KOLLMORGEN CORP
DFAN14A, 1997-12-23
MOTORS & GENERATORS
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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 / /
 
    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
 
                           PACIFIC SCIENTIFIC COMPANY
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                (Name of Registrant as Specified In Its Charter)
 
                            KOLLMORGEN CORPORATION
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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)(1) 
     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,
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    (4) Date Filed:

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                                           Contacts:  Roy Winnick or Mark Semer
                                                      Kekst and Company
                                                      212-521-4842 or 4802


                  KOLLMORGEN CORPORATION ISSUES STATEMENT


WALTHAM, Mass., December 22, 1997 -- Kollmorgen Corporation (NYSE:KOL), of 
Waltham, Mass., said today that it is disappointed that the Board of 
Directors of Pacific Scientific Company (NYSE:PSX) had recommended that 
Pacific Scientific's shareholders not support Kollmorgen's $20.50 per share 
offer to acquire Pacific Scientific without first engaging in discussions 
with Kollmorgen management to learn more about Kollmorgen's proposal.  
Kollmorgen firmly believes that a business combination between Kollmorgen and 
Pacific Scientific will bring significant benefit to the shareholders of both 
companies and continues to seek a friendly negotiated transaction.

In this regard, Kollmorgen noted that the Pacific Scientific Board indicated 
that it has authorized management and its financial advisors to explore 
alternatives to maximize shareholder value, including a possible sale of the 
company.  While Kollmorgen is encouraged by that statement, Kollmorgen is 
continuing to solicit consents to call a special shareholder meeting of 
Pacific Scientific in order to ensure that Pacific Scientific's shareholders 
will be able to realize the benefits of the proposed transaction in a timely 
manner.  Accordingly, Kollmorgen continues to strongly encourage Pacific 
Scientific shareholders to execute and return the white form of consent 
previously distributed to Pacific Scientific shareholders as soon as possible.

Kollmorgen's primary business is in the area of high-performance electronic 
motion control.  Growth in this business area is fueled by the need for 
higher productivity in every industrial, commercial, aerospace, and consumer 
market segment.  Additional information can be found on the World Wide Web at 
http://kollmorgen.com.

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