,000. por year in Maroh 1942. Mr. Halley has complete oharf;e, af the T7Ceasurer"a departssent, the Auditing and n'ouounting ;>epartments an.'ti the personnel, of the Company, and'as such is. occupy].ng positions and assuming the duties formerly divided between the Vice-President and Comptroller who, re:- ceived. 430,000. prar year and the Vice-President and Troasurer who received ;3Z2',000'. per year'. In. accordance with the eetabl,ished policy of' thu Company it is proposed to increase ttr. :3ulley's moaN- pensation frow .~18,000. per year to 425,000. per year, iind your approval of such inorease is requested. (e) Mr. d. strother Kreemen,, Vice-President in charge of autnufacturing„ resides at Wsst Osun:ge, N.J., and. is the owner of 520 shares ef the. oomrson a toek of the Company. Hn has. been a:Y!- reotor of the Com.pany since: 1929, and~was elected Vice-President in 1942 at a.salary of ~20:,U00. per yoar, which wa& an iaerease of 42,0001. per year over the cocnpenoation he hud been receiving as, Manager of the Old Gold firsnoh in Jersey City, id.J. In line with the established policy of tho Cowlwny ' it is proposed to increase Mr. 3'reeaan'9 cornirenaation from 20,000. per year to ;25,000- per 88111934

of his derkth. Mr. ; eE,h wus eleated a t)irt.otor ofr the Cocaixany this yaar. In line with, the established policy of the Corapany it is Proposeti to inareaseihis oomponsati4n fro:a ;12',,.000. per year to ;15,0Gci.. per year, atui your approval of this increase is requeatetd. (d) Mr. dunses 1~:. Glasooclt, who resides at Richmond, Va. aasi is the owner of 700 shares of the ooxaaon stoaYk of the Compsny, is the 3.~anager of tho whitlook Branch at Riahmond, Va. , where all of the Uoadany's cigars are manufaotured. Re has ocoupied' this position for more thun 10 years, and has besn a iliruotor of the Company since 1940. HHis componsation in 1933 W±s ;3Y0 000. per year, and thereafter inoreased until it was ,'#13,500. In 1940, ;y14,500. in, 1941 uand ;;16,006ti. in 1%2. In line with, the estab- li®hed policy of Lhe Comun.y it is proposed to inasresse Ur. Oles- oook'a sompensation from ;1b,00U.,peT your to 318,000. per year,, and your approval of that inoreaso is requasted. (e) Mc.Prank Hopewell, who resides, ut, 3ronxvills, ,'-#.'l., and is the owac:r of 500, shares of the oocsmon stock ofthe Company, is a Director and 3ales klanat;or of the. Coaalxsn,y., Mr. }Iopowell, has leea with the. Compwny over 10 years. In 1933 his salary as As- aistsnt iial:es Ua;zaedr was )6,000; per year! which was theroaLter increased until in 1941 he was receiving ;r•6,000.,yer year as t+ssistant :Ialea Manager. In 1942 ' hs was proiaoted' to :3a3.es Haneger at a salary of -518',.000. per ysur. 54r. Iiopewell as, aalas y..fruiagar is in charge of a,ll selling and advertising anu is performing the duties that ordinarily are performad by the Vioe-;~resiu'ent in caarge of aalen uss well as by the 3ea.os. 2Aanager as there has been no Vioe-Presiaentt in the ss]ios jalxsrtsent since Mr. Kent, who oeoupled that -position, was eleotad I'restcientt in 1942. In line with the establ-ished policy of the Company it Is proposed to In- crease the ooaponsation of Mr. Hopexell froFa -;:1t3,0GfI. per your to p20,0001. per year, ana your approval of that inurease Ss requested. (f) MEr. Harold Ir. Teriple, who, resiueaa at Crestwood, N.Y., is the owner of 300 shares of the oomon stock of the Cora;.