Philip Morris
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- Named Person
- Sarro, S.
- Recipient
- Matthews, M.J.
- Author (Organization)
- PM, Philip Morris
- Named Organization
- Bw, Brown & Williamson
- Conagra
- Djia
- Epa, Environmental Protection Agency
- FDA, Food and Drug Administration
- General Mills
- Kellogg
- Procter Gamble
- RJR Nabisco
- Anheuser Busch
- Conagra
- Litigation
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M. J. MATTHEINS
PRIMARY PROCESSING
MANAGER
CABARRUS PLANT
CONCORD NC

CONTACT: SINIKKA SARRO (212)880-3454
FAX No. (212) 907-5502
I
I
MONDAY, JUNE 20, 1994
TODAY'S TOPICS
CORPORATE/FINANCIAL (Pgs. 2-18)
Management/Investing
International Markets
TOBACCO (Pgs. 19-40)
B&W/Litigation/FDA/War on Tobacco
ETS/EPA/Smoking/Health/Taxes
Smoking Restrictions
FOOD (Pgs. 41-43)
Marketing/Competitor News
BEER (Pgs. 44-48)
InternationaUCompetitor News
Labeling
I
AT FRIDAY'S CLOSE
I
I
Philip Morris 50 3/8 - 1/8
Anheuser-Busch 53 1/8 - 5/8
ConAgra 29 1/8 - 1/2
General Mills 55 1/2 +1/2
Kellogg 55 + 1/4
Procter & Gamble 55 5/8 + 1/4
RJR Nabisco 5 3/4 - 1/8
DJIA 3776.78 - 34.56
This publication is recyclable. Please remove mailing label prior to recycling.

-2-
PHILIP MORRIS
COMPANIES INC.
uiness sDay
hc Neltr pork eZimes
MONDAY, JUNE 20, 1994
JUN 2 0 1994
Philip Morris Chairman
Unexpectedly Resigns
By DIANA B. HENRIQUES
Michael A. Miles, the chairman and
chief executive of the Philip Morris
Companies, resigned unexpectedly
over the weekend, the company an-
nounced yesterday.
Mr. Miles, in a statement released
by the company, simply said that he
felt it was time for the $50 billion
consumer products giant to be led by
a career Philip Morris executive with
a background in tobacco. Mr. Miles
was chairman and chief executive of
Kraft General Foods, when Philip
Morris acquired it in 1988. He was
named chairman and chief executive
of Philip Morris in August 1991, the
first leader of the company from out-
side the tobacco industry.
The unexpected move comes less
than a month after the Philip Morris
board wrangled over and rejected a
proposal to divide, the corporation
into separate food and tobacco com-
panies, as a way of enhancing its
attractiveness to investors.
Although he has not addressed the
issue publicly, Mr. Miles was widely
seen on Wall Street as an advocate of
the plan, which called for separating
the company's Kraft food brand and
Miller Brewing business from its to-
bacco company, built on such strong
brands as Marlboro and Virginia
Slims.
His departure, therefore, is being
interpreted by some analysts as a
victory for the status quo - and a
challenge to institutional investors
frustrated by the company's failure
to arrest a steep two-year decline in
its stock price.
"When a person takes that strong a
stand in a highly visible arena and
loses the battle and possibly the confi-
dence of the board, a resignation
often follows," Frederic Dickson, an
analyst with D. A. Davidson & Com-
pany in Great Falls, Mont., told
Bloomberg Business News last night.
It is possible the departure of Mr.
Miles will increase the level of frus-
tration and unrest among such large
institutional investors - a develop-
ment the Philip Morris board could
not ignore, given the increasing will-
ingness of such investors to flex their
muscle on important issues of corpo-
rate strategy.
But it is less certain what impact
the weekend's developments will
have in the stock market, where Phil-
ip Morris's stock has already sus-
tained significant damage in the
weeks since the two-company plan
was rejected.
S. Leigh Ferst, who monitors the
company for Prudential Securities,
said Philip Morris might benefit from
having "a strong tobacco person to
lead it through the maelstrom of pub-
lic debate" that has been triggered by
congressional hearings on the indus-
try's handling of research into the
health risks of smoking. "The break-
Continued on Page D4

-3-
Philip Morris _Chairrnan
Unexpectedly Resigns
Continued From First Business Page
up is a sexy topic,'but a stronger
tobacco-industry voice could be more
important in the long run, because of
the political context," she said.
