Registration No. 333-_________
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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The Pittston Company
(Exact name of registrant as specified in its charter)
VIRGINIA Issuer: 54-1317776
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1000 Virginia Center Parkway
P.O. Box 4229
Glen Allen, Virginia 23058-4229
(Address of principal executive offices)
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The Savings-Investment Plan of
The Pittston Company and Its Subsidiaries
(Full title of the plan)
------------
AUSTIN F. REED
Vice President, General Counsel and Secretary
The Pittston Company
1000 Virginia Center Parkway
P.O. Box 4229
Glen Allen, Virginia 23058-4229
(804) 553-3600
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
With a copy to:
Allen C. Goolsby, Esquire
Hunton & Williams
Riverfront Plaza, East Tower
951 East Byrd Street
Richmond, Virginia 23219
(804) 788-8200
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CALCULATION OF REGISTRATION FEE
===============================================================================
Proposed Proposed
Title of securities Amount to be maximum maximum Amount of
to be registered registered offering price aggregate registration
per share offering price fee
- -------------------------------------------------------------------------------
Pittston Brink's 750,000 shares $28.688* $21,516,000* $5,981.45*
Group
Common Stock, par
value $1.00 per
share (including
associated Rights)
Pittston BAX Group 375,000 shares $10.875* $4,078,125* $1,133.72*
Common Stock, par
value $1.00 per
share (including
associated Rights)
Pittston Minerals 250,000 shares $1.50* $375,000* $104.25*
Group
Common Stock, par
value $1.00 per
share (including
associated Rights)
===============================================================================
(*) Calculated pursuant to Rule 457(c) of the Securities Act of 1933, as
amended (the "Securities Act") based on the average of the high and low
prices of the New York Stock Exchange on May 13, 1999.
===============================================================================
In addition, pursuant to Rule 416(c) under the Securities Act, this
Registration Statement also covers an indeterminate amount of interests to be
offered or sold pursuant to the employee benefit plan described herein.
THE PITTSTON COMPANY
This Registration Statement is filed pursuant to General Instruction E of
Form S-8 for the purpose of registering 750,000 additional shares of Pittston
Brink's Group Common Stock, par value $1.00 per share, including associated
rights (the "Brink's Stock"), 375,000 additional shares of Pittston BAX Group
Common Stock, par value $1.00 per share, including associated rights (the "BAX
Stock"), and 250,000 additional shares of Pittston Minerals Group Common Stock,
par value $1.00 per share, including associated rights (the "Minerals Stock"),
issuable pursuant to The Savings-Investment Plan of the Pittston Company and Its
Subsidiaries (the "Savings-Investment Plan"). The Pittston Company (the
"Company") initially registered the issuance of 60,000 shares of Brink's Stock,
80,000 shares of Pittston Burlington Group Common Stock, par value $1.00 per
share, including associated rights (the "Burlington Stock"), and 100,000 shares
of Minerals Stock, in connection with the Savings-Investment Plan on its
Registration Statement on Form S-8 (Registration No. 333-02219) as filed with
the Securities and Exchange Commission (the "Commission") on April 3, 1996.
Effective May 4, 1998, the designation Pittston Burlington Group Common Stock
and Pittston Burlington Group were changed to Pittston BAX Group Common Stock
and Pittston BAX Group, respectively. The contents of Registration Statement No.
333-02219 are incorporated by reference herein.
Pursuant to Rule 429, the Prospectus related to shares of Brink's Stock,
BAX Stock and Minerals Stock registered pursuant to this Registration Statement
for the Savings-Investment Plan also relates to shares of Brink's Stock,
Burlington Stock (now BAX Stock) and Minerals Stock registered pursuant to
Registration Statement No. 333-02219.
II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference.
