EXHIBIT 4.7

             STOCK OWNERSHIP GUIDELINES FOR OFFICERS



          1.  Scope.  All Officers of Reynolds Metals Company
("Reynolds") are covered by these Guidelines.  For purposes of
the preceding sentence, the term "Officer" means (a) any
individual who is elected to serve as an officer (except an
assistant officer) of Reynolds or (b) any employee of Reynolds
who is treated as an officer for compensation purposes by virtue
of having his or her compensation approved by the Compensation
Committee of the Board of Directors of Reynolds (the
"Committee").

          2.  Policy Statement.  Reynolds expects all Officers to
maintain a significant ownership position in Reynolds Common
Stock.  To further this goal, these Guidelines establish minimum
levels of stock ownership that will generally be expected of
specified Officers.  No specific period of time is established
within which the minimum level must be reached.  Timing of stock
acquisitions is a matter left to each Officer based on personal
financial considerations; however, to the extent minimum levels
are not reached within the periods specified in Paragraph 5, it
is the intent of these Guidelines that the provisions of
Paragraph 6 be applied to assist Officers in reaching the
applicable minimum level.

          3.  Minimum Stock Ownership Levels.  (a) Each Officer
is expected to own at a minimum the applicable amount of Reynolds
Common Stock (or its equivalent) set forth in the following
schedule:

     Chief Executive Officer                 3 times Salary
     President, any Vice Chairman, and 
          any Executive Vice President       2 times Salary
     Any Other Officer                       1 times Salary

          (b) "Salary" means the base salary in effect for an
Officer on a given Valuation Date (as defined below), and does
not include any incentive payments or the value of any other
supplemental payments or benefits, whether paid in cash or
otherwise.

          (c) Ownership of Reynolds Common Stock (or its
equivalent) will include:

           i.  Shares owned by the Officer and by any immediate
family member who shares the same household as the Officer; 

          ii.  Shares contributed or purchased for a participant
in the Reynolds Savings and Investment Plan for Salaried
Employees and the Reynolds Tax Reduction Act Stock Ownership Plan
for Salaried Employees;

         iii.  Any other shares deemed to be "beneficially owned"
by the Officer for purposes of the reporting and liability
provisions of Section 16 of the Securities Exchange Act of 1934
and the rules promulgated thereunder; and

          iv.  Any shares of phantom stock of Reynolds allocated
to the account of an Officer under any benefit plan maintained by
Reynolds for Officers and other key executives, including without
limitation the Reynolds Benefit Restoration Plan for Savings and
Investment Plan, the Reynolds Salary Deferral Plan for
Executives, and the Reynolds New Management Incentive Deferral
Plan.

          4.  Valuation Date.  Each December 31 will be a
Valuation Date.  Ownership will be calculated for each Officer as
of each Valuation Date to determine compliance with the minimum
stock ownership levels in Paragraph 3.  The closing price of
Reynolds Common Stock on the New York Stock Exchange Composite
Tape on the Valuation Date (or on the last business day preceding
such Valuation Date, if the Valuation Date is not itself a
business day) will be used to calculate achievement of the
minimum levels.  As soon as practicable after each Valuation
Date, each Officer who is not in compliance with the applicable
minimum stock ownership level will be so notified.

          5.  Period for Compliance.  Each Officer is expected to
meet the applicable minimum stock ownership level as soon as
reasonably practicable.  Effective December 31, 1995, the
provisions of Paragraph 6 will apply to each individual who is an
Officer on the date these Guidelines are adopted.  After the date
these Guidelines are adopted, the provisions of Paragraph 6 will
apply to each individual who becomes an Officer and each Officer
who is promoted to a new position requiring a higher minimum
stock ownership level effective December 31 of such Officer's
first full calendar year in the new position.

          6.  Consequences of Noncompliance.  (a) If unusual and
extenuating circumstances beyond an Officer's control make it
difficult for the Officer to meet the applicable minimum stock
ownership level, the Committee may waive compliance with regard
to that Officer.

          (b) Except as provided in Paragraphs 6(c) and 6(d), and
unless the Committee has waived compliance with regard to an
Officer in accordance with Paragraph 6(a), if an Officer does not
meet the applicable minimum stock ownership level by the date set
forth in Paragraph 5, then the next award to such Officer under
the Reynolds Performance Incentive Plan will be paid part in cash
and part in the form of shares of Reynolds Common Stock.  The
number of shares issued will be equal to the number of shares
that would have enabled the Officer to meet the applicable
minimum stock ownership level as of the most recent Valuation
Date; provided, however, that in no event will more than half of
the value of the Officer's award in any year be paid in the form
of shares.

          (c) The mandatory share award provisions of Paragraph
6(b) will not apply to the extent an Officer has already elected
under the Reynolds New Management Incentive Deferral Plan (i) to
defer a portion of his or her award under the Reynolds
Performance Incentive Plan and (ii) to have such deferred award
be credited with additional income based on shares of phantom
stock of Reynolds.

          (d) To the extent an Officer's award under the Reynolds
Performance Incentive Plan is subject to a mandatory deferral
under the Reynolds New Management Incentive Deferral Plan, the
mandatory share award provisions of Paragraph 6(b) will be
implemented by deferring under the Reynolds New Management
Incentive Deferral Plan the payment that would otherwise be made
in the form of stock in accordance with Paragraph 6(b) and having
such deferred award be credited with additional income based on
shares of phantom stock of Reynolds.

          7.  Administration and Interpretation.  The Committee
reserves the right to interpret, change, amend, modify or
terminate these Guidelines at any time and from time to time,
either to take into account changes in compensation or benefits
for Officers or for any other reason.

          8.  Equivalent Securities.  For purposes of these
Guidelines, any securities convertible into Reynolds Common Stock
will be deemed equivalent to the number of shares of Reynolds
Common Stock into which they could be converted at the applicable
Valuation Date.

          9.  Effective Date.  These Guidelines will become
effective as of their adoption; provided, however, that Paragraph
6 will have no further force and effect if implementing
amendments to the Reynolds Performance Incentive Plan are not
approved at the 1995 annual meeting of Reynolds shareholders.