A Philip Morris spokesman, Nicho-
las Rolli, said Mr. Miles, who is 54,
had "decided to leave on his own, for
his own personal reasons." He said
the board first learned of Mr. Miles's
plan to leave late Friday afternoon.
Another spokesman, Barry Holt,
said board members had convened
by telephone on Saturday morning
and voted to have John Reed, the
chairman of the board's compensa-
tion committee and the chairman of
Citicorp, accept Mr. Miles's resigna-
tion on behalf of the board. The resig-
nation was effective immediately
upon its acceptance by the board, Mr.
Holt said.
Two men who previously reported
to Mr. Miles will now divide his du-
ties, Mr. Holt said. During the confer-
ence call on Saturday, the board vot-
ed to appoint R. William Murray, who
is 58, as its chairman, and named
Geoffrey C. Bible, 56, as the president
and chief executive.
Both men had just been given new
assignments at the rancorous meet-
ing of the board of directors on May
25, when the restructuring plan for
the company was debated. At that
time, Mr. Murray was put in charge
of the company's worldwide food op-
eration, and Mr. Bible was named to
run the tobacco business, with both
men reporting to Mr. Miles.
The corporation's six operating
companies will now report to Mr.
Bible, who reports to Mr. Murray, Mr.
Holt said.
The net effect of the weekend's
developments is that all the operating
companies now report to an executive
who is seen as a veteran of Philip
Morris's tobacco operations, al-
though Mr. Holt noted that Mr. Bi-
ble's tenure at Philip Morris does
include "some food experience."
Beginning in January 1990, Mr. Bi-
ble served for about 16 months as
president and chief administrative of-
ficer of Kraft General Foods, and '
from April 1991 until 1993 he was vice
president in charge of international
operations for both the tobacco and
food units, Mr. Holt said.
In a statement released by the
company, Mr. Reed of Citicorp said
the chairman's decision to resign
"was Mr. Miles's."
Keith MeyersiThe New York Times
Michael A. Miles
'Difficult Pricing Decisions'
He praised the work Mr. Miles had
done in building the company's food
operations, and in seeing the compa-
ny through "some difficult pricing
decisions" - a reference, most likely,
to the company's controversial move
to cut the price of its Marlboro ciga-
rettes in April 1993 in an effort to
rebuild its market share.
Slashing the price of one of the top
brand names in cigarettes was wide-
ly blamed for starting a price war
that depleted earnings at Philip Mor-
ris and throughout the tobacco indus-
try.
In a statement released by the
company, Mr. Miles said he was leav-
ing "in the full confidence that the
difficult decisions made over the past
two years will be proven right by our
results in 1994 and beyond." Citing
the "resurgence" of the company's
domestic tobacco business and con-
tinued growth in overseas tobacco
sales, he continued, "it makes sense
to again have a career Philip Morris
executive in the top job."
Philip Morris said Mr. Miles was
not available for comment.
Both Mr. Murray and Mr. Bible
were careful to stress that they were
JUN
? 3 1994
,
committed to a strong oerformance
by_ "all thre_e_ lines of busin_ess__''_ -
foods, beer and tobacco. But w'all
Street analysts who commented on
the move last night said the markets
would see Mr. Miles's departure as a
victory for board-level supporters of
the status quo, including Hamish
Maxwell, the former chairman of
Philip Morris, who retired in Septem-
ber 1991 but still wields considerable
influence among the company's 19
directors.
Last month, when the board con-
firmed that it had decided against
splitting the company, several public
pension fund managers - whose
funds control substantial blocks of
Philip Morris stock - stated that
they were displeased that Mr. Max-
well's influence was still strong
enough to dictate company strategy.
The company's shares. which
closed at $50.75 on the eve of the May
25 board meeting, did not trade at all
as that protracted six-hour meeting
continued. The next morning, May 26,
the shares opened at $50.25. The stock
fell as low as $48.25 over the next few
days, before recovering to close on
Friday at $50.375.
