DEL WEBB CORP
DFAN14A, 2000-10-26
OPERATIVE BUILDERS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 14A

                                 (RULE 14A-101)

                     INFORMATION REQUIRED IN PROXY STATEMENT
                             SCHEDULE 14A STATEMENT


                  Proxy Statement Pursuant to Section 14(a) of
                       the Securities Exchange Act of 1934

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 Rule 14a-11(c) or Rule 14a-12


                              DEL WEBB CORPORATION
                   -------------------------------------------
                (Name of Registrant as Specified in Its Charter)

                              PACIFIC PARTNERS, LLC
 -------------------------------------------------------------------------------
     (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:
         Not applicable
         -----------------------------------------------------------------------

(2)      Aggregate number of securities to which transaction applies:
         Not applicable
         -----------------------------------------------------------------------

(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)
         Not applicable
         -----------------------------------------------------------------------

(4)      Proposed maximum aggregate value of transaction:
         Not applicable
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(5)      Total fee paid:
         Not applicable
         -----------------------------------------------------------------------

/_/      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 of schedule and the date of its filing.

(1)      Amount Previously Paid:
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(3)      Filing Party:
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(4)      Date Filed:
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<PAGE>

NEWS RELEASE
FOR IMMEDIATE RELEASE

CONTACT: Denise D. Resnik
         (602) 956-8834


                   PACIFIC PARTNERS' SLATE FOR DEL WEBB BOARD

                              SUPPORTED BY LEADING

                              PROXY ADVISORY FIRM

         PHOENIX  (October  26,  2000)  --  Pacific   Partners,   LLC,  a  large

stockholder of Del Webb Corporation  (NYSE:WBB) seeking to elect two nominees to

the Del Webb Board of Directors  announced today that Institutional  Shareholder

Services  (ISS) has  recommended  that Del Webb  stockholders  vote FOR  Pacific

Partners' nominees - William S. Levine and Brian J. O'Connor. ISS is the world's

foremost proxy advisory firm,  providing  independent  proxy analysis and voting

recommendations to hundreds of money managers,  public and private pension funds

and insurance  companies,  among others,  managing billions of dollars of equity

investments.

     In its analysis, ISS stated, in part:

o        "Most  of  Pacific  Partners'  argument  regarding  inefficiencies  are
         addressed in Del Webb's  business  plan that has been in effect for the
         last several years.  This would indicate that the company may need help
         in the  implementing  its  plan as well as  capitalizing  on its  brand
         name."

o        "There are also some indications of management entrenchment as shown by
         the reluctance of Del Webb's board to consider  Shea's  disputed offer.
         The question now is how long should  shareholders have to wait to see a
         return  on  their  investment.  Should  they  stay the  course  for the
         potential  gains that the coming baby  boomers have to offer or attempt
         to cash out now?  Either way this choice  should be left up to Del Webb
         shareholders,  and their best chance to realize this opportunity may be
         by injecting some new blood into the board."
<PAGE>

o        "On the contrary, in light of Del Webb's stock performance,  it appears
         [Pacific  Partners is] merely  concerned  about the management of their
         investment.  In this case, we believe the dissident  slate will bring a
         fresh  perspective  to the Del Webb board and may help to better  align
         the interests of management with those of shareholders."

         William S. Levine, Manager of Pacific Partners (which owns in excess of

1.0 million  shares of Del Webb stock)  stated,  "We are very gratified that ISS

has  endorsed our slate of nominees.  Now it is up to Del Webb  stockholders  to

rally  behind our  nominees  and us. We are  committed to staying the course and

investigating all reasonable  alternatives for maximizing stockholder value. The

performance of the past cannot be permitted to continue in the future."

         Pacific  Partners asks all Del Webb  stockholders to review the Pacific

Partners  proxy  statement  dated October 19, 2000  carefully.  All  information

regarding Pacific Partners is available at www.pacificpartners.bizland.com.

         The  Pacific   Partners   nominees  for   directors  are  committed  to

investigating all opportunities for maximizing stockholder value, including Shea

and others that become  available.  "While our  nominees,  if elected,  will not

constitute  a majority  of the Del Webb board and thus could not ensure that the

board will explore strategic  alternatives or successfully  enhance  stockholder

value,  we believe that the election of our nominees should be recognized by the

other directors as a mandate for change. Even as a minority presence,  they will

be an active  presence  committed  to  pursuing  avenues  designed  to deal with

current  challenges  that  we  believe  are  impeding  the  company's  financial

flexibility," Levine said.
<PAGE>

                TIME IS SHORT. THE ANNUAL MEETING IS NOVEMBER 2.
                        VOTE YOUR BLUE PROXY CARD TODAY.

         By now, Del Webb  stockholders  should have received Pacific  Partners'
Proxy  Statement  and the  enclosed  BLUE  Proxy  Card to be used for voting for
Pacific Partners' nominees.

         REMEMBER:  EVEN IF YOU  HAVE  ALREADY  VOTED A PROXY  CARD IN  FAVOR OF
MANAGEMENT'S NOMINEES, YOU HAVE EVERY LEGAL RIGHT TO CHANGE YOUR MIND AND VOTE A
BLUE PROXY CARD FOR PACIFIC  PARTNERS'  NOMINEES.  ONLY YOUR LATEST  DATED PROXY
CARD WILL COUNT IN THE FINAL TALLY.

         Your vote is very important.  If you have any questions about voting,
please contact D.F. King & Co., Inc.

                     D.F. King & Co., Inc. - 1-800-207-2872

                                       or

                               [email protected]

                                Please Vote Today

         Information  regarding the identity of the person who, under SEC rules,

may be deemed to be participants in Pacific Partners' solicitation of Del Webb's

stockholders,  and their interests in the solicitation, are set forth in Pacific

Partners' definitive proxy statement filed October 19, 2000 with the SEC. Copies

of the definitive  proxy statement are being mailed to Del Webb's  stockholders.

Stockholders  are urged to read the Pacific  Partners  proxy  statement  and any

other  relevant  documents  that may be filed with the SEC because  they contain

important  information.  All of these  materials are available free of charge at

the Pacific  Partners Web site  (www.pacificpartners.bizland.com).  Stockholders

can  obtain  copies  of these  documents  free of  charge  at the SEC's Web site

(www.sec.gov).  Copies are also  available  free of charge from D.F.  King & Co.

Inc. at  1-800-207-2872  or  [email protected].  Stockholders  should read the

Pacific Partners proxy statement carefully before making any voting decisions.

                                      -30-


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