<PAGE>
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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 (S) 240.14a-11(c) or (S) 240.14a-12
Mercantile Mutual Funds, Inc.
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(Name of Registrant as Specified In Its Charter)
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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:
-------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
-------------------------------------------------------------------------
(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):
-------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
-------------------------------------------------------------------------
(5) Total fee paid:
-------------------------------------------------------------------------
[_] 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:
-------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
-------------------------------------------------------------------------
(3) Filing Party:
-------------------------------------------------------------------------
(4) Date Filed:
-------------------------------------------------------------------------
Notes:
<PAGE>
================================================================================
GENERIC REGISTERED
TELEPHONE PROXY VOTING SERVICE
DIALOGUE
1-800-690-6903
================================================================================
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
1 Greeting 1 Hello. Thank you for calling the Telephone Proxy
Voting Service.
. Go to dialogue # 2.
2 Greeting 2 Press one if you are calling from a touch-tone phone
and have your Proxy Form in front of you.
. Enter `1'.
. Go to dialogue # 3.
. Enter invalid response. "Please call back when you
----------------
have your Proxy Form. Thank you for calling the
Telephone Proxy Voting Service. This concludes
your transaction."
. Disconnect.
. When an invalid response of more than 1 digit
----------------
is entered, the caller is disconnected without
a message.
. Enter nothing. "Please call back when you have
-------------
your Proxy Form. Thank you for calling the
Telephone Proxy Voting Service. This concludes
your transaction."
. Disconnect.
3 Let's Begin Let's begin.
. Go to dialogue # 4.
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
4 Enter CN Please enter the twelve digit Control Number located
on the left side of the Proxy Form above the
directors.
. Enter 12 valid Control Number digits during or
== ----
after dialogue #s 3 & 4.
. Go to dialogue # 5.
. Enter 12 invalid Control Number digits during or
== -------
after dialogue #s 3 & 4. "Sorry, your Control
Number is invalid."
. Go to dialogue # 4.
- A third invalid attempt triggers the
-------
`Sorry Problems' message and disconnects - .
. Enter 1 to 11 invalid digits/characters during or
======= -------
after dialogue #s 3 & 4. "Sorry, your input was
invalid."
. Go to dialogue # 4
- A third invalid attempt triggers the
-------
`Sorry Problems' message and disconnects - .
. Enter nothing. "I have not received your
-------------
response." or "Sorry, your input was invalid."
. Go to dialogue # 4.
- A third no response triggers the `Sorry
-----------
Problems' message and disconnects - .
5 Thank You Thank you.
When vote is in advance of the meeting date . . .
. Go to dialogue # 6.
or
When vote is on the day of or passed the meeting date
"Your vote cannot be accepted. It is the day of
the meeting or the vote is late."
. Go to dialogue # 4.
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
6 Accept Default If you elect to vote as the Board of Directors
recommends, press one. If you elect to vote on
directors and proposals individually, press two.
. Enter `1'.
. Go to dialogue # 24.
. Enter `2'.
. Go to dialogue # 7.
. Enter nothing or an invalid response. "I have
------- -------
not received your response." or "Sorry, your
input was invalid."
. Go to dialogue # 6.
- A third no response or invalid
----------- -------
response triggers the `Sorry
--------
Problems' message and disconnects
-.
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
. Dialogues numbered 7/2/ through 15 and 19 are only reached when there are
nominees to vote on--and caller elects to vote on directors and proposals
individually.
7 Nominee Vote /1/ There are zero nominees for this proxy vote.
**Dialogue . Go to dialogue # 16.
/1/ or /2/
depending OR
on whether
there are /2/ If you wish to vote for all nominees, press one.
Nominees To withhold all nominees, press two.
for this To withhold specific nominees, press three.
proxy vote . Enter `1'.
. Go to dialogue # 8.
. Enter `2'.
. Go to dialogue # 9.
. Enter `3'.
. Go to dialogue # 10.
. Enter nothing or an invalid response. "I have
------- -------
not received your response." or "Sorry, your
input was invalid."
. Go to dialogue # 7.
- A third no response or invalid
----------- -------
response triggers the `Sorry Problems'
--------
message and disconnects - .
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
8 For All You have voted for all nominees. If this is correct,
Nominees press one. If this is not correct, press two.
. Enter `1'.
. Go to dialogue # 16.
. Enter `2'.
. Go to dialogue # 7.
