<PAGE>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of
1934
(Amendment No. )
Filed by the Registrant [X]
Filed by a Party other than the
Registrant [ ]
Check the appropriate box:
[ ]Preliminary Proxy Statement
[ ]Confidential, for Use of the Commission Only (as permitted by Rule 14a-
6(e)(2))
[X]Definitive Proxy Statement
[ ]Definitive Additional Materials
[ ]Soliciting Material Pursuant to Sec. 240.14a-11(c) or Sec. 240.14a-12
THE INTERNET FUND, 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)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(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:
(5) Total fee paid:
[ ]Fee paid previously with preliminary proxy 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:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
<PAGE>
THE INTERNET FUND, INC.
344 Van Buren Street
North Babylon, New York 11704
Notice of Special Meeting of Shareholders
To Be Held March 29, 1999
A Special Meeting of Shareholders of THE INTERNET FUND, INC. ("Fund") will
be held on March 29, 1999 at 10:30 A.M., local time at 344 Van Buren Street,
North Babylon, New York 11704 to approve the amendment of the Fund's
Certificate of Incorporation to increase the number of authorized shares of
Common Stock from 10,000,000 to 50,000,000.
Shareholders of record as of the close of business on March 11, 1999 are
entitled to notice of and to vote at, the Special Meeting ("Meeting"). A list
of shareholders will be available at the Meeting. WHETHER OR NOT YOU CURRENTLY
PLAN TO ATTEND THE MEETING, YOU ARE URGED TO SIGN, DATE AND RETURN THE PROXY
IN THE ENVELOPE PROVIDED. Sending in the proxy will not prevent you from
voting your stock at the meeting if you desire to do so, as your Proxy is
revocable at your option.
By order of the Board of Directors
/s/ Francis J. Alexander
Secretary
<PAGE>
THE INTERNET FUND, INC.
344 Van Buren Street
North Babylon, New York 11704
PROXY STATEMENT FOR SPECIAL MEETING OF SHAREHOLDERS
To Be Held March 29, 1999
This proxy statement is furnished to shareholders of The Internet Fund, Inc.
("Fund"), in connection with the solicitation of proxies to be voted at a
special Meeting of shareholders ("Meeting") of the Fund, which will be held at
10:30 A.M. on March 29, 1999 at 344 Van Buren Street, North Babylon, New York
11704 for the purpose set forth in the accompanying notice of Special Meeting
of Shareholders. Shareholders who execute proxies retain the right to revoke
them at any time prior to the exercise of the powers conferred thereby, by
delivering a signed statement to the Secretary of the Fund at or prior to the
Meeting or by executing another proxy dated as of a later date. The Fund's
investment adviser is Kinetics Asset Management, Inc. and is located at 344
Van Buren Street, North Babylon, New York 11704. The Fund acts as its own
principal underwriter. The Fund's administrator is Firstar Mutual Funds
Services, LLC and is located at 625 East Michigan Street, Milwaukee, Wisconsin
53202. The Fund will furnish, without charge, a copy of its annual report to a
shareholder upon request. To request such a copy, a shareholder may write to:
The Internet Fund, c/o Firstar Mutual Fund Services, LLC, P.O. Box 701,
Milwaukee, WI 53201-0701 or call toll-free 888-386-3999. A definitive proxy
statement will be mailed to the Fund's shareholders on March 16, 1999.
VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF
Outstanding Shares and Voting Rights
At the close of business on March 11, 1999, the record date for the Meeting,
the outstanding shares of the Fund consisted of 9,162,022.494 shares of Common
Stock, each of which is entitled to one vote.
Principal Shareholders
The following table sets forth certain information with respect to the
holdings of any person, including any "group" as that term is defined in
Section 13(d)(3) of the Securities Exchange Act of 1934 (as amended, the "1934
Act") who was known to the Fund to be the "beneficial owner", as defined in
Rule 13(d)(3) under the 1934 Act, of more than 5% of the outstanding Common
Stock at the close of business on March 11, 1999.
<TABLE>
<CAPTION>
Amount and Nature of Percent
Beneficial Ownership of
Name and Address of Common Stock Class
---------------- -------------------- -------
<S> <C> <C>
National Financial Services Corp., 200
Liberty Street, New York, NY 10281 (1) 5,047,726.262 55.094%
National Investors Service Corp., 55 Water
Street, New York, NY 10041 (1) 1,696,603.971 18.518%
</TABLE>
- --------
(1) Record Holder.
Officers and Directors
At the close of business on March 11, 1999, the Officers and Directors of
the Fund owned less than 1% of the outstanding shares of Common Stock.
