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Shareholders of

Nabisco Group Holdings


approved the sale of its stake in

Nabisco Holdings Corp.



Philip Morris


for $55 a share.

The shareholders also approved the acquisition of Nabisco Group Holdings by

R.J. Reynolds Tobacco Holdings


for $30 a share.

The Nabisco Holdings transaction received approval from the

European Commission

last week and is now being reviewed by U.S. antitrust authorities.