The following documents filed by the Company with the Commission pursuant
to the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), are
hereby incorporated by reference into this Registration Statement:
(a) The Company's Annual Report on Form 10-K for the year ended December
31, 1998;
(b) The Savings-Investment Plan's Annual Report on Form 11-K for the year
ended December 31, 1997;
(c) The Company's Current Report on Form 8-K dated January 4, 1999;
(d) The Company's Current Report on Form 8-K dated March 16, 1999; and
(e) The Company's Quarterly Report on Form 10-Q for the quarter ended March
31, 1999.
Additionally incorporated by reference into this Registration Statement is
the Description of Brink's Stock, Burlington Stock (now BAX Stock) and Minerals
Stock attached as Exhibit 1 to the Company's Registration Statement on Form 8-A
filed with the Commission as of December 4, 1995 (Commission File No. 1-9148).
In addition to the foregoing, all documents subsequently filed by (i) the
Company or (ii) the Savings-Investment Plan pursuant to Sections 13(a), 13(c),
14 or 15(d) of the Exchange Act, prior to the filing of a post-effective
amendment which indicates that all securities registered hereunder have been
issued or which deregisters all securities offered then remaining unsold, shall
be deemed incorporated by reference in this Registration Statement and to be a
part hereof from the date of the filing of such documents. Any statement,
including financial statements, contained in a document incorporated or deemed
to be incorporated by reference herein shall be deemed to be modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or in any other subsequently filed document which
also is or is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.
Item 5. Interests of Named Experts and Counsel.
Certain legal matters regarding shares of common stock will be passed upon
for the Company by Austin F. Reed, Vice President, General Counsel and Secretary
of the Company. Mr. Reed beneficially owns 31,560 shares Brink's Stock, 48,027
shares of BAX Stock and 25,184 shares of Minerals Stock.
Item 8. Exhibits.
The following exhibits are filed as part of this Registration Statement:
Exhibit No.
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4.1 Restated Articles of Incorporation of the Company dated as of
March 18, 1998 (incorporated by reference to Exhibit 3(i) to the
Company's Current Report on Form 8-K dated March 19, 1998
(Commission File No. 1-9148)).
4.2 Bylaws of the Company, as amended through January 1, 1999
(incorporated by reference to Exhibit 3(ii) of the Company's
Annual Report on Form 10-K, filed on March 23, 1999 (Commission
File No. 1-9148)).
4.3 Amendment dated as of July 1, 1997 to the Rights Agreement between
the Company and BankBoston, N.A., as successor Rights Agent
(incorporated by reference to Exhibit 4 to the Company's Quarterly
Report on Form 10-Q, for the quarter ended June 30, 1997
(Commission File No. 1-9148)).
4.4 Amended and Restated Rights Agreement dated as of January 19, 1996
between the Company and Chemical Mellon Shareholder Services,
L.L.C., as Rights Agent (incorporated by reference to Exhibit 2 to
the Company's Registration Statement on Form 8-A, dated February
26, 1996 (Commission File No. 1-9148)).
4.5 Form of Right Certificate for the Brink's Rights (incorporated by
reference to Exhibit B-1 of Exhibit 2 to the Company's
Registration Statement on Form 8-A, dated February 26, 1996
(Commission File No. 1-9148)).
4.6 Form of Right Certificate for the Mineral Rights (incorporated by
reference to Exhibit B-2 of Exhibit 2 to the Company's
Registration Statement on Form 8-A, dated February 26, 1996
(Commission File No. 1-9148)).
4.7 Form of Right Certificate for the Burlington Rights (now BAX
Rights) (incorporated by reference to Exhibit B-3 of Exhibit 2 to
the Company's Registration Statement on Form 8-A, dated February
26, 1996 (Commission File No. 1-9148)).
5 Opinion of Austin F. Reed, Esq., regarding Brink's Stock, BAX
Stock and Minerals Stock.
23 Consent of Independent Auditors.
24 Powers of Attorney (included on Signature Page).
SIGNATURES
The Registrant
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the County of Henrico, Commonwealth of Virginia, on the 14th day
of May, 1999.
