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 [ ]
Filed by a party other than the registrant [x]
Check the appropriate box:
[ ] Preliminary proxy statement
[ ] Deffinitive proxy statement
[ ] Definitive additional materials
[x] Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
Showbiz Pizza Time, Inc.
(Name of Registrant as Specified in Its Charter)
Showbiz Pizza Independent Stockholders Committee
(Name of Person Filing Proxy Statement)
Payment of filing fee (Check the appropriate box):
[ ] $125 per Exchange Act Rule 0-11(c)(1)(ii), 14a-6(i)(1), or
14a-6(j)(2).
[ ] $500 per each party to the controversy pursuant to Exchange
Act Rule 14a-6(i)(3).
[ ] 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:
Not applicable.
(2) Aggregate number of securities to which transactions applies:
Not applicable.
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11:
Not applicable.
(4) Proposed maximum aggregate value of transaction:
Not applicable.
[x ] 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:
$500
<PAGE>
(2) Form, schedule or registration statement no.:
Schedule 14A
(3) Filing party:
The Showbiz Pizza Independent Stockholders Committee
(4) Date filed:
5/23/95
<PAGE>
SHOWBIZ PIZZA INDEPENDENT STOCKHOLDERS COMMITTEE
9665 Wilshire Boulevard
Suite 200
Beverly Hills, California 90212
(310) 247-2700
May 23, 1995
Don't Vote the Management Proxy Card
Dear Fellow Stockholders:
The Showbiz Pizza Independent Stockholders Committee (the
"Committee"), currently comprised of members who, in aggregate,
hold 6.4% of the Company's Common Stock, is seeking your support
to elect Joshua S. Friedman to the Company's Board of Directors at
the Company's Annual Meeting to be held June 8, 1995.
The Committee has filed a preliminary Proxy Statement with
the Securities and Exchange Commission which sets out the reasons
for and background to the nomination of Mr. Friedman. These
materials will be mailed to all stockholders at the earliest
practicable time. In the meantime, you are strongly urged not to
sign or return any proxy you may receive from management of the
Company.
We look forward to hearing from you and working on your
behalf.
Very truly yours,
Showbiz Pizza Independent
Stockholders Committee
By:/s/ Mitchell R. Julis
Mitchell R. Julis
Committee Members as of May 23, 1995
New Valley Corporation
New Valley Holdings, Inc.
BGLS Inc.
Brooke Group Ltd.
Bennett S. LeBow
Canyon Partners Incorporated
CPI Securities, LP
Canpartners Incorporated
Mitchell R. Julis
R. Christian B. Evensen
Joshua S. Friedman
K. Robert Turner
<PAGE>
