<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>4
<FILENAME>cgexb_two.txt
<DESCRIPTION>CAROLINA GROUP EARNINGS RELEASE
<TEXT>
                                                                  Exhibit 99.2

                                              Contact:  Peter W. Keegan
                                                        Senior Vice President
                                                        (212) 521-2950

                                                        Candace Leeds
                                                        V.P. of Public Affairs
                                                        (212) 521-2416

                                                        Joshua E. Kahn
                                                        Investor Relations
                                                        (212) 521-2788

FOR IMMEDIATE RELEASE
---------------------

                              CAROLINA GROUP REPORTS
                              ----------------------
                      NET INCOME FOR THE THIRD QUARTER OF 2003
                      ----------------------------------------


     NEW YORK, November 12, 2003-Loews Corporation (NYSE:LTR) reported today
Carolina Group net income for the 2003 third quarter of $116.4 million,
compared to $191.7 million in the 2002 third quarter. Net income attributable
to the Loews Group intergroup interest for the third quarter of 2003 amounted
to $89.6 million, compared to $147.3 million in the comparable period of the
prior year. Net income attributable to Carolina Group stock (NYSE:CG) for the
third quarter of 2003 was $26.8 million, or $0.67 per share of Carolina Group
stock, compared to $44.4 million, or $1.10 per share in the prior year.

     Carolina Group net income for the 2003 third quarter includes net
investment losses of $5.7 million, compared to gains of $14.3 million in the
prior year. Net investment (losses) gains attributable to Carolina Group stock
in the third quarter of 2003 and 2002 were $(1.3) million and $3.3 million.

     Net sales for the Carolina Group were $842.8 million in the third quarter
of 2003, compared to $963.4 million in 2002. The decline in net sales reflects
increased sales promotion expenses, partially offset by improved unit sales
volume of 5.9%.

     Carolina Group net income for the first nine months of 2003 was $349.2
million, compared to $521.2 million in the comparable period of the prior
year. Net income for 2003 was reduced by after-tax charges of $16.8 million in
the second quarter and $17.1 million in the first quarter to settle litigation
with tobacco growers and to resolve indemnification claims and trademark
matters in connection with the 1977 sale by Lorillard of its international
business.

     Net income attributable to the Loews Group intergroup interest for the
first nine months of 2003 amounted to $268.8 million, compared to $417.4
million in the comparable period of the prior year. Net income attributable to
Carolina Group stock for the first nine months of 2003 was $80.4 million or
$2.01 per share of Carolina Group stock, compared to $103.8 million or $2.58
per share of Carolina Group stock and reflects eight months of actual results,
commencing with the initial issuance of Carolina Group stock by Loews
Corporation in February 2002.

                                  Page 1 of 4

     Carolina Group net income for the first nine months of 2003 includes net
investment losses of $6.9 million, compared to gains of $21.2 million in the
prior year. Net investment (losses) gains attributable to Carolina Group stock
in the 2003 and 2002 year to date periods were $(1.6) million and $4.8
million.

     Net sales for the Carolina Group in the first nine months of 2003 were
$2.468 billion compared to $2.963 billion in the comparable 2002 period. The
decline in net sales reflects lower unit sales volume of 4.4% and increased
sales promotion expenses.

     On a pro forma basis, assuming the Carolina Group stock had been issued
at January 1, 2002, net income attributable to Carolina Group stock for the
first nine months of 2002 would have been $117.8 million or $2.93 per share of
Carolina Group stock.

     This pro forma information is based on the historical results of
operations of the Carolina Group, adjusted to accrue interest expense at 8%
per annum on $2.500 billion of notional intergroup debt and an adjustment to
income taxes for the impact of the interest expense. Per share amounts are
based on income available to Carolina Group shareholders. At September 30,
2003, the outstanding balance of notional debt was $2.163 billion.

     The Carolina Group stock, commonly called a tracking stock, is intended
to reflect the economic performance of a defined group of the Company's assets
and liabilities, referred to as the Carolina Group, principally consisting of
the Company's subsidiary Lorillard, Inc. The Carolina Group, a notional group,
is not a separate legal entity. The purpose of this financial information is
to provide investors with additional information to use in analyzing the
results of operations and financial condition of the Carolina Group, and this
financial information should be read in conjunction with the consolidated
financial information of Loews Corporation.

     As of September 30, 2003, there were 39,910,000 shares of Carolina Group
stock outstanding. Depending on market conditions, the Company, for the
account of the Carolina Group, from time to time may purchase shares of
Carolina Group stock in the open market or otherwise.

                                    # # #

     Loews Corporation has issued a separate press release reporting its
consolidated results for the third quarter of 2003, which accompanies this
press release.

     A conference call to discuss the third quarter results of Loews
Corporation has been scheduled for 10:00 a.m. EST, Wednesday, November 12,
2003. A live broadcast of the call will be available online at the Loews
Corporation website (www.loews.com). Please go to the website at least ten
minutes before the event begins to register and to download and install any
necessary audio software. Those interested in participating in the question
and answer session of the conference call should dial (877) 692-2592. An
online replay will be available at the Company's website for one week
following the call.