THE PITTSTON COMPANY
By: /s/ Austin F. Reed
---------------------------------
Austin F. Reed
Vice President, General Counsel and
Secretary
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
Signature Title Date
/s/ Michael T. Dan Chairman of the May 14, 1999
- ---------------------------- Board, President,
Michael T. Dan Chief Executive
Officer and Director
* Vice President and May 14, 1999
- ---------------------------- Chief Financial
Robert T. Ritter Officer
* Director May 14, 1999
- ---------------------------
Roger G. Ackerman
* Director May 14, 1999
- ---------------------------
James R. Barker
Director
- ---------------------------
Marc C. Breslawsky
* Director May 14, 1999
- ---------------------------
James L. Broadhead
* Director May 14, 1999
- ---------------------------
William F. Craig
* Director May 14, 1999
- ---------------------------
Gerald Grinstein
* Director May 14, 1999
- ---------------------------
Ronald M. Gross
* Director May 14, 1999
- ---------------------------
Carl S. Sloane
Director
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Robert H. Spilman
*By: /s/ Michael T. Dan
-----------------------------------------------
Name: Michael T. Dan, Attorney-in-Fact
SIGNATURES
The Plan
Pursuant to the requirements of the Securities Act of 1933, the trustees
(or other persons who administer the employee benefit plan) appointed under the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries have duly
caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the County of Henrico, Commonwealth
of Virginia on the 14th day of May, 1999.
THE SAVINGS-INVESTMENT PLAN OF
THE PITTSTON COMPANY AND ITS SUBSIDIARIES
By: /s/ James B. Hartough
-------------------------------------
James B. Hartough
Member of Administrative Committee
EXHIBIT INDEX
Exhibit No.
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4.1 Restated Articles of Incorporation of the Company dated as of
March 18, 1998 (incorporated by reference to Exhibit 3(i) to the
Company's Current Report on Form 8-K dated March 19, 1998
(Commission File No. 1-9148)).
4.2 Bylaws of the Company, as amended through January 1, 1999
(incorporated by reference to Exhibit 3(ii) of the Company's
Annual Report on Form 10-K, filed on March 23, 1999 (Commission
File No. 1-9148)).
4.3 Amendment dated as of July 1, 1997 to the Rights Agreement between
the Company and BankBoston, N.A., as successor Rights Agent
(incorporated by reference to Exhibit 4 to the Company's Quarterly
Report on Form 10-Q, for the quarter ended June 30, 1997
(Commission File No. 1-9148)).
4.4 Amended and Restated Rights Agreement dated as of January 19, 1996
between the Company and Chemical Mellon Shareholder Services,
L.L.C., as Rights Agent (incorporated by reference to Exhibit 2 to
the Company's Registration Statement on Form 8-A, dated February
26, 1996 (Commission File No. 1-9148)).
4.5 Form of Right Certificate for the Brink's Rights (incorporated by
reference to Exhibit B-1 of Exhibit 2 to the Company's
Registration Statement on Form 8-A, dated February 26, 1996
(Commission File No. 1-9148)).
4.6 Form of Right Certificate for the Mineral Rights (incorporated by
reference to Exhibit B-2 of Exhibit 2 to the Company's
Registration Statement on Form 8-A, dated February 26, 1996
(Commission File No. 1-9148)).
4.7 Form of Right Certificate for the Burlington Rights (now the BAX
rights) (incorporated by reference to Exhibit B-3 of Exhibit 2 to
the Company's Registration Statement on Form 8-A, dated February
26, 1996 (Commission File No. 1-9148)).
5 Opinion of Austin F. Reed, Esq., regarding Brink's Stock, BAX
Stock and Minerals Stock.