Significant Slump
These recent stock price levels rep-
resent a significant slump for a com-
pany whose shares traded at more
than $85 in the fall of 1992. Since then,
the stock has been battered amid
investor fears about increases in
Government cigarette taxes, price
wars and the threat of liabilities aris-
ing from consumer health concerns.
One analyst argued yesterday that
those who favor a split of the compa-
ny's tobacco and food businesses
have already been disappotnted,and
Mr. Miles did not have a strong per-
sonal following among institutional
investors. He predicted little addition-
al damage to the shares,
Ms. Ferst of Prudential said she
would not be surprised if the stock
gained in today's trading, if the mar-
ket concludes that Philip Morris is
stronger with its new leadership in
the face of pubic debate over smok-
ing.
But other analysts said that since
the departure of Mr. Miles eliminates
any hopes that he might ultimately
have prevailed with a divided-compa-
ny strategy, the move might cause a
further decline of at least several
dollars a share.
P

-4-
What's News
Business and Finance
MICHAEL MILES quit as head of
Philip Morris. The company
tapped two veterans of its tobacco
business to succeed him, naming R.
William Murray chairman and Geof-
frey Bible president and chief execu-
tive. A split of Philip Morris's food and
tobacco operations into two separate
companies is considered less likely un-
der the new management team.
(Article on Page A3)
Philip Morris
CEO Resigns
Under Pressure
Board Names Two Veterans
Of Tobacco Business
As Successors to Miles
By EBEN SHAPIRO
Staff Rcporter of Tn[-: WAi.L STnrrr JuUR`A>.
Michael A. Miles, the embattled chair-
man and chief executive officer of Philip
Morris Cos., resigned after months of
mounting pressure.
The Philip Morris board appointed R.
William Murray, 58 years old, as chair-
man, and Geoffrey C. Bible, 56, as presi-
dent and chief executive, to succeed Mr.
'Miles. Both men had been vice chairmen.
The change puts smokers back in charge of
the nation's largest tobacco company.
While the new leaders of Philip Morris
are expected to be more open with Wall
Street than Mr.
Miles had been, the
company's pressing
problems remain.
Large shareholders
are frustrated that,
under Mr. Miles,
the company has
lost more than S30
billion in stock-mar-
ket value since 1992.
And in Washington,
the company faces
the threat of higher
tobacco taxes and
Michael A. Miles
I
~ ~- ~(-
°fer regulation. A
.,ew round of congressional hearings,
:which have depressed tobacco stocks, is set
°f^s this week.
"The pressure isn't going away. We
ai n't happy," said Richard Koppes, gen-
eT Il counsel of the California Public Em-
tiloyees' Retirement System, one of the
large institutional shareholders pressing
the company to split the company into
separate food and tobacco business. Such
an action, which Mr. Miles had advocated,
is considered less likely under the new
management team.
Mr. Miles, 54, has come under increas-
ing criticism from large shareholders, the
Industry Whistleblower
Merrell Williams Jr. is the tobacco indus-
try's worst nightmare: an informed in-
sider who has turned against the secre-
tive industry. Article on page B1.
board and employees in recent months.
He was the first nonsmoker to run the
company and never fully gained the confi-
dence or loyalty of the company's tobacco
executives, according to analysts and em-
ployees. Questions about his leadership
have haunted Mr. Miles since last year,
when his abrupt decision to cut the price of
Marlboro cigarettes rocked the industry.
Never Quite Comfortable
Mr. Miles joined Philip Morris in 1988
when it acquired Kraft Inc., and he never
become completely comfortable with the
swashbuckling culture of the tobacco busi-
ness, some of the company's- tobacco
executives say.
At a six-and-a-half hour board meeting
last month, the company's powerful for-
mer chairman, Hamish Maxwell, resisted
Mr. Miles's proposal to split the company
into separate tobacco and food businesses.
The board ultimately decided to take no
action on the proposal, but named Mr.
Murray and Mr. Bible vice chairmen.
At that meeting, the board openly aired
its doubts about Mr. Miles. People close to
the company say the board discussed
whether Mr. Miles was the right executive
to be running the company. During that
discussion, Mr. Miles and the other Philip
Morris executives on the board were asked
to leave the room. Philip Morris declined to
comment, but John J. Tucker, a senior vice
president at Philip Morris and perhaps Mr.
Miles's closest associate at the company,
said Mr. Miles retained the full confidence
of the board.
