SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
(Amendment No. 1)
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
May 15, 2002
R.J. REYNOLDS TOBACCO HOLDINGS, INC.
(Exact name of Registrant as Specified in its Charter)
Delaware | 1-6388 | 56-0950247 |
(State or other Jurisdiction of | (Commission File | (IRS Employer |
401 North Main Street | 27102 |
(Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code:
(336) 741-5500
Explanatory Note
This Amendment No. 1 to Current Report on Form 8-K/A amends the Current Report on Form 8-K filed by R.J. Reynolds Tobacco Holdings, Inc. (the “Company”) on May 21, 2002 to include exhibits not previously filed.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No.
1.1 * | Underwriting Agreement Standard Provisions, incorporated by reference into the Underwriting Agreement filed as Exhibit 1.2 |
1.2 * | Underwriting Agreement dated as of May 15, 2002 by and among R.J. Reynolds Tobacco Holdings, Inc., R. J. Reynolds Tobacco Company and RJR Acquisition Corp. and J.P. Morgan Securities Inc. and Salomon Smith Barney Inc., as representatives of the several underwriters |
4.1 * | Form of Note for the 6 1/2% Note due 2007 |
4.2 * | Form of Note for the 7 1/4% Note due 2012 |
4.3 * | Indenture, dated May 20, 2002, by and among R.J. Reynolds Tobacco Holdings, Inc., R. J. Reynolds Tobacco Company, RJR Acquisition Corp. and The Bank of New York |
5.1** | Opinion of Davis, Polk & Wardwell |
5.2** | Opinion of Riker, Danzig, Scherer, Hyland & Perretti LLP |
23.1** | Consent of Davis, Polk & Wardwell (included in Exhibit 5.1) |
23.2** | Consent of Riker, Danzig, Scherer, Hyland & Perretti LLP (included in Exhibit 5.2) |
_____________
* Previously filed.
** Filed herewith.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
R.J. REYNOLDS TOBACCO HOLDINGS, INC. By: /s/ McDara P. Folan, III | |
Dated: September 30, 2002 |
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EXHIBIT INDEX
Exhibit No. | Description |
1.1 * | Underwriting Agreement Standard Provisions, incorporated by reference into the Underwriting Agreement filed as Exhibit 1.2 |
1.2 * | Underwriting Agreement dated as of May 15, 2002 by and among R.J. Reynolds Tobacco Holdings, Inc., R. J. Reynolds Tobacco Company and RJR Acquisition Corp. and J.P. Morgan Securities Inc. and Salomon Smith Barney Inc., as representatives of the several underwriters |
4.1 * | Form of Note for the 6 1/2% Note due 2007 |
4.2 * | Form of Note for the 7 1/4% Note due 2012 |
4.3 * | Indenture, dated May 20, 2002, by and among R.J. Reynolds Tobacco Holdings, Inc., R. J. Reynolds Tobacco Company, RJR Acquisition Corp. and The Bank of New York |
5.1** | Opinion of Davis, Polk & Wardwell |
5.2** | Opinion of Riker, Danzig, Scherer, Hyland & Perretti LLP |
23.1** | Consent of Davis, Polk & Wardwell (included in Exhibit 5.1) |
23.2** | Consent of Riker, Danzig, Scherer, Hyland & Perretti LLP (included in Exhibit 5.2) |
_____________
* Previously filed.
** Filed herewith.