HELPMATE ROBOTICS INC
DEFA14A, 1997-04-30
MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT
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                            SCHEDULE 14A INFORMATION
 
                  Proxy Statement Pursuant to Section 14(a) of
            the Securities Exchange Act of 1934 (Amendment No.    )
 
    Filed by the Registrant / /
    Filed by a party other than the Registrant /X/
 
    Check the appropriate box:
    / /  Preliminary Proxy Statement
    / /  Confidential, for Use of the Commission Only (as permitted by Rule
         14a-6(e)(2))
    / /  Definitive Proxy Statement
    /X/  Definitive Additional Materials
    / /  Soliciting Material Pursuant to 240.14a-11(c) or 240.14a-12
 
                            HELPMATE ROBOTICS INC
- --------------------------------------------------------------------------------
                (Name of Registrant as Specified In Its Charter)
 
- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
Payment of Filing Fee (Check the appropriate box):
 
/X/  No fee required.
/ /  Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
     and 0-11
     (1) Title of each class of securities to which transaction applies:

        ------------------------------------------------------------------------
     (2) Aggregate number of securities to which transaction applies:

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     (3) Per unit price or other underlying value of transaction computed
         pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
         filing fee is calculated and state how it was determined):

        ------------------------------------------------------------------------
     (4) Proposed maximum aggregate value of transaction:

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     (5) Total fee paid:

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/ /  Fee paid previously with preliminary materials.
/ /  Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11(a)(2) and identify the filing for which the offsetting fee was paid
     previously. Identify the previous filing by registration statement number,
     or the Form or Schedule and the date of its filing.

     (1) Amount Previously Paid:

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     (2) Form, Schedule or Registration Statement No.:

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     (3) Filing Party:

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     (4) Date Filed:

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<PAGE>

                           HELPMATE ROBOTICS INC
                             Shelter Rock Lane
                         Danbury, Connecticut 06810

To Our Stockholders:

HelpMate Robotics Inc. ("Company") previously distributed to its stockholders 
the Company's Proxy Statement dated April 18, 1997 (the "Proxy Statement") 
with respect to the 1997 Annual Meeting of Stockholders to be held on May 20, 
1997. Proposal 3 described in the Proxy Statement is a proposal seeking 
stockholder approval to amend and restate the Company's existing 1995 Amended 
and Restated stock Option Plan. A copy of the plan in the form in which it is 
proposed to be so amended and restated (the "Plan") was to be attached as 
Annex 1 to the Proxy Statement. Unfortunately, Annex 1 was not so attached to 
the Proxy Statement. We are attaching to this letter a copy of the Annex 1 
which was inadvertently omitted from the proxy Statement. All references to 
Annex 1 in the Proxy Statement should be read to mean the Annex 1 attached to 
this letter. We regret any inconvenience this may have caused our 
stockholders.

                                       HelpMate Robotics Inc.


                                       John M. Evans, Jr.
                                       Secretary

Danbury, Connecticut
April 30, 1997








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