                                  Page 2 of 4

Carolina Group
Financial Review

<TABLE>
<CAPTION>
                                                                September 30,
                                            ----------------------------------------------------
                                                Three Months              Nine Months Ended
                                            ----------------------------------------------------
                                               2003      2002       2003       2002      2002(e)
                                            ----------------------------------------------------
                                                (Amounts in millions, except per share data)
                                                                                       Pro Forma

<s>                                         <c>        <c>        <c>        <c>       <c>
Net sales (a)                              $ 842.8    $ 963.4    $2,467.9   $2,963.4   $2,963.4

Cost of sales (a)(b)                         514.0      539.1     1,435.4    1,726.9    1,726.9
Selling, advertising and
 administrative (c)                           98.0       93.3       352.8      316.7      316.7
                                           -----------------------------------------------------

Total operating costs and expenses           612.0      632.4     1,788.2    2,043.6    2,043.6
                                           -----------------------------------------------------

Operating income                             230.8      331.0       679.7      919.8      919.8
Investment income (d)                          2.9       37.1        20.6       69.5       69.5
Interest expense                             (45.2)     (50.0)     (140.7)    (129.0)    (150.0)
                                           -----------------------------------------------------

Income before income taxes                   188.5      318.1       559.6      860.3      839.3
Income taxes                                  72.1      126.4       210.4      339.1      330.9
                                           -----------------------------------------------------

Net income                                   116.4      191.7       349.2      521.2      508.4
Earnings attributable to the
 Loews Group intergroup interest (f)          89.6      147.3       268.8      417.4      390.6
                                           -----------------------------------------------------

Income attributable to Carolina Group
 shareholders (g)                          $  26.8    $  44.4    $   80.4   $  103.8   $  117.8
                                           =====================================================

Per share of Carolina Group stock (h)      $  0.67    $  1.10    $   2.01   $   2.58   $   2.93
                                           =====================================================

Weighted number of shares outstanding        39.91      40.19       39.91      40.23      40.23
</TABLE>

(a)  Includes excise taxes of $173.1, $161.5, $493.4 and $518.0 for the
     respective periods.
(b)  Includes charges of $214.6, $255.2, $592.2 and $842.9 ($132.5, $153.7,
     $369.6 and $510.6 after taxes) to accrue obligations under the State
     Settlement Agreements for the respective periods.
(c)  Includes a $26.0 charge in the nine months ended September 30, 2003
     ($16.8 after taxes) to settle litigation with tobacco growers and a $28.0
     charge in the nine months ended September 30, 2003 ($17.1 after taxes) to
     resolve indemnification claims and trademark matters in connection with
     the 1977 sale by Lorillard of its international business.
(d)  Includes $(8.8), $22.1, $(10.6) and $32.7 of investment (losses) gains
     for the respective periods.
(e)  Includes pro forma adjustment to accrue interest expense at 8% per annum
     on $2,500.0 of notional intergroup debt and an adjustment to income taxes
     for the impact of the interest expense for the period prior to the
     issuance of Carolina Group stock.
(f)  Adjusted to reflect the Loews Group's intergroup interest in the earnings
     of the Carolina Group after completion of the February 1, 2002 offering
     of 40,250,000 shares of Carolina Group stock. The Loews Group's economic
     interest is expressed in share equivalents amounting to 133,500,000
     shares for a total of 173,750,000 shares and share equivalents
     outstanding after the offering. As of September 30, 2003, there were
     39,910,000 shares of Carolina Group stock outstanding.
(g)  Represents 23.01% of the economic interest in the Carolina Group for 2003
     and 23.14% and 23.16% for the three and eight months ended September 30,
     2002. On a pro forma basis, the economic interest is 23.17%.
(h)  Earnings per common share-assuming dilution is not presented because
     securities that could potentially dilute basic earnings per share in the
     future would have been insignificant or antidilutive for the periods
     presented. Pro forma earnings per share of Carolina Group stock assumes
     the Carolina Group was a separate group as of January 1, 2002.

                                  Page 3 of 4

Carolina Group
Supplemental Information

<TABLE>
<CAPTION>

The following information regarding domestic U.S. unit volume shipped by
Lorillard Tobacco Company to its direct buying customers by brand as follows
(all units in billions):


                                                                        September 30,
                                                         ---------------------------------------
                                                            Three Months          Nine Months
                                                         ---------------------------------------
                                                           2003      2002       2003       2002
                                                         ---------------------------------------
<s>                                                       <c>       <c>       <c>        <c>
Premium Brands

Total Newport                                              8.296     7.626     23.468     24.276
Total Kent Family                                          0.268     0.330      0.817      1.041
Total True                                                 0.198     0.233      0.594      0.721
Total Max                                                  0.013     0.017      0.041      0.051
Total Satin                                                0.003     0.004      0.009      0.011
Total Triumph                                              0.001     0.001      0.003      0.004
                                                         ---------------------------------------

Total Premium Brands                                       8.779     8.211     24.932     26.104
                                                         ---------------------------------------

Discount Brands

Total Old Gold                                             0.269     0.339      0.787      1.016
Total Maverick                                             0.162     0.134      0.363      0.502
                                                         ---------------------------------------

Total Discount Brands                                      0.431     0.473      1.150      1.518
                                                         ---------------------------------------

Total Domestic Cigarettes                                  9.210     8.684     26.082     27.622
                                                         =======================================
</TABLE>

Notes:

1.  This information is unaudited and is not adjusted for returns.
2.  Domestic unit volume includes units sold as well as promotional units, and
    excludes volumes for Puerto Rico and U.S. Possessions.
3.  Unit volume for a quarter is not necessarily indicative of unit volume for
    any subsequent period.
4.  Unit volume is not necessarily indicative of the level of revenues for any
    period.

                                  Page 4 of 4

</TEXT>
</DOCUMENT>