'Nobody Ever Saw the Guy'
But Mr. Miles's aloof style has been
criticized by people inside and outside the
company at a time when the industry is
facing an unprecedented series of attacks.
"He was invisible," says Gary Black, an
analyst with Sanford C. Bernstein. "No-
body ever saw the guy."
Mr. Black said the changes were pQsi-
tive for the company. "The board is realiz-
JUN 2 0 1N4
ing this has always been a tobacco com-
pany and that it makes sense to have
tobacco guys in charge." Mr. Black added
that it's likely that Mr. Bible, a hugely
popular and well-respected tobacco execu-
tive, will eventually run the entire com-
pany.
In a company statement, Mr. Miles said
that, with the company's tobacco business
gaining strength, "it makes sense to again
have a career Philip Morris executive in
the top job." He couldn't be reached for
further comment.
Philip Morris generates annual sales of
560 billion, selling such household brand
names as Marlboro cigarettes, Velveeta
cheese, Cheez Whiz and Miller beer. In
1993, 55% of its $9.2 billion in operating
profit came from tobacco. Philip Morris
had net income of S3 billion.
The new team is expected to be far
more open than Mr. Miles, who hasn'tbriefed Wall Street analysts or the media
in more than ;i year. Messrs. Murray and
Bible plan to meet with analysts and the
media this week.
Mr. Miles's problems escalated in re-
cent months as he advocated splitting the
company into separate food and tobacco
businesses and old-line board members
resisted. In recent months, Mr. Maxwell
had been reinserting himself in company
affairs and showing up at Philip Morris
budget meetings.
As chairman of the compensation com-
mittee, CitiCorp chairman John Reed was
the Philip Morris board member that han-
dled Mr. Miles's resignation.
Mr. Miles resigned Friday afternoon. A
board meeting was conducted by telephone
Saturday morning and the resignation was
accepted with "regret," the company said
in a statement. Mr. Reed said the decision
to resign was Mr. Miles's.
In announcing his resignation, the com-
pany quoted Mr. Miles as defending his
controversial decision to cut the price of
premium cigarettes last year, a move that
bolstered the company's volume but hurt
its stock price and profits,
"I leave with full confidence that the
difficult decisions made over the past two
years will be proven right by our results in
1994 and beyond," he said.
Mr. Tucker, the friend of Mr. Miles,
says that Mr. Miles plans to take the
summer off and "play golf, go to [taly."
While the tobacco business is faring
better, the performance of the food busi-
ness continues to be a frustration to ana-
lysts. Cutbacks and perpetual restructur-
ing at Kraft General Foods has resulted in
a decline in service, says Ned Meara, a
buyer for Grand Union Supermarkets in
New Jersey, who says fewer Kraft General
Foods salespeople now call on his store.
The cost-cutting, he adds, became evident
last year after Philip Morris's earnings
plunged, following Mr. Miles's decision to
cut cigarette prices.
Says Mr. Meara, " 'Marlboro Friday'
has had a tremendous residual effect
throughout the whole company."

-5-
jUN2o 1994
e
By JONATHAN AUERBACH
Philip Morris boss
',f ichael Miles resigned
from the nation's largest to-
bucco company yesterday
following widespread criti-
cism for lack of leadership.
Big Mo said the 54-year
old Miles decided to quit as
chairman and chief execu-
tivc officer and that' his
rtsignation was "accepted
w:th regret."
Thr company split the
t,_ pvsts. namtng R. Wil-
Itam Murrav chairman
and Geoffrey Bible presi-
drnt and chief executive
otticer.
Botti were named vice-
cha:rmen in May when
Pniiip 'vicrrts opted not to
split its food and tobacco
business.
Murray, 58, was heading
up the company's world-
wide food operations,
which include Miller Beer,
Kraft and General Foods.
Bible. 56. ran tobacco oper-
ations. which include the
Marlboro and Benson &
Hedges brands
w'all Street is expected to
applaud Miles' departure
th s morning, sending
Philip Morris snares up.
The consum er products gi-
ar.t on Friday closed down
x at 50i~, -
"I leave with the full confi-
dence that the difficult deci-
si,ns mace over the past
two tears will be proverf
right by our results in 1994
MICHAEL MILES
Resigned,
and beyond," Miles said in a
statement,
"Now, however, with the
resurgence of the U.S.to-
bacco business and the
continued strong growth
in international tobacco, it
makes sense to again have
a career Philip Morris ex-
ecutive in the top job," he
said.
