COMPLETE WELLNESS CENTERS INC
DEFA14A, 1999-11-12
MISC HEALTH & ALLIED SERVICES, NEC
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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 (AMENDMENT NO.    )

Filed by the Registrant /X/

Filed by a Party other than the Registrant / /

Check the appropriate box:

/ /  Preliminary Proxy Statement
/ /  Definitive Proxy Statement
/X/  Definitive Additional Materials
/ /  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

/ /  Confidential, for Use of the Commission
     Only (as permitted by Rule 14a-6(e)(2))

                         COMPLETE WELLNESS CENTERS, 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: Common
         Stock, par value $.0001 per share

     (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 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>

                              FOR IMMEDIATE RELEASE

Contact:                                                 NASDAQ SCM: CMWL, CMWLW
Joseph Raymond, Jr., Chairman and CEO
Complete Wellness Centers, Inc.
(407)-673-3073

            COMPLETE WELLNESS CENTERS, INC. ANNOUNCES POSTPONEMENT OF
                          ANNUAL SHAREHOLDERS' MEETING

         WINTER PARK, FL - November 5, 1999 - The new management of Complete
Wellness Centers, Inc. ("CWC"), the largest nationwide organization of
integrated medical centers, announced today that its annual shareholders'
meeting scheduled for Monday, November 8, 1999 has been postponed due to a lack
of a quorum of votes.

         Joe Raymond, Chairman and Chief Executive Officer, said, "We will
announce the new meeting date next week. All shareholders should be receiving
new proxy cards in order to vote their shares. We appreciate the participation
of all those who voted."

Complete Wellness Centers, Inc., a multi-disciplinary physician practice
management company, now manages 83 Complete Wellness Medical Centers, all of
which provide both traditional and alternative healthcare services. The
Company's common stock and warrants trade on the NASDAQ Small Cap market under
the symbols, CMWL and CMWLW, respectively.

The Company, from time to time, may discuss forward-looking information. This
press release contains forward-looking statements, which are estimates by the
Company's management. Such statements are subject to various risks and
uncertainties that may be beyond the Company's control, and may cause results to
differ from management's current expectations and should not be relied upon by
the investors in the Company. Prospective investors may contact Michael
Brigante, Chief Financial Officer of the Company, to obtain copies of the
prospectuses, which include certain information about the offerings.


<PAGE>

                              FOR IMMEDIATE RELEASE

Contact:                                                 NASDAQ SCM: CMWL, CMWLW
Joseph Raymond, Jr., Chairman and CEO
Complete Wellness Centers, Inc.
(407)  673-3073

              COMPLETE WELLNESS CENTERS, INC. ANNOUNCES NEW DATE OF
              ANNUAL SHAREHOLDERS' MEETING TO BE NOVEMBER 29, 1999

         WINTER PARK, FL - November 10, 1999 - The new management of Complete
Wellness Centers, Inc. ("CWC"), the largest nationwide organization of
integrated medical centers, announced today that its annual shareholders meeting
has been rescheduled for Monday, November 29, 1999 at 10:00 a.m. at the
corporate office.

         Joe Raymond, Chairman and Chief Executive Officer, said, "We are
looking forward to the annual shareholders' meeting and anticipate the coming
year to be a pivotal year in the history of the Company. All shareholders should
be receiving a new proxy card in the coming days. We invite everyone who voted
to please vote again and hope all those who did not vote will participate."

Complete Wellness Centers, Inc., a multi-disciplinary physician practice
management company, now manages 83 Complete Wellness Medical Centers, all of
which provide both traditional and alternative healthcare services. The
Company's common stock and warrants trade on the NASDAQ Small Cap market under
the symbols, CMWL and CMWLW, respectively.

The Company, from time to time, may discuss forward-looking information. This
press release contains forward-looking statements, which are estimates by the
Company's management. Such statements are subject to various risks and
uncertainties that may be beyond the Company's control, and may cause results to
differ from management's current expectations and should not be relied upon by
the investors in the Company. Prospective investors may contact Michael
Brigante, Chief Financial Officer of the Company, to obtain copies of the
prospectuses, which include certain information about the offerings.

<PAGE>

                         COMPLETE WELLNESS CENTERS, INC.
                       1964 HOWELL BRANCH ROAD, SUITE 202            [LOGO]
                              WINTER PARK, FL 32792
                                 (407) 673-3073

                                                             November 10, 1999

Dear Shareholder:

     The annual shareholders' meeting has been rescheduled for Monday, November
29, 1999 at 10:00 a.m. at the corporate office in Winter Park, Florida.

     On Friday, November 5, 1999, we announced that the annual shareholders'
meeting scheduled for Monday, November 8, 1999, had been postponed due to a lack
of a quorum of votes. We appreciate the participation of all those who voted.

     Today, we announced that the annual shareholders' meeting has been
rescheduled for Monday, November 29, 1999, at 10:00 a.m. at the corporate
office.

     We are looking forward to the annual shareholders' meeting and anticipate
the coming year to be a pivotal year in the history of the Company. All
shareholders should be receiving a new proxy card in the coming days. We invite
everyone who voted to please vote again and hope all those who did not vote will
participate. Thank you for your continued support.

Sincerely,

/s/ Joe Raymond
Joe Raymond
Chairman and CEO
Complete Wellness Centers, Inc.


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