23 Consent of Independent Auditors.
24 Powers of Attorney.
May 14, 1999
The Pittston Company
P. O. Box 4229
1000 Virginia Center Parkway
Glen Allen, Virginia 23058-4229
Registration Statements on Form S-8
The Savings Investment Plan of The Pittston Company and Its Subsidiaries,
the 1994 Employee Stock Purchase Plan of The Pittston Company and
the Key Employees' Deferred Compensation Program of The Pittston Company
Ladies and Gentlemen:
As General Counsel of The Pittston Company (the "Company"), I have acted as
counsel to the Company in connection with the Registration Statement on Form S-8
for The Savings-Investment Plan of The Pittston Company and Its Subsidiaries
(the "Savings-Investment Plan") and the Registration Statement on Form S-8 for
the 1994 Employee Stock Purchase Plan of The Pittston Company (the "1994 Stock
Purchase Plan") and the Key Employees' Deferred Compensation Program of The
Pittston Company (the "Deferred Compensation Program") (collectively, the
"Registration Statements") being filed under the Securities Act of 1933, as
amended (the "Act"), on or about the date of this letter to register (i) 750,000
additional shares of Pittston Brink's Group Common Stock, par value $1.00 per
share, including associated rights (the "Brink's Stock"), 375,000 additional
shares of Pittston BAX Group Common Stock, par value $1.00 per share, including
associated rights (the "BAX Stock"), and 250,000 additional shares of Pittston
Minerals Group Common Stock, par value $1.00 per share, including associated
rights (the "Minerals Stock"), which may from time to time be issued pursuant to
the Savings-Investment Plan, (ii) 100,000 additional shares of Brink's Stock,
200,000 additional shares of BAX Stock and 250,000 additional shares of Minerals
Stock, which may from time to time be issued pursuant to the Deferred
Compensation Program, and (iii) 400,000 additional shares of Minerals Stock
which may from time to time be issued pursuant to the 1994 Stock Purchase Plan.
I am familiar with the Registration Statements and the Exhibits thereto. I, or
attorneys under my supervision, have also examined originals or copies,
certified or otherwise, of such other documents, evidence of corporate action
and instruments, as I have deemed necessary or advisable for the purpose of
rendering this opinion. As to questions of fact relevant to this opinion, I have
relied upon certificates or written statements from officers and other
appropriate representatives of the Company and its subsidiaries or public
officials. In all such examinations I have assumed the genuineness of all
signatures, the authority to sign and the authenticity of all documents
submitted to me as originals. I have also assumed the conformity to the original
of all documents submitted to me as copies.
Based upon and subject to the foregoing, I am of the opinion that:
1. The Company is a corporation duly incorporated, validly existing and in
good standing under the laws of the Commonwealth of Virginia.
2. The shares of Brink's Stock, BAX Stock and Minerals Stock referred to in
the first paragraph of this letter have been duly authorized and, when
offered and sold as described in the Registration Statements, will be
legally issued, fully paid and nonassessable.
I hereby consent to the use of my name in the Registration Statements and to the
filing, as an exhibit to the Registration Statements, of this opinion. In giving
this consent, I do hereby admit that I am in the category of persons whose
consent is required under Section 7 of the Act, or the rules and regulations of
the Securities and Exchange Commission.
Very truly yours,
/s/ Austin F. Reed
- ----------------------------
Austin F. Reed
Vice President, General Counsel
and Secretary
Consent of Independent Auditors
The Board of Directors
The Pittston Company:
We consent to incorporation by reference in the registration statement on Form
S-8 of The Pittston Company of our reports dated January 27, 1999 (except as to
Note 22 for The Pittston Company and as to note 23 for Pittston Minerals Group,
which are as of March 15, 1999), relating to the financial statements listed in
the Index to Financial Statements in Item 14(a)1 included in the 1998 Annual
Report on Form 10-K of The Pittston Company, which reports appear in the 1998
Annual Report on Form 10-K of The Pittston Company.
Our reports relating to the financial statements of Pittston Brink's Group,
Pittston BAX Group and Pittston Minerals Group contain an explanatory paragraph
that states that the financial statements of Pittston Brink's Group, Pittston
BAX Group and Pittston Minerals Group should be read in connection with the
consolidated financial statements of The Pittston Company and subsidiaries.