~,qy and is Assistant :dales i'..anaE;er e:f thn Cocapaxy. E2r.. "empl.e has been with th® (:oespany and its wholly-owned selling subsidinry since 1926. Mr. '11*eakplo~s au"neati<an in 1933 was $2',298., par year. By reason of promotions and aeritorious service his c:ompensatianwas increased until he was receiving 49,000. per year itr 1941, vAuiuh was Inareasus to ,r10,000. per year for the first part of 1942. During 1942 ha was Gransferred f'rom , the selling subsidiary and became :ssistant :;c+lrs ManeGvr of the, parent oempany at a salary of 411,000. per your. He hus, this. yeur been e+:lectod a Director of the Comp++n,Y. Zn linu with the established policy of the Com;?any it ia l,roposed to increase the compensation of Mr. Temple from .d11,000. to :;12,500. per year, and, your approval of that increase is roquFrstud. eeiis!~3s

4 year, and your approval of euah inoraaso is requostes. 3. Cashier. Mr. 8'. ti, weiske, Baahier of the Comr*Any sinae 1933, at w o h iae he was started at an ennuall rate of -;i3,b40, tie was inoreug!ed! from time to time until in 1940 his aoc3penaation wss 46,000., per yeur, and in. 1942 ' it was „'7,250. per year. This 1s the hs.ghest rate, that. has ever been paid thcr Caahinr af this Cemteny. bimrever, his duties nnd responsibilities are very n'imi- lar to that of the .7:asiaLant .audUora r+ho In 1942' received .W',000, rsnd ;"i0,000. par yeur respeotively. In line withh the established policy of the Cospany of rewerding fross time to time merit'orLous service, it is proposed to inorease bir: weiskefs oomnansation from 47,250. per year to, #7,7!50. per yewr. and your approval of such inoreaae 1is requestbd. 4. Ke,w Personnel and iieuds of yurious i3epartmants. (a:) Mr. du®es T'. Keel, who resides In liarxint;tcm iNarlc, h.r. and owns 60ci shares of the ooemon stook of the Coaparky, has been. a Director of the oompany aines 1926 and during that period has been Manager of the Loaf ueyuxrtment. His compensation in 1927 was .~9,000. per year, and thereafter has been increased in variours amounts. until in 1937 he .rns receiving 4Sfi,000. per year, whioh, a.mount he also rea®ived in 1938, 1934 and.1940. His oompensstion iA 1941.wes ,,i17 000. and in.1942' was .318,tl00. Yn.line with the established policy of the coa7any it ia proposed to increase the compensation of lir.Kee.Y from ?1F3',t3u0. per year to $20,C00'.. per year, and your ep pro:'ak cf this incaoxse is requested. (b) Mr. I2. R. 'ratterson, wdo reaaieiess at Janvills, Yirginia, is Manager of the iir3mi3.le Loaf Ltapec=tmaat, a*at as such has charge of' buying all of the flue-oured tobacco for the Gorsqsb-ny. Sie has been with the Com.pany more tluue 10 yesrs, receiving oospenastiorc of 37:5 r00U. per yaar In 1933, ..517,000. per year from 1937 through 1941, and j18,0ta0., 1aer year in 194,2. In line with the established polsoy of the Company it is proposed to inorease the oompenaation of Mr. ratterson from.;418,000. per yesr to 320,000. per year, and your approval of'thia increase is requeated. (c) ifr. 1. H. Peak, vrho rasides at Louieville, Hy'. and is, the owner of 700 ahares of the oomexon stock of the Company, is the Manager of the Kentucky Loaf jepairt.reent and as such haa charge of buying all of the buri.ay tobacaa for the Cmajy4ny. fin has bden oonneoted with thoLeaP Department of the CorWany sinoe: 1928, ', was assistant to the then.Plunager of'the LeuS :;epartmont until,th'e letttlr'a 4eath In 193y, at wtiiah time he was.&ppointed Manager nt a ae],ary' of j10,000. per yedr,. which wna inoreased to 411,000. in 1941 and to ":z,0(X?. In 1942. iiis imaadirata predecessor rn- oeived coml?ensatlon st the ratn of 3;17,000. per' year at the time 88111935