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Minutes of a special meeting of the Board of Directors of Philip I Morris Incorporated held at the Southern Cross Hotel, 131 Exhibition Street, Melbourne, Victoria, Australia at 9:30 o'clock in the forenoon on March 9, 1973 pursuant to notice sent to Present the following: all the directors. J. A. C. Bowling Brittain III A. G. J. C. V. A. Britton Comfort Cordido-Freytes H. Cullman sent: J. R. J. R. J. J. M. J. C. C. F. W. T. R. A. H. B. E. H. H. Cullman 3rd Dammann Landry Millhiser Murphy Wilkinson, Jr. Young Cookman Goldsmith Kibbee E. T. H. G. J. W. R. Lasker N. Lawler R. Marschalk Weissman E. West H. Hatcher, Director Emeritus Jones, Director Emeritus Mr. E. J. T. Flanagan recorded and Mr. T. F. Ahrensfeld was also present. The Chairman reviewed the action taken by the Board of Directors at its February 21, 1973 meeting and stated that the authorization of the guarantee by the Company of short-term borrowings by Mission Viejo Company would be reconsidered at the March 28, 1973 meeting of the Board of Directors. _I

Philip Morris International submitted a capital appropriation recommendation for Asia-Pacific Regional Management to expend approximately $5,467,090 for increased capacity and efficiency projects in Australia, consisting of $1,220,096 for an increase of storage facilities at Braeside, $321,968 for the purchase of 5.2 acres of land at Braeside, $216,978 for the purchase of blending and processing equipment, $108,027 for the purchase of cigarette manufacturing equipment, $124,868 for consolidating the research facilities at Moorabbin, $860,914 for expansion of crushing, refrigeration and storage facilities at Corowa and Tanunda, $1,665,833 for the construction of a new winery at Mildura, $578,142 for the construction of a new bottling line at Auburn, $200,880 for the development of vineyards at Padthaway, $99,993 to automate the labelling and packing line at Tanunda, and $69,993 to install modern facilities at the Ben Ean vintage cellar. After discussion, it was the consensus of the meeting that such capital appropriations should be approved. The Chairman explained to the meeting that director Edward Lasker was unable to be present because of his sudden illness and the members of the Board expressed their sincere regrets at his inability to be present and sent their best regards and wishes for his speedy recovery. At this point, the members of the Board of Directors and certain officers of Philip Morris (Australia) Limited, Philip Morris Limited and Lindeman (Holdings) Limited, consisting of Messrs. Charles J. Altson, Kenneth S. Batten, John L. Fisher, David M. Hoare, Hamilton Hurley, William R. M. Irvine, Lisle J. T. Jones, Raymond H. Kidd, Ronald E. Kneale, Philip U. Lovett, Hamish Maxwell and Kenneth W. Schultz joined the meeting and the meeting continued as a joint meeting of the Boards of Directors of Philip Morris Incorporated and Philip Morris (Australia) Limited.

Mr. Cuilman expressed the thanks and appreciation of the Philip Morris Board of Directors for the extensive briefings and courtesies shown by the officers, directors and employees of Philip Morris Asia-Pacific Incorporated, Philip Morris (Australia) Limited and their affiliates in displaying the Lindeman wine bottling facilities at Sydney, the vineyards at Corowa and the cigarette manufacturing facilities at Melbourne to the members of the Board. Mr. Cullman also noted the appreciation of both companies for the dedicated services rendered to Philip Morris (Australia) Limited by the late James R. Fawke under whose leadership so much of the progress of Philip Morris (Australia) Limited was instituted. Thereupon, presentations were made to the meeting, consisting of a financial report of Philip Morris (Australia) Limited by K. W. Schultz, a Lindeman report by R. H. Kidd, a Philip Morris Limited sales and marketing report by R. E. Kneale, a Philip Morris Limited financial report by E. Houminer, a Philip Morris Limited leaf report by H. Hurley, a Philip Morris Limited manufacturing report by J. L. Fisher and a smoking and health report by H. Hurley. There being no further business to come before the meeting, the meeting adjourned. Secretary