ERLY INDUSTRIES INC
DFAN14A, 1997-10-08
GRAIN MILL PRODUCTS
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                           SCHEDULE 14A INFORMATION

          Proxy Statement Pursuant to Section 14(a) of the Securities
                    Exchange Act of 1934 (Amendment No.  )
        
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 Section 240.14a-11(c) or Section 240.14a-12

                             ERLY INDUSTRIES INC.
- --------------------------------------------------------------------------------
               (Name of Registrant as Specified In Its Charter)

                               THE POWELL GROUP
                      FARMERS RICE MILLING COMPANY, INC.
                               NANETTE N. KELLEY
- --------------------------------------------------------------------------------
   (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)(4) and 0-11.

   
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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
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     (4) Date Filed:

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Notes:

<PAGE>
 
                       [LETTERHEAD OF THE POWELL GROUP]

                                October 7, 1997

Dear ERLY Shareholder:

     Please allow me to thank you for the time you took today to visit with me 
regarding the Annual Meeting of ERLY Industries, Inc.

     As you know, the outcome of this meeting will determine whether existing 
management, which we believe has poorly represented shareholder interests, will 
be allowed to continue.  We are hopeful that our proposed director nominees, 
whose values include honesty and integrity, will be able to truly make a 
difference for the shareholders of ERLY.

     We believe the shareholders deserve to have the value of their shares 
increased by building shareholders' equity, and by decreasing the cost of 
capital.  Our proposed directors are committed to holding management accountable
for those results.

     If you would like me to send you any information to help you make your 
decision about how to vote in this contest, please let me know.

                                          Sincerely,


                                          /s/ Nanette N. Kelley
                                          ----------------------
                                          Nanette N. Kelley


NNK/wsr


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