Excel Midas Gold Shares, Inc.
16955 Via del Campo, Suite 120
San Diego, California 92127
Supplement To The Proxy Statement Dated July 25, 1995 Pursuant To Rule
14a-14 Of Regulation 14A Under The Securities Exchange Act Of 1934
As explained in greater detail in the proxy statement, into which this
supplement is incorporated by reference, the Fund's proposed new investment
manager is Midas Management Corporation and the proposed new distributor is
Investor Service Center, Inc., each of which is a wholly-owned subsidiary of
Bull & Bear Group, Inc., a New York based manager of the Bull & Bear family of
eight mutual funds with total assets in excess of $230 million. Bull & Bear
Securities, Inc., also a wholly-owned subsidiary of Bull & Bear Group, Inc., is
a discount brokerage firm anticipated to provide the Fund with certain brokerage
services, at its posted discount rates, after the reorganization. Investor
Service Center is the distributor of the Bull & Bear Funds, which have included
Bull & Bear Gold Investors Ltd. since 1974, a fund with investment objectives
and policies generally similar to those of the Fund, particularly the
concentration of investments in companies involved with precious metals and in
precious metals bullion itself.
Bull & Bear Gold Investors has also scheduled a shareholders' meeting
for August 25, 1995 to consider a subadvisory agreement with Lion Resource
Management Limited ("Lion") substantially similar to the proposed subadvisory
agreement for the Fund with the applicable percentage of Net Fees paid to Lion
differing due to, among other things, the funds' relative net assets. Upon the
closing of the reorganization of the Fund, Lion will receive a finder's fee of
$10,000 from Midas Management. Each of the nominees for the Board of Directors
of the Fund currently serves as a member of the Board of Directors of Bull &
Bear Gold Investors, and is being nominated for re-election. Finally, we are
pleased to inform you that Mr. Kjeld Thygesen, the Managing Director of Lion,
who will continue to serve as portfolio manager of the Fund (together with Midas
Management's Investment Policy Committee), has announced the appointment of Mr.
James Turk as a Director of Lion upon approval of the Fund's proposed
subadvisory agreement. Mr. Turk is widely recognized as a speaker and writer on
gold investing, currencies, and macroeconomic developments, and has also been
advising private accounts investing in commodities since 1981.
The Fund's shareholder meeting will be held on August 25, 1995 at 10:00
a.m. In order to avoid the additional expense of further solicitations, we ask
your cooperation in mailing in your proxy card promptly in the postage paid
envelope previously provided if you do not expect to attend the meeting. Please
refer to the July 25, 1995 proxy notice and statement for more complete
information.
August 10, 1995