The resignation was ac-
cepted by Citicorp Chair-
man John Reed, who heads
up Big Mo's compensation
committee.
Reed said: "We are fortu-
nate to be able to turn to Bill
Murray and Geoff Bible,
who have long demon-
strated their skills in guid-
ing our food, tobacco and
R. WILLIAM MURRAY
Named chairman,
brewing businesses around
the world,
"Between them, they have
nearly 50 years of experi-
ence with the company."
Since taking the helm in
1991, Miles' inaccessibility
to the investment commu-
nity has irked analysts,
while Bible has already
garnered praise for his
openness.
Analysts were dismayed
last year when he disap-
peared after announcing
what became known as
Marlboro Friday. On April
2, 1993, the company
stunned the financial com-
munity by slashing ciga-
rette prices by 40 cents a
pack.
GEOFFREY BIBLE
President and CEO.
Tobacco has been hit hard
by price wars and growing
government scrutiny of the
industry. Last year, the
cut-throat competition
among cigarette makers re-
sulted in a $2 billion drop in
domestic tobacco profits.
Since Marlboro Friday,
Philip Morris stock has
dropped more than 20 per-
cent. Its share of the do-
mestic tobacco -business
hasinereasedto27percent
from 22 percent before the
pricecuts.
In the first quarter of 1994,
operating income in the
company's domestic to-
bacco business fell 25 per-
cent to $769 million.
Concern over Miles' lead-
ershtp was also a key point
at last month's marathon
board meeting.
At that meeting, Philip
Morris decided not to break
up its food and tobacco op.
eration into separate busi.
nesses. Some senior execu-
tives of the company had
lobbied for the split, saying
the anti-tobacco sentiment
was hurting its shares.
They also pressed for the
separation in order to pro-
tect food operations from
possible liability lawsuits,
increased government reg-
ulation and higher taxes
facing the tobacco business.
Miles' appointment three
years ago was considered a
surprise because he was
viewed as an outsider com-
ing from Kraft, with no to-
bacco background.
The fact that he had quit
smoking also drew skepti-
cism.
The promotion was seen
as an indication that Philip
Morris was moving away
from its tobacco roots. Food
and beer now account for 56
percent of the company's
$50.6 billion in sales, but to-
bacco is still the profit cen-
ter.
Miles replaced Hamish
Maxwell, who retired. Max-
well recently has been spot-
ted visiting the company's
Park Avenue headquarters,
a scene casting more doubt
on Miles' leadership.

NEW YORK POST, MONDAY, JUNE 20, 1994
~ / ~
® e~ ~~~ e®ae charge of ®
M ICHAEL Miles failed
to show the leader-
ship that would overcome
the culture clash within
Philip Morris between the
tobacco and food opera-
tions. He paid the price with
his resignation yesterday.
The stunningly efficient
leadership coup, at Ameri-
ca's seventh biggest compa-
ny, came just weeks after
Miles fought off an increas-
ingly hostile board.
The board knew Big Mo's
stock price was languishing
after last year's tobacco
price war. It was also hurt
by anti-tobacco sentiment
across the country.
The board also knew its
tobacco people were confi-
dent they would defeat the
tobacco liability claims.
Protits were bouncing back
and its decision to slash cig-
arette prices last year was
vindicated. Marlboro, its
top brand was regaining
market power.
What the board wanted
was effective leadership to
bring these positives to the
attention of the shattered
morale within the company
and the doubters on Wall
Street.
Miles did neither.
Instead the board decided
to go with the so-called Kan-
garoo mafia of fellow Austra-
lians, Bill Murray and Geof-
frey Bible. The two veterans
- one from tobacco and the
other from food side -
would lead the fight.
The appointment of these
two seasoned insiders, with
over 50 years combined ex-
perience across the cultural
divide at Big Mo, should
serve as a rallying point
within the company.
The shake-up should be
reflected in a higher stock
price today, because both
men are also better known
among analysts than their
publicity-shy predecessor.