Our report relating to the consolidated financial statements of The Pittston
Company and subsidiaries refers to changes in the method of accounting for costs
of computer software developed for internal use and derivative instruments and
hedging activities in 1998 and impairment of long-lived assets in 1996. Our
report relating to the financial statements of Pittston BAX Group refers to
changes in the method of accounting for costs of computer software developed for
internal use and derivative instruments and hedging activities in 1998. Our
report relating to the financial statements of Pittston Minerals Group refers to
changes in the method of accounting for derivative instruments and hedging
activities in 1998 and impairment of long-lived assets in 1996.
We also consent to incorporation by reference in the registration statement on
Form S-8 of The Pittston Company of our report dated May 28, 1998, relating to
the statements of assets available for plan benefits with fund information of
The Savings Investment Plan of The Pittston Company and Its Subsidiaries as of
December 31, 1997 and 1996 and the related statements of changes in assets
available for plan benefits with fund information for the years then ended,
which report appears in the 1997 Annual Report on Form 11-K of The Savings
Investment Plan of The Pittston Company and its subsidiaries.
/s/ KPMG LLP
Richmond, Virginia
May 12, 1999
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan, Austin F. Reed and Robert T. Ritter, and each of
them severally (with full power of substitution), his true and lawful
attorney-in-fact and agent to do any and all acts and things and to execute any
and all instruments which, with the advice of counsel, any of said attorneys and
agents may deem necessary or advisable to enable The Pittston Company, a
Virginia corporation (the "Company"), to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission in respect thereof, in connection with the preparation and
filing of the Company's Registration Statement on Form S-8 with respect to the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries, including
specifically, but without limitation, power and authority to sign his name as an
officer and/or director of the Company, as the case may be, to the Registration
Statement on Form S-8 or any amendments or post-effective amendments thereto;
and the undersigned does hereby ratify and confirm all that said attorneys shall
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th day of May, 1999.
/s/ Roger G. Ackerman
---------------------------------
Roger G. Ackerman
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan, Austin F. Reed and Robert T. Ritter, and each of
them severally (with full power of substitution), his true and lawful
attorney-in-fact and agent to do any and all acts and things and to execute any
and all instruments which, with the advice of counsel, any of said attorneys and
agents may deem necessary or advisable to enable The Pittston Company, a
Virginia corporation (the "Company"), to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission in respect thereof, in connection with the preparation and
filing of the Company's Registration Statement on Form S-8 with respect to the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries, including
specifically, but without limitation, power and authority to sign his name as an
officer and/or director of the Company, as the case may be, to the Registration
Statement on Form S-8 or any amendments or post-effective amendments thereto;
and the undersigned does hereby ratify and confirm all that said attorneys shall
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th day of May, 1999.
/s/ James R. Barker
-------------------------
James R. Barker
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan, Austin F. Reed and Robert T. Ritter, and each of
them severally (with full power of substitution), his true and lawful
attorney-in-fact and agent to do any and all acts and things and to execute any
and all instruments which, with the advice of counsel, any of said attorneys and
agents may deem necessary or advisable to enable The Pittston Company, a
Virginia corporation (the "Company"), to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission in respect thereof, in connection with the preparation and
filing of the Company's Registration Statement on Form S-8 with respect to the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries, including
specifically, but without limitation, power and authority to sign his name as an
officer and/or director of the Company, as the case may be, to the Registration
Statement on Form S-8 or any amendments or post-effective amendments thereto;
and the undersigned does hereby ratify and confirm all that said attorneys shall
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th day of May, 1999.
/s/ James L. Broadhead
-----------------------------
James L. Broadhead
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan, Austin F. Reed and Robert T. Ritter, and each of
them severally (with full power of substitution), his true and lawful
attorney-in-fact and agent to do any and all acts and things and to execute any
and all instruments which, with the advice of counsel, any of said attorneys and
agents may deem necessary or advisable to enable The Pittston Company, a
Virginia corporation (the "Company"), to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission in respect thereof, in connection with the preparation and
filing of the Company's Registration Statement on Form S-8 with respect to the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries, including
specifically, but without limitation, power and authority to sign his name as an
officer and/or director of the Company, as the case may be, to the Registration
Statement on Form S-8 or any amendments or post-effective amendments thereto;
and the undersigned does hereby ratify and confirm all that said attorneys shall
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th day of May, 1999.
