<PAGE>
SCHEDULE 14A
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))
[_] Definitive Proxy Statement
[X] Definitive Additional Materials
[_] Soliciting Material Pursuant to (S) 240.14a-11(c) or (S) 240.14a-12
Avalon Holdings Corporation
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
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 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:
-------------------------------------------------------------------------
Notes:
<PAGE>
A PROXY AVALON HOLDINGS CORPORATION
Proxy Solicited on Behalf of the Board of Directors of
the Company for the Annual Meeting April 29, 1999
The undersigned hereby appoints Ronald E. Klingle, Darrell D. Wilson and
Jeffrey M. Ginstein, and each or any of them, attorneys and proxies with full
power of substitution, to represent the undersigned at the Annual Meeting of
Shareholders of Avalon Holdings Corporation to be held at the Grand Pavilion
located at One American Way Warren, Ohio, on Thursday, April 29, 1999 at 10:00
a.m., local time, and at any adjournment thereof, and to vote the number of
shares of Class A Common Stock that the undersigned would be entitled to vote if
personally present on all proposals coming before the meeting which are more
fully described in the Notice of Annual Meeting and Proxy Statement, receipt of
which is hereby acknowledged, relating to such Annual Meeting, in the manner
specified and on any other business that may properly come before the meeting.
(Continued and to be marked, dated and signed on other side)
-----------
|SEE REVERSE|
| SIDE |
-----------
<PAGE>
Please date, sign and mail your
proxy card back as soon as possible!
Annual Meeting of Shareholders
AVALON HOLDINGS CORPORATION
April 29, 1999
Class A Common Stock
\/ Please Detach and Mail in the Envelope Provided \/
A[X]Please mark your
votes as in this
example.
The Board of Directors recommends a vote
FOR the election of the following nominees:
FOR WITHHELD
1. ELECTION [ ] [ ] Nominees: Sanford B. Ferguson
OF Stephen L. Gordon
DIRECTORS
BY THE HOLDERS OF CLASS A COMMON STOCK
For, except vote withheld from the following nominee(s):
You are encouraged to specify your choice by marking the appropriate box, but
you need not mark any box if you wish to vote in accordance with the Board of
Directors' recommendations. The Proxies cannot vote your shares unless you sign
and return this Card. A return envelope is enclosed.
(Change of address)
-----------------------------------------
-----------------------------------------
-----------------------------------------
-----------------------------------------
SIGNATURE(S): DATE
--------------------------------------------- -----------------
SIGNATURE(S): DATE
--------------------------------------------- -----------------
Note: 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
<PAGE>
B PROXY AVALON HOLDINGS CORPORATION
Proxy Solicited on Behalf of the Board of Directors of
the Company for the Annual Meeting April 29, 1999
The undersigned hereby appoints Ronald E. Klingle, Darrell D. Wilson and
Jeffrey M. Ginstein, and each or any of them, attorneys and proxies with full
power of substitution, to represent the undersigned at the Annual Meeting of
Shareholders of Avalon Holdings Corporation to be held at the Grand Pavilion
located at One American Way, Warren, Ohio, on Thursday, April 29, 1999 at 10:00
a.m., local time, and at any adjournment thereof, and to vote the number of
shares of Class B Common Stock that the undersigned would be entitled to vote if
personally present on all proposals coming before the meeting which are more
fully described in the Notice of Annual Meeting and Proxy Statement, receipt of
which is hereby acknowledged, relating to such Annual Meeting, in the manner
specified and on any other business that may properly come before the meeting.
(Continued and to be marked, dated and signed on other side)
-----------
|SEE REVERSE|
| SIDE |
-----------
<PAGE>
Please date, sign and mail your
proxy card back as soon as possible!
Annual Meeting of Shareholders
AVALON HOLDINGS CORPORATION
April 29, 1999
Class B Common Stock
\/ Please Detach and Mail in the Envelope Provided \/
A[X]Please mark your
votes as in this
example.
The Board of Directors recommends a vote
FOR the election of the following nominees:
FOR WITHHELD
1. ELECTION [ ] [ ] Nominees: Ronald E. Klingle
OF Darrell D. Wilson
DIRECTORS Robert M. Arnoni
BY THE HOLDERS OF CLASS B COMMON STOCK
For, except vote withheld from the following nominee(s):
You are encouraged to specify your choice by marking the appropriate box, but
you need not mark any box if you wish to vote in accordance with the Board of
Directors' recommendations. The Proxies cannot vote your shares unless you sign
and return this Card. A return envelope is enclosed.
(Change of address)
-----------------------------------------
-----------------------------------------
-----------------------------------------
-----------------------------------------
SIGNATURE(S): DATE
--------------------------------------------- -----------------
SIGNATURE(S): DATE
--------------------------------------------- -----------------
Note: 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
