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SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
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))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Under Rule 14a-12
INGRAM MICRO INC.
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(Name of Registrant as Specified in its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check 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:
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(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):
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(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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[Ingram Micro Inc. Letterhead]
April 27, 2000
Re: Ingram Micro Inc. 2000 Annual Meeting -- Revised Proxy Card
Dear Ingram Micro Shareowner:
We have become aware of an error (with respect to your voting options
for Proposal 2) in the printed proxy card for the 2000 Ingram Micro Inc. Annual
Meeting of Shareowners previously distributed to you. Enclosed is a revised
proxy card for your use in voting.
IF YOU PREVIOUSLY VOTED THROUGH THE INTERNET OR BY TELEPHONE, THERE IS
NO NEED TO TAKE ANY ACTION AT THIS TIME (THOSE METHODS CORRECTLY PRESENTED YOUR
VOTING OPTIONS). IF YOU DID NOT VOTE PREVIOUSLY, OR IF YOU PREVIOUSLY VOTED
THROUGH A WRITTEN PROXY CARD, PLEASE USE THIS REVISED PROXY CARD TO REGISTER
YOUR VOTES.
We encourage you to vote your shares electronically through the
Internet or by telephone, in the interest of time and cost savings. These
procedures are described in the enclosed proxy card.
Again, if you previously voted through the Internet or by telephone,
there is no need to take any action at this time. If you previously voted
through a written proxy card and you do not return this proxy card, any previous
votes you may have made with respect to Proposal 1 (the election of directors)
and Proposal 3 (granting of general voting authority to the proxies) will remain
in effect. Any vote previously made with respect to Proposal 2 on a printed
proxy card will NOT be counted.
IF YOU HOLD YOUR SHARES THROUGH A BANK OR BROKER, PLEASE FOLLOW THE
VOTING INSTRUCTIONS THAT THEY SEND YOU.
We apologize for any inconvenience this may have caused.
Sincerely,
/s/ Lily Yan Arevalo
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Lily Yan Arevalo
Assistant Secretary
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PLEASE MARK YOUR
[X] VOTES AS IN THIS
EXAMPLE.
THIS PROXY WILL BE VOTED AS DIRECTED, BUT IF NOT OTHERWISE DIRECTED, WILL BE
VOTED FOR PROPOSALS 1 AND 2.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR PROPOSALS 1 AND 2.
FOR WITHHELD NOMINEES:
1. Election of Directors [ ] [ ] 01 Don H. Davis, Jr.
02 Kent B. Foster
03 John R. Ingram
04 Martha R. Ingram
For, except vote withheld 05 Orrin H. Ingram II
from the following nominee(s): 06 Philip M. Pfeffer
07 Gerhard Schulmeyer
___________________________________________ 08 Joe B. Wyatt
2. Approval of the Ingram Micro Inc. 2000 Equity Incentive Plan.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting or any adjournment or
postponement thereof.
PLEASE SIGN EXACTLY AS NAME APPEARS HEREON.
JOINT OWNERS SHOULD EACH SIGN. WHEN SIGNING
AS ATTORNEY, EXECUTOR, ADMINISTRATOR, TRUSTEE
OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH.
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SIGNATURE(S) DATE
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* FOLD AND DETACH HERE IF YOU ARE RETURNING YOUR VOTED PROXY CARD BY MAIL *
[INGRAM MICRO LOGO]
Dear Shareowner:
INGRAM MICRO INC. encourages you to take advantage of new and convenient ways
by which you can vote your shares. You can vote your shares electronically
through the Internet or by telephone. This eliminates the need to return your
proxy card.
To vote your shares electronically, you must use the control number printed in
the box above, just below the perforation. The series of numbers that appear in
the box above must be used to access the system.
1. TO VOTE OVER THE INTERNET:
*Log on to the Internet and go to the web site http://www.eproxyvote.com/im
2. TO VOTE BY TELEPHONE:
*On a touch-tone telephone, call (1-877-779-8683) 24 hours a day, 7 days a
week.
Your electronic vote authorizes the named proxies in the same manner as if you
marked, signed, dated and returned the proxy card.
IF YOU CHOOSE TO VOTE YOUR SHARES ELECTRONICALLY, THERE IS NO NEED TO MAIL BACK
YOUR PROXY CARD.
YOUR VOTE IS IMPORTANT. THANK YOU FOR VOTING.
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THIS PROXY IS BEING SOLICITED ON BEHALF
OF THE BOARD OF DIRECTORS OF REVISED PROXY
INGRAM MICRO INC.
INGRAM MICRO INC.
The undersigned, a shareowner of Ingram Micro Inc. (the
"Company"), hereby appoints James E. Anderson, Jr. and
Michael J. Grainger, and each of them individually, as ANNUAL MEETING
Proxies to represent and vote all of the Company's Class OF SHAREOWNERS
A Common Stock and Class B Common Stock held of record
by the undersigned, each with full power of substitution, MAY 17, 2000
at the Annual Meeting of the Shareowners of the Company,
to be held at 80 Micro Drive, Jonestown, Pennsylvania,
on Wednesday, May 17, 2000 at 10:00 a.m., local time, [INGRAM
and at any adjournment or postponement thereof. MICRO LOGO]
THIS PROXY WILL BE VOTED AS DIRECTED, BUT IF NOT
OTHERWISE DIRECTED, WILL BE VOTED FOR PROPOSALS 1 AND 2.
YOUR SHARES CANNOT BE VOTED UNLESS YOU SIGN AND RETURN
THIS CARD OR ATTEND THE MEETING AND VOTE IN PERSON.
If this Proxy relates to shares held for the undersigned
in the Ingram Micro (401k) Savings Plan, then, when properly
executed, it shall constitute instructions to the plan SEE REVERSE
trustees to vote in the manner directed herein. SIDE
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* DETACH ABOVE CARD, SIGN, DATE AND MAIL IN POSTAGE-PAID ENVELOPE PROVIDED *