To help the cause, Big Mo
is also expected shortly to
announce an extended stock
buyback program to return
more value to stockholders.
Big Mo is presently spend-
ing the last of the $1 billion
authorized for stock pur-
chases earlier this year.
Yesterday's action also
represents a complete re-
versal of the decision just
three years ago that put
Miles in charge.
Miles came to Philip Mor-
ris in 1988 when it pur-
chased Kraft Inc. for $12.9
billion.
Big Mo paid too much for
Kraft. In a highly-competi-
tive industry where all the
participants are struggling,
its performance has been
just average.
International tobacco sales
will emerge as the profit
leader in the company.
Meanwhile, the domestic in-
dustry is being hit with a
wave of liability claims,
which Philip Morris is confi-
dent can be beaten.
Big Mo's stock price is
languishing. Friday it
closed at 50%, off ','d. That is
28 percent below the 70-a-
share level the stock traded
at when Miles took over in
September 1991.
As reported last week,
board-level concern over
Miles' lack of leadership
came to a peak at its June
25 board meeting. After
seven hours it was decided
to give Miles another
chance.
The market mistakenly
thought the fight was over
splitting up the company
between food and tobacco.
But this issue was settled
before the June 25 meeting.
It was decided the split was
not legally possible.
Murray Bring, the compa-
ny's top lawyer advised a
split could not safely pro-
tect the food operations
from tobacco liability
claims without an outright
sale of one of the divisions.
It was Miles who first pro-
posed the split some nine
months ago, when the com-
pany was fighting to re-
store its tobacco profits in
the wake of the Marlboro
Friday price cuts.
The move was rejected at
the time as being a little
premature. The board knew
that the struggling food di-
vision could only benefit
from the steady cash flow
from tobacco.
With only begrudging
board support Miles chose
to stay on. But when word
leaked out early last week
about the real contents of
last month's meeting he
handed in his resignation.
He rightly decided it was
in the best interests of the
company to leave quickly.
This would avoid a poten-
tially destabilizing public
fight at a time when the
company desperately needs
unity.
$£1T'flS.TL3 :t?4

MONDAY, JUNE 20, 1994 USA TODAY
Philip Morris CEO quits; stock likely to fall
By Eric D. Randall
USA TODAY
Philip Morris Chairman and
Chief Executive Michael Miles,
54, abruptly resigned over the
weekend. And industry analysts
predict more tough times for
the firm in the stock market.
"The decision was Mr.
Miles'," John Reed, a Philip
Morris board member and
chairman of Citicorp, said in a
news release. The board ac-
cepted the resignation "with
regret" Saturday.
"For shareholders, this is not
a good thing," says Tony Vento,
stock analyst at Edward D.
Jones. He expects the stock to
drop today.
The company is losing the
leading advocate of splitting off
its food unit, which produces
half of Philip Morris' revenue.
Some big shareholders support
the idea. They fear anti-tobac-
co lawsuits and legislation are
hurting the company's stock.
Philip Morris' board didn't
act on the proposal after a 61/r
hour meeting May 25. "That
board meeting had to be a lot
more bloody than anyone imag-
ined," says Frederic Dickson,
stock analyst at D.A. Davidson.
Not so, says company
spokesman Barry Holt. "There
was a consensus among the
board members, including Mr.
Miles, (that) it was not appro-
priate to take action at this
time to split the company."
Still, "you don't often find
people walking away from mil-
lion-dollar jobs; " Dickson says.
In 1993, Miles was paid $1 mil-
lion, a $345,000 bonus and stock
options worth an estimated $1.2
million. Holt wouldn't comment
on Miles' severance package.
Miles, a non-smoker, be-
came CEO in September 1991
after being CEO of Kraft Gen-
eral Foods. (Philip Morris
bought Kraft in 1988.)
Since then, the company's
stock has dropped 32% to close
Friday at $50%, down ~/8. "He
made the tough decisions,"
Dickson says, including cutting
cigarette prices 40 cents a pack
in April 1993.
Now power Is shifting back
to the tobacco side. Geoffrey
Bible, formerly executive vice
president of worldwide tobac-
co, becomes president and
CEO. William Murray, the for-
mer president, becomes chair-
man. Both were named vice
chairmen last month.
MILES: Background is in food
business, not tobacco.