. Enter nothing or an invalid response. "I have not
------- -------
received your response." or "Sorry, your input
was invalid."
. Go to dialogue # 8.
- A third no response or invalid
----------- -------
response triggers the `Sorry Problems'
--------
message and disconnects - .
9 Withhold You have voted to withhold all nominees. If this
All Nominees correct press one. If this is not correct, press two.
. Enter `1'.
. Go to dialogue # 16.
. Enter `2'.
. Go to dialogue # 7.
. Enter nothing or an invalid response. "I have not
------- -------
received your response." or "Sorry, your input was
invalid."
. Go to dialogue # 9.
- A third no response or invalid response
----------- ----------------
triggers the `Sorry Problems' message
and disconnects - .
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
10 Specific You have chosen to withhold Specific Nominees.
Nominee . Go to dialogue # 11.
11 Enter Nominee Enter the two digit number that is in front of the
name of the nominee you wish to withhold. If you are
finished, enter zero .
. Enter valid two digit number between 1 and 10.
-----
. Go to dialogue # 12.
. Enter valid two digit number between 1 and 10
-----
that was previously entered -therefore a
duplicate nominee number.
. Go to dialogue # 13.
. Enter `00'.
. Go to dialogue # 16.
. Enter invalid digit(s).
-------
. Go to dialogue # 14.
. Enter nothing.
-------
. Go to dialogue # 16.
12 Verify Nominee You have entered Nominee Number . . . . If this is
correct, press one. If this is not correct, press
two.
. Enter `1'.
. Go to dialogue # 15.
. Enter `2'.
. Go to dialogue # 15.
. Enter nothing or an invalid response. "I have not
------- ----------------
received your response." or "Sorry, your input
was invalid."
. Go to dialogue # 12. -- (Only "if...correct,
press one - if...not correct, press two" is
repeated.)
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
- A third no response or invalid response
----------- ----------------
triggers `Sorry Problems' message and
disconnects - .
<PAGE>
Dialogue Type Of
Number Dialogue Dialogue
------ -------- --------
13 Dup Nominee You have already selected Nominee
Number...
. Go to dialogue # 15.
14 Invalid Your entry was invalid. The Nominee
Nominee Number must be between one and ten.
. Go to dialogue # 15.
15 Another If you wish to withhold another nominee,
Nominee enter the two digit number that is in
front of the name of the nominee you
wish to withhold. If you are finished,
enter zero zero.
. Enter valid two digit number between
-----
1 and 10 to withhold another nominee.
. Go to dialogue # 12.
. Enter valid two digit number
-----
between 1 and 10 that was
previously entered - therefore a
duplicate nominee number.
. Go to dialogue # 13.
. Enter '00'.
. Go to dialogue # 16.
. Enter invalid nominee number.
-------
. Go to dialogue # 14.
. Enter nothing.
-------
. Go to dialogue # 16.
16 Proposal Proxy Voting continues with Proposal
Voting Voting.
. Go to dialogue # 17.
17 Proposal We are ready to accept your vote
Name for Proposal........
. Go to dialogue # 18.
<PAGE>
Dialogue Type Of
Number Dialogue Dialogue
------ -------- --------
18 Proposal Vote If you are voting for this proposal,
press one. If you are voting against this
proposal, press two. If you wish to
abstain, press three.
. Enter `1', `2', `3', etc. (proposal
numbers may vary) to vote on a
specific proposal.
. Go to dialogue # 17 to vote on
----------
another proposal.
----------------
. Go to dialogue # 19 after all
---------
proposals are voted.
-------------------
. Enter nothing or invalid response. "I
------- ----------------
have not received your response." or
"Sorry, your input was invalid."
. Go to dialogue # 17.
- A third no response
-----------
or invalid response
----------------
triggers `Sorry
Problems' message and
disconnects-.
19 Nominee Vote When there are no nominees....
== ========
Confirmation . Go to dialogue # 20
When there are nominees.......
=== ========
You have voted for all Nominees.
or
You have voted to withhold all Nominees.
or
You have voted to withhold Nominee....
. Go to dialogue # 20.
20 For Proposal You have voted for Proposal....
21 Against You have voted against Proposal.......
Proposal
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
22 Abstain You have voted to abstain from Proposal...
Proposal
. Dialogues 20, 21, and 22 are repeated until all
proposal votes are verified.
. Go to dialogue # 23.
23 Confirm Votes If this is correct, press one. If this is not
correct, press two. If you would like your vote
repeated to you, press three.
