OFFER BY VGR HOLDING INC.
                                  TO EXCHANGE
                        0.461 OF A SHARE OF COMMON STOCK
                                       OF

                               VECTOR GROUP LTD.
                                      FOR
                         EACH OUTSTANDING COMMON SHARE
                                       OF

                             NEW VALLEY CORPORATION

THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M. NEW YORK CITY TIME, ON
           THURSDAY, DECEMBER 1, 2005, UNLESS THE OFFER IS EXTENDED.

                                October 20, 2005

To Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees:

     We have been appointed by VGR Holding Inc., a Delaware corporation (the
"Offeror"), and a wholly-owned subsidiary of Vector Group Ltd., a Delaware
corporation ("Vector"), to act as Dealer Manager in connection with the
Offeror's offer to exchange each outstanding common share, par value $.01 per
share (collectively, the "Shares"), of New Valley Corporation, a Delaware
corporation ("New Valley"), for 0.461 of a share of common stock, par value $.10
per share, of Vector (the "Vector Shares") and cash in lieu of fractional
shares, upon the terms and subject to the conditions set forth in the Vector
Prospectus, dated October 20, 2005 (the "Prospectus"), receipt of which is
hereby acknowledged, and in the related Letter of Transmittal (which, as amended
or supplemented from time to time, collectively constitute the "Offer").

     Please furnish copies of the enclosed materials to those of your clients
for whose accounts you hold Shares registered in your name or in the name of
your nominee.

     The Offer is conditioned upon a sufficient number of Shares being validly
tendered and not properly withdrawn prior to the expiration of the Offer such
that, giving effect to the Offer, Vector owns at least 90% of the total number
of outstanding Shares. The Offer is also subject to other terms and conditions
described in the Prospectus.

     Enclosed herewith for your information and forwarding to your clients are
copies of the following documents:

          1. The Prospectus, dated October 20, 2005.

          2. The Letter of Transmittal for your use to tender Shares and for the
     information of your clients. Manually signed copies of the Letter of
     Transmittal may be used to tender Shares.

          3. A printed form of letter which may be sent to your clients for
     whose accounts you hold Shares registered in your name or in the name of
     your nominee, with space provided for obtaining such clients' instructions
     with regard to the Offer.

          4. Guidelines of the Internal Revenue Service for Certification of
     Taxpayer Identification Number on Substitute Form W-9.


          5. A return envelope addressed to American Stock Transfer & Trust
     Company (the "Exchange Agent and Depositary").

     YOUR PROMPT ACTION IS REQUESTED. WE URGE YOU TO CONTACT YOUR CLIENTS AS
PROMPTLY AS POSSIBLE. PLEASE NOTE THAT THE OFFER AND WITHDRAWAL RIGHTS WILL
EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON THURSDAY, DECEMBER 1, 2005, UNLESS
THE OFFER IS EXTENDED.

     In order to accept the Offer, a duly executed and properly completed Letter
of Transmittal and any required signature guarantees, or an "agent's message"
(as defined in the Prospectus) in connection with a book-entry delivery of
Shares, and any other required documents should be sent to the Exchange Agent
and Depositary and either Share Certificates representing the tendered Shares
should be delivered to the Exchange Agent and Depositary, or Shares should be
tendered by book-entry transfer into the Exchange Agent and Depositary's account
maintained at one of the Book Entry Transfer Facilities (as described in the
Prospectus), all in accordance with the instructions set forth in the Letter of
Transmittal and the Prospectus. TENDERS BY NOTICE OF GUARANTEED DELIVERY WILL
NOT BE ACCEPTED.

     The Offeror will not pay any commissions or fees to any broker, dealer or
other person, other than the Information Agent, Dealer Manager and "soliciting
dealers" (as defined in the Prospectus), for soliciting tenders of Shares
pursuant to the Offer. The Offeror will, however, upon request, reimburse you
for customary clerical and mailing expenses incurred by you in forwarding any of
the enclosed materials to your clients.

     Any inquiries you may have with respect to the Offer should be addressed
to, and additional copies of the enclosed material may be obtained from, the
Information Agent or Dealer Manager at the address and telephone number set
forth on the back cover of the Prospectus.

                                         Very truly yours,

                                         Georgeson Shareholder Securities
                                         Corporation

NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU OR
ANY OTHER PERSON THE AGENT OF VECTOR, THE OFFEROR, NEW VALLEY, THE INFORMATION
AGENT, THE DEALER MANAGER, OR THE EXCHANGE AGENT AND DEPOSITARY, OR ANY
AFFILIATE OF ANY OF THEM, OR AUTHORIZE YOU OR ANY OTHER PERSON TO MAKE ANY
STATEMENT OR USE ANY DOCUMENT ON BEHALF OF ANY OF THEM IN CONNECTION WITH THE
OFFER OTHER THAN THE ENCLOSED DOCUMENTS AND THE STATEMENTS CONTAINED THEREIN.

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