/s/ William F. Craig
------------------------
William F. Craig
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan, Austin F. Reed and Robert T. Ritter, and each of
them severally (with full power of substitution), his true and lawful
attorney-in-fact and agent to do any and all acts and things and to execute any
and all instruments which, with the advice of counsel, any of said attorneys and
agents may deem necessary or advisable to enable The Pittston Company, a
Virginia corporation (the "Company"), to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission in respect thereof, in connection with the preparation and
filing of the Company's Registration Statement on Form S-8 with respect to the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries, including
specifically, but without limitation, power and authority to sign his name as an
officer and/or director of the Company, as the case may be, to the Registration
Statement on Form S-8 or any amendments or post-effective amendments thereto;
and the undersigned does hereby ratify and confirm all that said attorneys shall
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th day of May, 1999.
/s/ Gerald Grinstein
--------------------------
Gerald Grinstein
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan, Austin F. Reed and Robert T. Ritter, and each of
them severally (with full power of substitution), his true and lawful
attorney-in-fact and agent to do any and all acts and things and to execute any
and all instruments which, with the advice of counsel, any of said attorneys and
agents may deem necessary or advisable to enable The Pittston Company, a
Virginia corporation (the "Company"), to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission in respect thereof, in connection with the preparation and
filing of the Company's Registration Statement on Form S-8 with respect to the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries, including
specifically, but without limitation, power and authority to sign his name as an
officer and/or director of the Company, as the case may be, to the Registration
Statement on Form S-8 or any amendments or post-effective amendments thereto;
and the undersigned does hereby ratify and confirm all that said attorneys shall
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th day of May, 1999.
/s/ Ronald M. Gross
---------------------------
Ronald M. Gross
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan, Austin F. Reed and Robert T. Ritter, and each of
them severally (with full power of substitution), his true and lawful
attorney-in-fact and agent to do any and all acts and things and to execute any
and all instruments which, with the advice of counsel, any of said attorneys and
agents may deem necessary or advisable to enable The Pittston Company, a
Virginia corporation (the "Company"), to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission in respect thereof, in connection with the preparation and
filing of the Company's Registration Statement on Form S-8 with respect to the
Savings-Investment Plan of The Pittston Company and Its Subsidiaries, including
specifically, but without limitation, power and authority to sign his name as an
officer and/or director of the Company, as the case may be, to the Registration
Statement on Form S-8 or any amendments or post-effective amendments thereto;
and the undersigned does hereby ratify and confirm all that said attorneys shall
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th day of May, 1999.
/s/ Carl S. Sloane
------------------------
Carl S. Sloane
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned does hereby constitute
and appoint Michael T. Dan and Austin F. Reed, and each of them severally (with
full power of substitution), his true and lawful attorneys-in-fact and agents to
do any and all acts and things and to execute any and all instruments which,
with the advice of counsel, said attorneys and agents may deem necessary or
advisable to enable The Pittston Company, a Virginia corporation (the
"Company"), to comply with the Securities Act of 1933, as amended, and any
rules, regulations and requirements of the Securities and Exchange Commission in
respect thereof, in connection with the preparation and filing of the Company's
Registration Statement on Form S-8 with respect to the Savings-Investment Plan
of The Pittston Company and Its Subsidiaries, including specifically, but
without limitation, power and authority to sign his name as an officer and/or
director of the Company, as the case may be, to the Registration Statement on
Registration Statement on Form S-8 or any amendments or post-effective
amendments thereto; and the undersigned does hereby ratify and confirm all that
said attorneys shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 13th day of May, 1999.
/s/ Robert T. Ritter
-------------------------
Robert T. Ritter