<PAGE>
Exhibit (a)(1)(G)
NATIONAL DISCOUNT BROKERS GROUP, INC.
10 Exchange Place Centre
15th Floor
Jersey City, NJ 07302-3913
[Logo: Duck] Telephone: 201-946-2200
Facsimile: 201-946-4510
October 24, 2000
Dear Stockholder:
We are pleased to inform you that National Discount Brokers Group, Inc. has
signed a merger agreement with Deutsche Bank AG and Deutsche Acquisition
Corp., pursuant to which Deutsche Acquisition Corp. has today commenced a
tender offer to purchase all outstanding shares of NDB common stock not
already owned by Deutsche Bank and its wholly owned subsidiaries for $49.00
per share in cash.
The offer is subject to a number of conditions, including the receipt of
approvals of various regulatory agencies. Following the completion of the
offer, Deutsche Acquisition Corp. will be merged with and into NDB pursuant to
the terms and conditions of the merger agreement and each remaining NDB share
will be converted into the right to receive the same cash price as was paid in
the offer.
After careful consideration, your board of directors (other than Deutsche
Bank's representative, who was absent and did not vote) unanimously approved
the offer and the merger and determined that the merger agreement and the
transactions contemplated therein, including the offer and the merger, are
advisable and fair to, and in the best interests of, NDB's stockholders (other
than Deutsche Bank and its wholly owned subsidiaries) and recommends that you
accept the offer and, if stockholder approval of the merger is required by
law, vote for the approval and adoption of the merger agreement.
In arriving at its determination and recommendation, the board of directors
took into account the factors described in the attached
Solicitation/Recommendation Statement on Schedule 14D-9, including the opinion
of U.S. Bancorp Piper Jaffray Inc., dated October 11, 2000, that as of that
date and based upon and subject to the assumptions, factors and limitations
set forth therein, the cash consideration to be received by NDB stockholders
(other than Deutsche Bank and its wholly owned subsidiaries) in the offer and
the merger pursuant to the merger agreement was fair to such stockholders from
a financial point of view.
Enclosed is Deutsche Acquisition Corp.'s Offer to Purchase, together with
related materials, including the Letter of Transmittal to be used for
tendering your shares. These documents set forth the terms and conditions of
the offer. We urge you to read the attached Schedule 14D-9 and the enclosed
materials carefully.
If you need assistance tendering your shares, please contact Georgeson
Shareholder Communications, the information agent for the offer, or Deutsche
Banc Alex. Brown, the dealer manager for the offer, at their respective
addresses or telephone numbers appearing on the back cover of the Offer to
Purchase.
Very truly yours,
Arthur Kontos
Chief Executive Officer
