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SCHEDULE 14A
(RULE 14a)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
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 sec.240.14a-11(c) or sec.240.14a-12
OHIO CASUALTY CORPORATION
(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
OHIO CASUALTY CORPORATION
(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: . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
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OHIO CASUALTY CORPORATION
This Proxy is Solicited on behalf of the Board of Directors
ANNUAL MEETING OF SHAREHOLDERS APRIL 15, 1998
Each undersigned shareholder of Ohio Casualty Corporation (the "Company")
hereby constitutes and appoints Joseph L. Marcum and Lauren N. Patch, or
either one of them, with full power of substitution in each of them, the
proxy or proxies of the undersigned to vote at the Annual Meeting of
Shareholders (the "Annual Meeting") of the Company to be held in the
meeting rooms of the Hamiltonian Hotel, One Riverfront Plaza, Hamilton,
Ohio, on Wednesday, April 15, 1998, at 10:30 a.m., local time, and at any
adjournment thereof, all of the common shares of the Company which the
undersigned would be entitled to vote if personally present at such Annual
Meeting, or at any adjournment thereof, as follows:
(1) TO ELECT THE FOLLOWING FOUR DIRECTORS FOR TERMS EXPIRING IN 2001 (CLASS
II) AS SUCCESSORS TO THE CLASS OF FOUR DIRECTORS WHOSE TERMS EXPIRE IN
1998:
[ ] FOR all nominees listed below (except as marked to the contrary below)*
[ ] WITHHOLD AUTHORITY to vote for all nominees listed below
WAYNE EMBRY STEPHEN S. MARCUM STANLEY N. PONTIUS WILLIAM L. WOODALL
* INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE,
WRITE THAT NOMINEE'S NAME IN THE SPACE PROVIDED BELOW.
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(2) TO RATIFY THE SELECTION OF COOPERS & LYBRAND L.L.P. AS INDEPENDENT PUBLIC
ACCOUNTANTS OF THE COMPANY FOR FISCAL YEAR ENDING DECEMBER 31, 1998.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
(3) IN THEIR DISCRETION, TO CONSIDER AND VOTE UPON SUCH OTHER MATTERS AS MAY
PROPERLY COME BEFORE THE ANNUAL MEETING OR ANY ADJOURNMENT THEREOF.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN ACCORDANCE WITH THE
SPECIFIC INDICATION ABOVE. IN THE ABSENCE OF SUCH INDICATION, THIS PROXY WILL
BE VOTED FOR THE ELECTION OF EACH OF THE ABOVE NOMINEES FOR DIRECTOR AND FOR
PROPOSAL (2). IF ANY OTHER MATTERS ARE BROUGHT BEFORE THE MEETING, OR IF A
NOMINEE FOR ELECTION AS A DIRECTOR NAMED IN THE PROXY STATEMENT IS UNABLE TO
SERVE OR FOR GOOD CAUSE WILL NOT SERVE, THE PROXY WILL BE VOTED IN THE
DISCRETION OF THE PROXIES ON SUCH MATTERS OR FOR SUCH SUBSTITUTE NOMINEE(S)
AS THE DIRECTORS MAY RECOMMEND.
All proxies previously given by the undersigned are hereby revoked. Receipt
of the accompanying Proxy Statement and the Annual Report of the Company for
the fiscal year ended December 31, 1997, is hereby acknowledged.
The signature or signatures to this
proxy should be the same as the name
or names which appear hereon.
Persons signing as attorneys,
executors, administrators, trustees
or guardians should give full title
as such.
Dated: , 1998
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Signature(s) of Shareholder(s)
PLEASE MARK, DATE, SIGN AND RETURN PROMPTLY IN THE ENCLOSED STAMPED ENVELOPE.