6tri7,~
~~~0Z

-8-
J UN 2 0 1994
MONDAY, JUNE 20, 1994 THE W,asHINGTOw PosT
P ' ' P Morris Chairman
Announces Res' ation
~
2 Longtime Executives to Fill Posts
By Jay Mathews
Was}ilngton Post Staff Writer
NEW YORK, June 19-Philip
Morris Cos., the world's premier
tobacco producer, today an-
nounced the resignation of its
chairman and chief executive,
Michael A. Miles.
Like other cigarette compa-
nies, Philip Morris has been be-
sieged this year by threats of in-
creased government taxes and
lawsuits because of mounting ev-
idence that tobacco is a health
risk, but many financial analysts
have praised the company's man-
agement and said its food and in-
ternational tobacco divisions
showed potential for growth.
John C. Maxwell Jr., a manag-
ing director of Wheat First Securi-
ties in Richmond, speculated that
Miles may have quit after losing a
fight to split the firm's troubled
American tobacco operations
away from its healthy food and in-
ternational tobacco business.
A Philip Morris spokesman,
Barry Holt, denied the claim.
"There was a consensus, includ-
ing Mr. Miles, that such action
was not appropriate at this time,"
Holt said.
Miles, 54, a food industry ex-
pert who has been with Philip
Morris six years, said in a state-
ment he thought it was time for a
chairman with longer tenure at
company, which had revenue last
year of $50.6 billion. "With the
resurgence of our U.S. tobacco
business, and the continued
strong growth in international to-
bacco, it makes sense to again
have a career Philip Morris exec-
utive in the top job," he said.
Miles joined Kraft General
MICHAEL A. MILES
... with compuny for six years
Foods Inc. in 1982 as president
and chief operating officer and
was chairman and chief executive
of that company when it was ac-
quired by Philip Morris in 1988.
In 1991 he became chairman and
CEO at Philip Morris.
The Philip Morris board said it
accepted Miles's resignation Sat-
urday. The board elected R. Wil-
liam Murray, 58, formerly corpo-
rate vice chairman, as chairman.
Geoffrey C. Bible, 56, was elect-
ed president and chief executive.
Murray joined the company in
1970 and Bible in 1968.
John Reed, chairman of the
board's compensation committee,
said it was Miles's decision to re-
sign. Reed, chairman of Citicorp,
said Miles "helped build and inte-
grate our global food business,
and led us through some difficult
pricing decisions," including a cig-
arette price war last year that
helped its Marl'noro brand keep
its leading market share.

-9-
CH{CAGO' xFN TiNE.g JUN 2 0 1S94
Chairman"
Resigns
At Philip
Morris Inc.
8y Farrell Kramer
.~ 7b As.00ww Prw
N`_E.W"~ YORK-Phili Morria
m nies Inc. announcc un
ay the recianation of chairman
and chief executive Michael A.
Milea, who said It ML time t<
"again have a care.r Philip Morris
executive in the top job."
Miles headed Kraft G.neral
Foods, based in
Glenview,
when it was
acquired by
the Wbacco gi-
ant in 1988.
The world's
largest tobac-
co company
taid iu board
had named
vice chairman
R Wiiliam
north suburban
Murray aa Mkh" A'
chairman and Muea
vice chairman and board member
Geoffrey C. Bible as president and
chief executive, amid a Atreamlin-
in6 of ita top management
"The decision was Mr. Miles',"
said Citicorp chairman John Reed,
chairman of the Philip Morris
boasd's compensation committee.
"Mike has done much for Philip
Morris since he joined the Philip
Morrit family of companies in
1988."
The New. York-baeed food and
tobacco company said Miles' res-
tanation was accepted Saturday
by Reed.
Barry I-io1t, a spokesman -for
Philip Morris. said the reaiQnation
waa not due to the company's
performance under Milee, nor did
it have anything to do with a
rumor.d poesible split of the com
pany's food and tobacco businaaa-
e.,
''At a matter of fact, as we have
prrviously announced, that is not
ort the tabla anymore," Holt said.
At a board meeting last month the
company decided not to separate
the busineasea, but there was a
split reported between board
members about that strategy.
The tobacco.induitry has been
under fire recently IYom Congresa
and the publie over, the health
haxards of cisarettes: and allega-
tions that the industry concealed
lnforiaation about potential daa-
gen aa far back aa the 1960a.
