PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
SECURITIES EXCHANGE ACT OF 1934
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 Section 240.14a-11(c)
or Section 240.14a-12
MAXXAM Inc.
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(Name of Registrant as Specified In Its Charter)
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/x / No fee required.
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-
11.
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pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
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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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AN IMPORTANT MESSAGE
FROM YOUR BOARD OF DIRECTORS
April 11, 1997
Dear Fellow Stockholder:
You may shortly receive proxy solicitation materials from a group of
shareholders including the "As You Sow" foundation and the "Rose Foundation
for Communities and the Environment." This dissident shareholder group has
advised the Company that they own an aggregate of 150 shares of the
Company's common stock and intends to ask for your support in their efforts
to replace two of your Director nominees with two of their own nominees.
Additionally, they intend to solicit your support for their shareholder
resolution to, among other things, swap 60,000 acres of timberland in
northern California owned by a subsidiary of your Company for an alleged
"debt" related to the Company's former position as a minority stockholder
in a federal savings and loan association. This proposal is inconsistent
with your Company's historic agreement with the United States and the State
of California entered into in September of 1996 which would preserve 7,500
acres of timberlands including the Headwaters Forest and fairly compensate
your Company.
For reasons we will outline in further detail in materials you will
receive shortly, YOUR MANAGEMENT OPPOSES THIS DISSIDENT GROUP'S NOMINEES
AND THEIR SHAREHOLDER RESOLUTION.
DO NOT VOTE ANY PROXY CARDS
UNTIL YOU HEAR MORE FROM YOUR MANAGEMENT!
We urge you not to vote any proxy card sent to you by this dissident
group. Please wait to hear more from your management. We appreciate your
patience and support.
In the meantime, if you have any questions, please call our proxy
solicitor, Corporate Investor Communications, Inc. at:
1-800-346-7885 (Toll-free)
or Collect at: 201-896-1900
Very truly yours,
/s/ Byron L. Wade
Byron L. Wade
Secretary to the Board of Directors