. Enter `1'. "A vote has been recorded for
Control Number.................".
. Go to dialogue # 26.
. Enter `2'.
. Go to dialogue # 6.
- A third entry of this response
triggers the `Too Many Incorrect'
message, followed by the `Sorry
Problems' message and disconnects-.
. Enter `3'.
. Go to dialogue # 19.
. Enter nothing or invalid response. "I have not
------- -------
received your response." or "Sorry, your input
was invalid."
. Go to dialogue # 19, 20, 21, 22.
- A third no response or invalid response
----------- -----------------
triggers `Sorry Problems' message and
disconnects - .
24 Vote You have elected to vote as the Board of
Recommend Directors has recommended.
. Go to dialogue # 25.
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
25 Board Recommended elections include a vote to approve all
Recommends proposed nominees and a vote for proposals zero one,
zero two, zero four. If this is correct, press one. If
this is not correct, press two. If you would like your
vote repeated to you, press three.
. Enter `1'. "A vote has been recorded for
Control Number....................".
. Go to dialogue # 26.
. Enter `2'.
. Go to dialogue # 6.
- A third entry of this response triggers
the `Too Many Incorrect' message, followed
by the `Sorry Problems' message and
disconnects - .
. Enter `3'.
. Go to dialogue # 24.
. Enter nothing or an invalid response. "I have not
------- ----------------
received your response." or "Sorry, your input was
invalid."
. Go to dialogue # 24.
- A third no response or invalid response
----------- -----------------
triggers `Sorry Problems' message and
disconnects - .
<PAGE>
Dialogue Type of
Number Dialogue Dialogue
------ -------- --------
26 Conclude If this concludes your business, press one. If
Business you would like to vote for another Proxy Election,
press two.
. Enter `1'.
. Go to dialogue # 27.
. Enter `2'.
. Go to dialogue # 27.
. Enter nothing or invalid response. "I have not
------- -------
received your response." or "Sorry, your input
was invalid."
. Go to dialogue # 26.
- A third no response or invalid response
----------- ----------------
triggers `Sorry Problems' message and
disconnects- .
27 Record Votes All of your votes have been recorded by the
Telephone Proxy Voting Service. Do not mail in
your proxy card. Keep it as a record of your vote.
. Go to dialogue # 4 - if voting for another
=====================
Proxy Election based on voter's response to
==============
dialogue # 26.
. Go to dialogue # 28 - if not voting for
=================
another Proxy Election based on voter's
======================
response to dialogue # 26.
28 Thank You Thank you for calling the Telephone Proxy Voting
Service. This concludes your transaction.
. Disconnect.
<PAGE>
STANDARD DIALOGUES REPEATED UNDER VARIOUS CONDITIONS
The dialogues below are spoken under various circumstances. Generally, the
"Sorry Problems" dialogue is repeated on the third attempt to get valid
information.
TYPE OF
INSTRUCTION DIALOGUE
----------- --------
Sorry Problems We are sorry you are experiencing problems entering your
vote. Please call later and try again.
. NOTE
The "Sorry Problems" dialogue is generally repeated after
any combination of three invalid responses or non
----------------- -- ---
responses to a set of dialogues. This is followed by a
---------
disconnection.
Too Many Incorrects You have made too many incorrect entries. Please call back
when you have the correct information.
. NOTE
The "Too Many Incorrects" dialogue is generally repeated
when there are several changes and inconsistencies
responding to a set of dialogues. This is followed by the
"Sorry Problems" dialogue and a disconnection.
Invalid Input Sorry, your input was invalid.
Pause .5 [ 500 ms of silence ] (Amount of pause time permitted
between caller's vote and continuation of telephone
dialogue.)
<PAGE>
WELCOME TO PROXYVOTE.COM
Please select one of the links below...
If you received your proxy material in the mail, please have your material and
your control number ready.
If you received a notification via e-mail, please have your control number and
Personal Identification Number ready.
To submit your voting instructions over our secure site, click HERE.
If your browser cannot support secure transactions via SSL encryption, click
HERE.
Need to update to a security enabled browser? Click HERE.
<PAGE>
You can submit your proxy voting instructions right over the Internet
It's fast, convenient, and your voting instructions are immediately posted.
If you received notification by postal mail:
1. Read the Proxy Statement. The accompanying Voting Instruction Form or
Proxy Card contains your Control Number.
