EXHIBIT 99.1



[R
R NABISCO LOGO]                                                NEWS RELEASE



CONTACT:  Carol Makovich
          (212) 258-5785


                       R
R NABISCO ELECTS GOLDSTONE CEO;
                        HARPER TO CONTINUE AS CHAIRMAN


NEW YORK, NEW YORK -- December 5, 1995 -- R
R Nabisco Holdings Corp. today
announced that Steven F. Goldstone, the company's president, was elected
chief executive officer and a director of the company at its regular board
meeting this morning.  The company said that Charles M.  Harper, its former
chief executive officer, will continue in his role of chairman of the board
at both R
R Nabisco and at Nabisco Holdings Corp., the food company in
which R
R Nabisco has 80.5 percent ownership.  The changes in the two men's
positions are effective immediately.

         The company said that Mr. Harper recommended that the board make the
management changes as a result of "compelling personal circumstances" that
have developed recently in Mr. Harper's family.

         Mr. Goldstone, 49, was named president of R
R Nabisco and a member
of the company's office of the chairman in October 1995.  He joined the
company as general counsel in February 1995.  Before joining the company,
he was a senior partner at the New York law firm Davis Polk & Wardwell.
Mr. Goldstone has been involved with the senior managements and boards of
directors of a number of domestic and international corporations on major
financial transactions and restructurings.  He has served at various times
as a close advisor to R
R Nabisco management and its board of directors
since 1978.

         "Steve is ideally suited to be chief executive officer of R
R
Nabisco," Mr. Harper said.  "He has played a major role in developing the
company's business plans and financial strategies since coming here.  Steve's
business judgment, financial perspective and strong relationships with the
operating businesses make him the perfect complement to 
ohn Greeniaus and

im 
ohnston, who manage the food and tobacco companies, respectively, and
join Steve in R
R Nabisco's office of the chief executive."

         "R
R Nabisco is a company with tremendous potential and a terrific
future," said Mr. Goldstone.  "Since I became an officer of the company, I've
had an opportunity to become involved in most aspects of the company's
operations domestically and internationally.  The efforts Mike has led to
establish a strong financial and operating platform for the company make my
job a lot easier.  We've finally got debt down to a manageable level that
enables us to focus on building our businesses.  The domestic tobacco company
is showing signs of stability in market share for the first time in many
years, the international tobacco company is renewing its strong growth trend,
and the food company is rolling out a steady stream of new products and
entering new international markets."

         Mr. Harper noted that the company is well positioned for an orderly
management succession.  "I've worked with the board to develop management
strength at R
R Nabisco and to structure the company for a successful senior
management transition," he said.  "This is as talented a management group as
I've ever worked with.  I look forward to working with Steve and the office of
the chief executive on strategic issues and a number of major business
opportunities."

         R
R Nabisco completed a major restructuring in the first half of 1995
that resulted in the initial public offering of a 19.5 percent interest in its
Nabisco Holdings food unit.  Nabisco now has its own separate debt of
approximately $4.5 billion and R
R Nabisco, on a "stand-alone" basis, is left
with approximately $5.5 billion of debt, down from more than $14 billion
just two-and-a-half years ago.

         "All in all, I feel pretty good about where the company is headed and
the team that is leading it into the future.  I am confident the company
will be able to clearly demonstrate its substantial capacity for future
earnings growth,"  Mr. Harper said.

         Mr. Goldstone graduated from New York University Law School in 1970
and the University of Pennsylvania in 1967.

         R
R Nabisco Holdings Corp. is the parent company of R
R Nabisco,
Inc., an international consumer products company.  R
R Nabisco's major
operating companies are R.
 . Reynolds Tobacco Company, R.
 . Reynolds Tobacco
International, Inc., and Nabisco Holdings Corp., in which R
R Nabisco has 80.5
percent ownership.