Fitch has changed Nabisco, Inc.’s (Nabisco) Rating Watch status from Evolving to Positive. The rating action follows Philip Morris Companies Inc. (MO) announcement that it has agreed to purchase 100% of Nabisco Holdings Corp. (NA) for $55 in cash per outstanding share for a total of $14.9 billion. In connection with the acquisition, MO will assume Nabisco’s total $4.1 billion of gross debt. Fitch has affirmed MO’s `A’ long-term and `F1′ short-term ratings. Nabisco, Inc.’s senior unsecured debt and bank credit facilities are rated `BBB’. The company’s $2 billion commercial paper program is rated `F2′. Fitch is an international rating agency that provides global capital market investors with the highest quality ratings and research. Dual headquartered in New York and London with a major office in Chicago, Fitch rates entities in 75 countries and has some 1,100 employees in more than 40 local offices worldwide. The agency, which is a combination of Fitch IBCA and Duff & Phelps Credit Rating Co., provides ratings for Financial Institutions, Insurance, Corporates, Structured Finance, Sovereigns and Public Finance Markets worldwide.

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