Tobacco companies have main-
tained they have done nothingg
wrong. .
A realienmeot of Philip Moriis'
top management structure follows
Miles' resignation, Holt said.
There will no lon er be a chief
operating officer. ~nsteed,, heads
ot the cotnpeny's 6peritin¢ bus'i-
riesses will report directly'to Bi-
bte, the new CEO. " '
Also, Holt'said, the two 'vice `
chairman positions will be timi-
nated.
"I laaw with th. full cordidenc.
t that the difficult declatons raade
over th. past two years will be
proven right by our reauSta in 1984
and beyond," aeid Milea, 54.
"Now, however, with the reaur-
gena of our U.B. tobaoco buai
neaa, and the continued strong
growth in iaternationai tobacco, it
raakea senae to again have a career
Philip Monia executive in the top
job." :.:,:...
Milu'waa elected chairman and
JUN 2 0 1994
chief ezecutlve or Yrulip Morris tn
August 1991, aftBr serving as dep-
uty chairman. Befere that,, Miles
was chairman and chief a=ecutive
of Kraft General Foods Inc.,
which Philip Morris acquired in
1988.,
Heloltied 1{raft W4982 aa pte:
ic~en ~ qnti,~ chiir~ ~d~brtt~'r~g oft~ices;
Of!'1Vfur`rdy, ; EB#'!'ht&Mib1i'r 58;
Reed; 3roted'1 tiiai~ togither ..t}saye have nearly ' 50, yearf ~xpvrt'enca
with Philip Morris.
Th.,, recent paat has . proven
challenging for Philip Morria.
In 1.993, Philip Morris surprised
analysta with a draitic price cut
on premium brand cigarettes.
Hurt by the increasing populari-
ty of cut-rate cigarettes. Philip
Morris last May cut the price of
Marlboro, its beat-known brand,
by 40 percant. The company later
made similar cutc on other domea-
tic branda.
Also, Philip Morris announced
a
major reetructurina last fail that
included the elimination of 14,000
jobs over three years.
In the first quarter, Philip Mor.
ris reported easnings improved 59
percent from a year earlier, when
results were hurt by an accountin`
'chanQa: Theicompany earned.
' t1; i7 . :billion, -or =1.34 ,a ahare,
-eompared with $737 milliion;;or 84
centa:a.sharR; a y.ar. earlier.:.. .
,
CHICAGO THIBUNE
JUN201994
Philip Morris chairman resigns
AssociATw PRLss
1 /3
NEW YORK-The chairman and chief ex-
ecutive o>;_Philip Morris Cos.-the world's
largest to 3cco comoanv- as resigned,
saying it is time for a "career Philip Mor
ris executive in the top job."
Michael A.,Miles resigned Sattiu'day after
three years at the post, the company said
in a statement Sunday.
Philip Morris' board named two men
with a. total of 50 years of experience at the
company to take over Miles' job. Vice
chairm.vi R. William Murray was named
chairaian, und vice chairman and board
memher GentTrey C. Bible was named pres
ident and chief executive.
The New York-based fcxxf and tobacco
company said the changes are effective im-
niediately. Miles, a nonsmoker, was the
company's first chairman from outside the
tobaccn inrtustrv.
'The decision was Mr. Mi1es; " ,^.itico
Chairman John Reed, chairman o t e
PhSlip Morz-is board's compensatlon com-
mittee, said in the statement "Mike haa
done much for Philip Morris."
Company spokesman Barry Holt said the
resignation was not related to the com-
pany's performance or to a rZtmored split
of its food and tobacco businesses.
"I leave with the full confidence that the
difficult decisions made over the past two
years will be proven right by our results in
1994 and beyond." Miles said in the atate-
ment.
"Now, however, with the resurgence of
our U.S. tobacco business, and the contin-
uerd atrong growth ir. interr.ational tobac.;o,
it makes sense to again have a career Phil-
ip Morris executive In tha top job," he
said.
Iiurt by the increasing pcpularity of cut
rate ~ci ga~rettes, Phiiip Monis in May 1K3
cut et?i price of Marlboro, it-s best-known
brand, by 40 percent. The company Iater
made similar cuts on other domestic
branda.
