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O'SHAUGHNESSY FUNDS, INC.
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<PAGE>
March, 1, 2000
Dear Shareholder:
As you know, we are in the process of soliciting votes for the
reorganization of the Aggressive Growth Fund into the Cornerstone Growth Fund
and the Dogs of the Market Fund into the Cornerstone Value Fund. In order for
these reorganizations to be approved, we need you to vote your shares as soon as
possible.
The reorganizations are aimed at trying to lower your expense ratios over
time due to economies of scale expected after the reorganizations. However, in
order for each reorganization to occur, at least a majority of shares of the
Aggressive Growth Fund and Dogs of the Market Fund must be voted in favor. You
can vote your shares:
* By returning your proxy via regular mail,
* By calling 800-690-6903 (you will need the control number listed on
your proxy),
* On-line at www.proxyvote.com (you will also need the control number
listed on your proxy).
If you have received a proxy, you are entitled to vote, even if you no
longer own shares of the respective Fund. We urge you to vote your shares. If
you have any questions, please contact us at 800-782-5855.
Sincerely,
Janet Muller
Assistant Vice President
