SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Page 1 of 4 Pages
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CUSIP No. 76182K105 Page 2 of 4 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON
ROSS FINANCIAL CORPORATION
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
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NUMBER OF | 5. SOLE VOTING POWER 11,952,441
SHARES |----------------------------------------------------
BENEFICIALLY | 6. SHARED VOTING POWER -0-
OWNED BY |----------------------------------------------------
EACH | 7. SOLE DISPOSITIVE POWER 11,952,441
REPORTING |----------------------------------------------------
PERSON | 8. SHARED DISPOSITIVE POWER -0-
WITH |
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,952,441 shares
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ]
EXCLUDES CERTAIN SHARES*
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.1%
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12. TYPE OF REPORTING PERSON*
IN-CORPORATION
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ITEM 1(a). NAME OF ISSUER:
RJ REYNOLDS TOBACCO HOLDINGS, INC.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1301 AVENUE OF THE AMERICAS
NEW YORK, NY 10019-6013
ITEM 2(a). NAME OF PERSON FILING: ROSS FINANCIAL CORPORATION
ITEM 2(b). ADDRESS OF PRINCIPAL OFFICE:
P.O. Box 31363-SMB
Grand Cayman, Cayman Islands, B.W.I.
ITEM 2(c). CITIZENSHIP: Grand Cayman, Cayman Islands, B.W.I.
ITEM 2(d). TITLE OF CLASS OF SECURITIES: COMMON STOCK
ITEM 2(e). CUSIP NUMBER: 76182K105
ITEM 3. Not Applicable.
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned: 11,952,441
(b) Percent of Class: 11.1%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
11,952,441
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose of to direct the disposition
of: 11,952,441
(iv) Shared power to dispose of or to direct the
disposition of: -0-
Page 3 of 4 pages
ITEM 5. OWNERSHIP OF 5 PERCENT OR LESS OF A CLASS:
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN 5 PERCENT ON BEHALF OF ANOTHER
PERSON: Not Applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT
HOLDING COMPANY OR CONTROL PERSON. Not applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP. Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable.
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE.
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
ROSS FINANCIAL CORPORATION
BY: KENNETH B. DART, President
August 10, 1999
Page 4 of 4 pages
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