2. Enter the 12 digit Control Number to access an electronic ballot.
3. Complete the electronic ballot and submit your voting instructions.
4. Provide your E-Mail address if you want confirmation of your voting
instructions.
If you received notification by E-Mail:
1. To access an electronic ballot, enter the 12 digit Control Number
contained in your E-Mail message and the PERSONAL IDENTIFICATION
NUMBER (PIN) you used when you enrolled for electronic delivery.
2. The ballot displayed contains Internet Links to the Proxy Statement
and the Annual Report, read them carefully.
3. Complete the ballot and submit your voting instructions.
Enter your CONTROL NUMBER: _______________ (Please skip any spaces)
Enter your PERSONAL IDENTIFICATION NUMBER (PIN): _______ (Required for the
E-Mail option only)
Click to Continue
Need to update your browser or download the Adobe Acrobat(R) Reader? CLICK HERE
-2-
<PAGE>
MERCANTILE MUTUAL FUNDS, INC. Special Meeting
to be held on 10/13/2000 for holders as of 08/29/2000
CUSIP 587423-stockClass
Your Control Number:
Directors' Recommendations:
Choose this if you would like to vote your shares following directors'
recommendations. See below for the detailed recommendations. Please read it
carefully.
Vote my shares per directors' recommendations
Proxy Ballot:
PROPOSALS:
Please indicate your proposal selections by clicking on the fields below.
01. PROPOSAL TO APPROVE A NEW SUB-ADVISORY AGREEMENT BETWEEN FIRSTAR INVESTMENT
RESEARCH & MANAGEMENT COMPANY, LLC AND CLAY FINLAY INC. WITH RESPECT TO THE
PORTFOLIO.
Directors Recommend: FOR
[_] For [_] Against [_]Abstain
Vote my shares per the above selections
Legal Proxy:
Choose this only if you plan to attend and vote your shares at the meeting.
IMPORTANT: By choosing this option, we are precluded from voting your shares on
your behalf. A Legal Proxy covering your securities will be issued to you.
Your Legal Proxy must be presented at the meeting for your shares to be
represented. Do not make any other marks on this ballot.
I plan to attend the meeting
DO NOT use this option if you hold shares directly with the issuer, rather than
through a bank or broker.
Click to see: "Letter to our clients regarding voting authority"
-3-
<PAGE>
Voting Instructions
To our clients:
We have been requested to forward to you the displayed proxy material (ballot)
- relative to securities held by us in your account but not registered in your
name. Such securities can be voted only by us as the holder of record. We
shall be pleased to vote your securities in accordance with your wishes, if you
will execute the ballot and submit it as per the instruction on this Internet
site. It is understood that if you submit the ballot without otherwise marking
it the securities will be voted as recommended by the Board of Directors on all
matters to be considered at the meeting.
For the meeting, the extent of our authority to vote your securities in the
absence of your instructions is as follows:
We urge you to submit your instructions so that we may vote your securities in
accordance with your wishes.
However, the rules of the New York Stock Exchange provide that if instructions
are not received from you prior to the issuance of the first vote the proxy may
be given at discretion by the holder of record of the securities (on the tenth
day, if the proxy material was mailed/transmitted at least 15 days prior to the
meeting date; on the fifteenth day if proxy material was mailed/transmitted 25
days or more prior to the meeting date). If you are unable to communicate with
us by such date, we will nevertheless follow your instructions, even if our
discretionary vote has already been given, provided your instructions are
received prior to the meeting date.
Should you wish to please check the box on the ballot and submit it as per the
instruction on this Internet site. A legal proxy covering your securities will
be issued to you.
-4-
<PAGE>
Thank You For Voting
To enter your next Control Number Click Here
InvestorDelivery.com
You now have the option to receive future shareholder communications (Annual
Reports, Proxy Statement, Quarterly Reports, etc.) electronically, instead of in
print. This will save postage and mailing costs for the securities in which you
have invested.
Participation is completely your choice. To send future shareholder
communications to you electronically we require your permission. Simply click
on the link below to access the InvestorDelivery.com site.
In the future, when, and if, material is available electronically, we will send
you an e-mail which will contain information that will point you to an Internet
location where the material is available, along with a link to ProxyVote.com
(when applicable) to submit your voting instructions. You only have to enroll
this investment account once. We hope you will give this option your serious
consideration.
If you wish to enroll for electronic delivery of shareholder material, or to
view, modify or cancel your enrollment information, please Click Here.
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