PHLCORP <PHX> SHAREHOLDERS APPROVED DIRECTORS
Shareholders of PHLCORP Inc, formerly
Baldwin-United Corp, nominated Leucadia National Corp's slate
of directors and adopted a proposal to reincorporate the
company in Pennsylvania, according to PHLCORP's secretary and
general counsel Bob Beber.
    Elected to the board were Leucadia Chairman Ian Cumming,
Leucadia President Joseph Steinberg, James Kimball and Michael
Lynch.
    PHLCORP previously said the planned reincorporation to
Pennsylvania from Delaware results in certain limited
restrictions on the transfer of company's shares, which are
intended to minimize the likelihood of loss of significant tax
benefits.
    PHLCORP earlier said that on November 14, 1986, Leucadia
acquired claims in Baldwin-United's bankruptcy proceedings
entitling it to about 39 pct of the outstanding common of
PHLCORP. Cumming and Steinberg were elected to the board in
November.
    Leucadia's candidates were the only nominated for the
board. PHLCORP had said if the candidates did not win
shareholder approval at the meeting in Philadelphia today, the
former directors would continue in office.
    PHLCORP has been managed by Palmieri Co, which was retained
to assume management control of the company by Baldwin's former
board of directors in May, 1983.
    Leucadia had previously said if its directors won approval,
the agreement with Palmieri would be terminated and Cumming and
Steinberg would step in as chairman and president,
respectively.
PHLCORP will merge into a newly formed Pennsylvania company.
Shares will be exchanged on a one-for-one basis.
 Reuter
