UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 27, 2004
ALTRIA GROUP, INC.
(Exact name of registrant as specified in its charter)
Virginia |
1-8940 | 13-3260245 | ||||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||||
| 120 Park Avenue, New York, New York | 10017-5592 | |||||
| (Address of principal executive offices) | (Zip Code) | |||||
Registrant's telephone number, including area code: (917) 663-4000
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
[ ] |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
[ ] |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
[ ] |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. On October 27, 2004, Altria Group, Inc. (“Altria”) issued a press release announcing that Altria's Board of Directors has elected Mr. George Muñoz to serve on its Board of Directors, effective immediately. There is no arrangement or understanding pursuant to which Mr. Muñoz was selected as a director, and there are no related party transactions between Altria and Mr. Muñoz. The Board of Directors has not yet determined to which committees of the Board of Directors Mr. Muñoz will be named. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On October 27, 2004, Altria's Board of Directors amended Article II, Section 2 of Altria's By-Laws to increase the size of the Board of Directors from ten to eleven. Altria's Amended and Restated By-Laws are attached as Exhibit 3.1 to this Current Report on Form 8-K. Item 9.01. Financial Statements and Exhibits. (c) Exhibits 3.1 Amended and Restated By-Laws of Altria Group, Inc. 99.1 Altria Group, Inc. Press Release dated October 27, 2004.
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DATE: October 29, 2004
ALTRIA GROUP, INC.
By:
/s/ G. Penn Holsenbeck
Name: G. Penn Holsenbeck
Title: Vice President, Associate General
Counsel and Corporate Secretary
EXHIBIT INDEX 3.1 99.1
Exhibit No.
Description
Amended and Restated By-Laws of Altria Group, Inc.
Altria Group, Inc. Press Release dated October 27, 2004.