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 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 Under Rule 14a-12
First Financial Fund, Inc.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
(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:
- --------------------------------------------------------------------------------
(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:
- --------------------------------------------------------------------------------
<PAGE>
IMPORTANT REMINDER
FIRST FINANCIAL FUND, INC.
Special Meeting of Stockholders
To be held on April 25, 2000
March 30, 2000
Dear Stockholder:
Recently we distributed proxy material regarding the Special Meeting of
Stockholders for First Financial Fund, Inc. scheduled to take place at 10:30 am
on TUESDAY, APRIL 25, 2000. Our records indicate that we have not yet received
your voting instructions. (If you have already submitted your vote, we apologize
for the inconvenience.) We encourage you to exercise your right to vote so that
we may have a majority opinion from the stockholders of the Fund. Please take a
few moments to cast your vote. If you do not plan to attend the Meeting, we need
to receive your vote by Monday, April 24, 2000.
The sole purpose of the Meeting is to consider a proposal to amend the
Fund's charter to require a two-thirds vote to change the Fund's investment
objectives, to change its policy of concentration in banking, savings, and
mortgage banking companies and to engage in certain business combinations with
affiliated persons. Approval of this proposal will have no effect on how the
Fund's portfolio is managed. Indeed, it will make it more likely that its core
focus will remain the same in the future. THE BOARD OF DIRECTORS UNANIMOUSLY
RECOMMENDS THAT SHAREHOLDERS VOTE TO APPROVE THIS CHANGE. Please see the proxy
statement previously mailed to you for further information.
For your convenience, we have established four easy methods for you to
vote:
1. BY INTERNET: Visit the website WWW.PROXYCARD.COM and enter
the control number found on your proxy card.
2. BY PHONE: Dial the toll-free number found on the proxy
card and follow the simple instructions.
3. BY MAIL: Complete the enclosed proxy card and return it in
the enclosed postage-paid envelope. Please utilize this option only if
enough time remains for your vote to be received in time for the
Meeting.
REMEMBER, YOUR VOTE COUNTS. VOTE TODAY!
Please take the time to vote your shares to reduce the need for
additional solicitation efforts or costly meeting adjournments.
Thank you for your prompt attention.
Very truly yours,
/s/
THOMAS T. MOONEY
PRESIDENT AND DIRECTOR
