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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(RULE 14a-101)
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:
<TABLE>
<S> <C>
[ ] 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 Rule 14a-12
</TABLE>
American Land Lease, 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)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(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):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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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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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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[AMERICAN LAND LEASE LOGO]
IMPORTANT REMINDER
December 11, 2000
Dear American Land Lease Stockholder:
The Annual Meeting of Stockholders of American Land Lease, Inc. is
scheduled for December 20, 2000. THIS LETTER IS TO REMIND YOU THAT YOUR VOTE IS
IMPORTANT TO US NO MATTER HOW MANY SHARES YOU OWN.
As detailed in the proxy statement previously mailed to you, we are
seeking your vote to elect one Class I Director and to approve a proposal to
amend the Company's certificate of incorporation to reduce the total number of
authorized shares of capital stock of the Company.
The reason for the proposal to reduce the number of authorized shares
of capital stock is to lower the franchise tax assessed by the State of Delaware
based on the number of authorized shares of capital stock. We believe this
proposal is in stockholders' best interest because it would provide cost savings
to the Company in the form of a reduction in state tax liability.
FOR REASONS OUTLINED IN THE PROXY STATEMENT YOUR BOARD OF DIRECTORS
UNANIMOUSLY RECOMMENDS THAT STOCKHOLDERS VOTE FOR ALL PROPOSALS.
To date, your proxy has not been received. We encourage you to read
carefully the proxy statement previously mailed to you and to vote promptly
using the enclosed duplicate proxy form.
REMEMBER, A FAILURE TO VOTE WILL HAVE THE SAME EFFECT AS VOTING AGAINST
THE AMENDMENT TO THE CERTIFICATE OF INCORPORATION SINCE THIS PROPOSAL REQUIRES
THE APPROVAL OF 50% OF THE OUTSTANDING SHARES.
If you need another copy of the proxy statement or have any questions,
please call our proxy solicitor, MacKenzie Partners, Inc. toll free at (800)
322-2885 or collect at (212) 929-5500. We appreciate your prompt attention to
voting your shares and thank you for your continued interest in your Company.
Sincerely,
/s/ TERRY CONSIDINE
Terry Considine
Chairman of the Board and
Chief Executive Officer
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[AMERICAN LAND LEASE, LOGO]
IMPORTANT REMINDER
December 11, 2000
Dear American Land Lease Stockholder:
The Annual Meeting of Stockholders of American Land Lease, Inc. is
scheduled for December 20, 2000. THIS LETTER IS TO REMIND YOU THAT YOUR VOTE IS
IMPORTANT TO US NO MATTER HOW MANY SHARES YOU OWN.
As detailed in the proxy statement previously mailed to you, we are
seeking your vote to elect one Class I Director and to approve a proposal to
amend the Company's certificate of incorporation to reduce the total number of
authorized shares of capital stock of the Company.
The reason for the proposal to reduce the number of authorized shares
of capital stock is to lower the franchise tax assessed by the State of Delaware
based on the number of authorized shares of capital stock. The Company's
certificate of incorporation presently authorizes the issuance of 50,000,000
shares of capital stock: 35,000,000 shares of common stock and 15,000,000 shares
of preferred stock. We are seeking your approval to amend the Company's
certificate of incorporation to reduce the number of authorized shares of
capital stock so that there are 13,000,000 shares of total authorized capital
stock: 12,000,000 shares of common stock and 1,000,000 shares of preferred
stock. We believe this proposal is in stockholders' best interest because it
would provide cost savings to the Company in the form of a reduction in state
tax liability.
FOR REASONS OUTLINED IN THE PROXY STATEMENT YOUR BOARD OF DIRECTORS
UNANIMOUSLY RECOMMENDS THAT STOCKHOLDERS VOTE FOR ALL PROPOSALS.
To date, your proxy has not been received. We encourage you to read
carefully the proxy statement previously mailed to you and to vote promptly
using the enclosed duplicate proxy form. If it is convenient, you may also vote
by telephone or over the Internet. Simply follow the instructions included with
this letter.
REMEMBER, A FAILURE TO VOTE WILL HAVE THE SAME EFFECT AS VOTING AGAINST THE
AMENDMENT TO THE CERTIFICATE OF INCORPORATION SINCE THIS PROPOSAL REQUIRES THE
APPROVAL OF 50% OF THE OUTSTANDING SHARES.
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If you need another copy of the proxy statement or have any questions,
please call our proxy solicitor, MacKenzie Partners, Inc. toll free at (800)
322-2885 or collect at (212) 929-5500. We appreciate your prompt attention to
voting your shares and thank you for your continued interest in your Company.
Sincerely,
/s/ TERRY CONSIDINE
Terry Considine
Chairman of the Board and
Chief Executive Officer
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INSTRUCTIONS FOR VOTING BY TELEPHONE
* Call the 800 telephone number located in the upper
left of the enclosed proxy.
* Use your 12 digit control number which is located
above Proposal 1 to Access the voting menu.
INSTRUCTIONS FOR VOTING VIA THE INTERNET
* Contact www.PROXYVOTE.com.
* Use your 12 digit control number which is located
above Proposal 1 to access the voting screen.
If you have any questions, or need assistance in
voting your shares, please contact our proxy
solicitor, MacKenzie Partners, Inc. at
(800) 322 - 2885 (toll-free) or (212) 929 - 5500
(call collect).
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