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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
[_] Definitive Additional Materials
[X] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
ERLY INDUSTRIES INC.
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(Name of Registrant as Specified In Its Charter)
THE POWELL GROUP
FARMERS RICE MILLING COMPANY, INC.
NANETTE N. KELLEY
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(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.
(1) Title of each class of securities to which transaction applies:
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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
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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[LETTERHEAD OF THE POWELL GROUP]
September 9, 1997
ATTENTION PROFESSIONAL INVESTMENT COMMUNITY:
MUST READING BEFORE ADVISING CLIENTS WHO HOLD ERLY INDUSTRIES STOCK
DEAR BRANCH MANAGER/REGISTERED REPRESENTATIVE:
Re: ERLY Industries Inc. (ERLY)
The Powell Group, a substantial shareholder of ERLY Industries Inc., is
soliciting proxies in opposition to the Board of Directors of ERLY. We are
seeking to replace the Board of Directors of ERLY with our highly qualified and
experienced nominees. In our view, the Board of ERLY is guilty of having done
virtually nothing to enhance the value of the Company's common stock over the
last ten years. In August, 1987 ERLY stock traded at $7.016 per share (as
adjusted for stock dividends). On August 29, 1997, ERLY stock was traded at
$8.875 per share.
The Powell Group is holding informational meetings for registered
representatives and ERLY shareholders in the locations listed below. We
encourage you and your clients to attend one of these meetings where
representatives of The Powell Group will be in attendance to discuss our
turnaround program and answer any questions you have.
Grand Hyatt Los Angeles Omni Hotel
345 Stockston Street 930 Wilshire Blvd.
San Francisco, California Los Angeles, California
10:00 AM 10:00 AM
September 15, 1997 September 16, 1997
Warner Center Marriot Irvine Marriot Marriot
21850 Oxnard Street 18000 Von Karman 333 W. Harbor Drive
Woodland Hills, California Irvine, California San Diego, California
10:00 AM 10:00 AM 10:00 AM
September 17, 1997 September 18, 1997 September 19, 1997
We will be calling you soon to see if you will be attending one of these
meetings.
Copies of The Powell Group's Proxy Statement in connection with the ERLY
Industries Annual Meeting of Shareholders scheduled for September 26, 1997 are
now being distributed to all ERLY shareholders and shareholders will receive
these materials soon. Copies also will be available at the meetings. For your
information, we are using a BLUE proxy.
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Please call us if you have any questions or would like additional copies of
our proxy materials. My direct number is (504) 922-4664 and my fax number is
(504) 922-4544.
Thank you for your interest and participation.
Sincerely,
/s/ Nanette N. Kelley
Nanette N. Kelley
The Powell Group has filed with the Securities and Exchange Commission a
proxy statement and other materials relating to the solicitation of proxies with
respect to ERLY Industries and that proxy statement and the other materials are
incorporated herein by reference.