Reynolds Metals Company and Consolidated Subsidiaries - Page 16

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                    When payment of the redemption price has been made                 
               to the Guarantor, the paying agent should surrender                     
               converted Debentures for cancellation to the Trustee.                   
               From March 4, 1987, to March 26, 1987, debentures having an             
          aggregate face value of $29,150,000 were delivered to the agents             
          and were exchanged upon delivery for 667,314 shares pursuant to              
          the indenture.  Of this total, debentures with a face value of               
          $23,000 were delivered by the standby purchasers.  The value of              
          the shares delivered in exchange for debentures was $41,879,710.             
          In connection with these exchanges, Metals paid $6,242 in lieu of            
          fractional shares and incurred expenses in the amount of                     
          $288,769.                                                                    
               After February 24, 1987, and before April 21, 1987,                     
          debentures with a face value of $25,000 were delivered to the                
          agents and were redeemed for cash.  As of April 21, 1987,                    
          debentures having an aggregate face value of $598,000 were                   
          unaccounted for.  These debentures ceased to accrue interest as              
          of March 26, 1987, and, if and when surrendered for redemption,              
          have been or will be redeemed in cash for their face value plus              
          interest accrued to March 26, 1987.  Chemical Bank, as indenture             
          trustee, opened Chemical Bank account number 506-032647 as the               
          bond account to redeem the debentures.  As of October 25, 1994,              
          the account was still open as not all debentures have been                   
          presented for redemption.                                                    
               On March 25, 1987, RMECC delivered $30,248,474.81 to account            
          number 506-032647 by wire transfer.  This amount represented the             




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