PROPOSAL: APPROVAL OF AMENDMENT TO THE FUND
CERTIFICATE OF INCORPORATION
The authorized capital stock of the Fund consists of 10,000,000 shares of
Common Stock, $.001 par value. The Board of Directors is recommending to the
shareholders for approval at the Meeting an amendment to the Fund's
certificate of incorporation increasing the number of authorized shares from
10,000,000 to 50,000,000 shares.
1
<PAGE>
The Board of Directors recommends that the shareholders vote FOR the
amendment to increase the number of authorized shares of the Fund's Common
Stock. The amendment is being proposed by the Board of Directors in order to
ensure that the Fund will have shares available for purchase by existing and
new shareholders of the Fund and for reinvestment of cash dividends on Common
Stock, should the Fund declare the same. The additional shares, when and if
issued, would have the same rights and privileges as the shares of Common
Stock presently issued and outstanding.
THE BOARD UNANIMOUSLY RECOMMENDS THAT EACH SHAREHOLDER VOTE "FOR" THE
AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF THE FUND TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF THE FUND'S COMMON STOCK. IF THIS PROPOSAL IS
NOT APPROVED THE FUND WILL BE UNABLE TO SELL MORE SHARES WHEN THE 10,000,000
AMOUNT IS DEPLETED.
If approved, Article Fourth of the Fund's Certificate of Incorporation would
be amended in its entirety to read as follows:
FOURTH: The total number of shares which the Corporation shall have
authority to issue and a statement of the par value of each share are:
50,000,000, authorized with a par value of $0.001.
OTHER INFORMATION
Proposals of Shareholders
Shareholders wishing to submit proposals for inclusion in a proxy statement
for a subsequent shareholders' meeting should send their written proposals
addressed to the Secretary of the Fund at the address set forth on the Notice
of Special Meeting. Proposals must be received at a reasonable time prior to
the date of a meeting of shareholders to be considered for inclusion in the
materials for the Fund's meeting. Timely submission of a proposal does not,
however, necessarily mean that such proposal will be included.
Voting, Quorum
Each share of the Fund is entitled to one vote on each matter submitted to a
vote of the shareholders at the Meeting. No shares have cumulative voting
rights.
Each valid voting instruction/proxy will be voted in accordance with the
instructions on the voting instruction/proxy. If no designation is given, the
proxy will be voted FOR the proposal. Only a shareholder may execute or revoke
a proxy.
The By-laws of the Fund provides that the presence at the Meeting, in person
or by proxy, of the holders of a majority of the issued and outstanding shares
of the Fund constitutes a quorum for the transaction of business. If a quorum
is present, the affirmative vote by the holders of 50% or more of the
interests present, in person or by voting instruction/proxy, is sufficient for
shareholder action, unless the Investment Company Act of 1940, or other
applicable laws require a greater number of affirmative votes. In tallying
votes, abstentions will be counted for proposes of determining whether a
quorum is present for purposes of convening the Meeting. If the necessary
quorum to transact business, or the vote required to approve or reject an
item, is not obtained at the Meeting, the persons named as proxies may propose
one or more adjournments of the Meeting, in accordance with applicable law, to
permit further solicitation of proxies.
The Board of Directors recommends an affirmative vote.
PLEASE COMPLETE, SIGN AND RETURN THE ENCLOSED VOTING INSTRUCTIONS/PROXY
PROMPTLY.
2
<PAGE>
PROXY
FOR SPECIAL MEETING OF THE STOCKHOLDERS
THE INTERNET FUND, INC.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Margaret B. Doyle and Francis J. Alexander
(the "Proxies"), and each of them, with full power of substitution, as proxies
to vote the shares which the undersigned is entitled to vote at the Special
Meeting of the Stockholders to be held at 344 Van Buren Street, North Babylon,
New York 11704 at 10:30 A.M. on March 29, 1999 and at any adjournments
thereof.
Proposal to approve an amendment to the Fund's Certificate of Incorporation
to increase the number of shares of authorized common stock from 10,000,000 to
50,000,000.
[_] FOR [_] AGAINST [_] ABSTAIN
This proxy when properly signed will be voted in the manner directed herein
by the undersigned shareholder. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR THE PROPOSAL.
-------------------------------------
Signature
-------------------------------------
Signature, if held jointly
Dated: , 1999
IMPORTANT! PLEASE SIGN AND RETURN PROMPTLY. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, administrator,
trustee or guardian, please give full title as such. If a corporation, please
sign in full corporate name by President or other authorized officer. If a
partnership, please sign in partnership name by an authorized person.
