UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASH!NGTON, D.C. 20549-4561 January 17,2012 Louanna O. Heuhsen Altria Group, Inc.
[email protected] Re: Altria Group, Inc. Dear Ms. Heuhsen: This is in regard to your letter dated January 17, 2012 concerning the shareholder proposal submitted by Daniel Morrison for inclusion in Altria's proxy materials for its upcoming annual meeting of security holders. Your letter indicates that the proponent has withdrawn the proposal, and that Altria therefore withdraws its January 12,2012 request for a no-action letter from the Division. Because the matter is now moot, we will have no further comment. Copies of all ofthe correspondence related to this matter will be made available on our website at http://www.sec.gov/divisions/corpfinlcf-noactionl14a-8.shtml. For your reference, a brief discussion of the Division's informal procedures regarding shareholder proposals is also available at the same website address. Sincerely, Matt S. McNair Attorney-Adviser cc: Daniel Morrison *** FISMA & OMB Memorandum M-07-16 *** Louanna Heuhsen Vice President & Associate General Counsel January 17,2012 Rule 14a-8 VIA ELECTRONIC MAIL Division of Corporation Finance Securities and Exchange Commission Office of Chief Counsel 100 F Street, N.E. Washington, D.C. 20549
[email protected] Re: Altria Group, Inc. Withdrawal of No-Action Request Regarding Shareholder Proposal Ladies and Gentlemen: On January 12,2012, Altria Group, Inc., a Virginia corporation (the "Company"), requested that the Staff ofthe Division of Corporation Finance of the Securities and Exchange Commission confirm that it will not recommend any enforcement action to the Commission if the Company excludes the shareholder proposal (the "Proposal") submitted by Mr.