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
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-11(c) or Section
240.14a-12
CONCORDE FUNDS, INC.
(Name of Registrant as Specified in its Charter)
CONCORDE FUNDS, INC.
(Name of person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box): (Not Applicable)
[ ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1) or
14a-6(j)(2).
[ ] $500 per each party to the controversy pursuant to Exchange Act Rule
14a-6(i)(3).
[ ] 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:(1)
4) Proposed maximum aggregate value of transaction:
_______________
(1) Set forth the amount on which the filing fee is calculated and state
how it was determined.
[ ] 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 date of its filing.
1) Amount Previously Paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date Filed:
<PAGE>
CONCORDE FUNDS, INC.
1500 Three Lincoln Centre
5430 LBJ Freeway
Dallas, Texas 75240
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD JANUARY 27, 1997
To the Shareholders of
CONCORDE FUNDS, INC.
NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders of
CONCORDE FUNDS, INC. (the "Corporation") will be held at Concorde
Financial Corporation, 5430 LBJ Freeway, Suite #1500, Dallas,
Texas 75240, on Monday, the 27th day of January, 1997, at 2:30 P.M., for
the following purposes:
1. With respect to the shareholders of the Concorde Value
Fund, to consider and act upon proposals to approve:
(a) a change in the investment restriction of the Concorde
Value Fund to permit it to write and purchase put and call
options on securities and stock indexes to the extent permitted
by the Investment Company Act of 1940, as amended (Proposal
No. 1(a)).
(b) a change in the investment restriction of the Concorde
Value Fund to increase the amount of its assets which may be
invested in securities of other registered investment companies
and to make such investment restriction a "nonfundamental
policy" (Proposal No. 1(b)).
2. With respect to the shareholders of the Concorde Income
Fund, to consider and act upon proposals to approve:
(a) a change in the investment restriction of the Concorde
Income Fund to permit it to write and purchase put and call
options on securities and stock indexes to the extent permitted
by the Investment Company Act of 1940, as amended (Proposal
No. 2(a)); and
(b) a change in the investment restriction of the Concorde
Income Fund to increase the amount of its assets which may be
invested in securities of other registered investment companies
and to make such investment restriction a "nonfundamental
policy" (Proposal No. 2(b)).
3. To transact such other business as may properly come before
the meeting or any adjournment or postponement thereof.
Only shareholders of record at the close of business on
December 4, 1996, the record date for this meeting, shall be entitled to
notice of and to vote at the meeting or any adjournment or postponement
thereof.
YOUR VOTE IS IMPORTANT AND ALL SHAREHOLDERS ARE ASKED TO BE
PRESENT IN PERSON OR BY PROXY. IF YOU ARE UNABLE TO ATTEND THE MEETING IN
PERSON, WE URGE YOU TO COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY
AT YOUR EARLIEST CONVENIENCE USING THE ENCLOSED STAMPED ENVELOPE. SENDING
IN YOUR PROXY WILL NOT PREVENT YOU FROM PERSONALLY VOTING YOUR SHARES AT
THE MEETING SINCE YOU MAY REVOKE YOUR PROXY BY ADVISING THE SECRETARY OF
THE CORPORATION IN WRITING (BY SUBSEQUENT PROXY OR OTHERWISE) OF SUCH
REVOCATION AT ANY TIME BEFORE IT IS VOTED.
By Order of the Board of Directors
GARY B. WOOD, Ph.D.
President
Dallas, Texas
December 27, 1996
<PAGE>
CONCORDE FUNDS, INC.
1500 Three Lincoln Centre
5430 LBJ Freeway
Dallas, Texas 75240
__________________________________________________
PROXY STATEMENT
The enclosed proxy is being solicited by and on behalf of the
Board of Directors of Concorde Funds, Inc. (the "Corporation") for use at
the Special Meeting of Shareholders to be held at Concorde Financial
Corporation, 5430 LBJ Freeway, Suite #1500, Dallas, Texas 75240, on
Monday, the 27th day of January, 1997 at 2:30 P.M. and at any adjournment
or postponement thereof (the "Meeting"), for the purposes set forth in the
attached Notice of Special Meeting of Shareholders.
Whether you expect to be personally present at the Meeting or
not, please complete, sign, date and return the accompanying form of
proxy. Timely executed proxies will be voted as you instruct. If no
choice is indicated, proxies will be voted for the proposals set forth in
the Notice of Special Meeting of Shareholders. Any shareholder giving a
proxy has the power to revoke it at any time before it is exercised by
giving notice thereof to the Corporation in writing (by subsequent proxy
or otherwise), but if not so revoked, the shares represented by the proxy
will be voted at the Meeting. Presence at the Meeting of a shareholder
who has signed a proxy does not in itself revoke a proxy.
Proxies will be solicited by mail. In addition to solicitation
by mail, certain officers and employees of the Corporation may solicit by
telephone, telegraph and personally. Such officers and employees will not
be specifically paid for these services. The cost of solicitation,
including preparing, assembling and mailing the proxy material, will be
borne by the Corporation. The Notice of Special Meeting of Shareholders,
this Proxy Statement and the accompanying forms of proxy were first mailed
to shareholders of the Corporation on or about December 27, 1996.
Only shareholders of record at the close of business on
December 4, 1996 will be entitled to notice of and to vote at the Meeting.
On that date, there were issued and outstanding 843,887 shares of Common
Stock, $1.00 par value, of the Concorde Value Fund and 256,642 shares of
Common Stock, $1.00 par value, of the Concorde Income Fund. The record
holder of each outstanding share of the Concorde Value Fund and Concorde
Income Fund is entitled to one vote on all matters submitted to
shareholders of that Fund. The table below sets forth the Proposals for
which shareholders of each Fund are being solicited:
Concorde Concorde
Proposal No. Value Fund Income Fund
1(a) Yes No
1(b) Yes No
2(a) No Yes
2(b) No Yes
See "Vote Required" under each Proposal for information as to
the required vote on each Proposal.
THE CORPORATION WILL FURNISH, WITHOUT CHARGE, ITS ANNUAL REPORT
FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1996 TO ANY SHAREHOLDER UPON
REQUEST. REQUESTS FOR SUCH REPORTS SHOULD BE DIRECTED TO ELIZABETH FOSTER
AT THE ABOVE ADDRESS OR BY CALLING 1-800-338-1579.
PROPOSALS TO AMEND THE INVESTMENT RESTRICTIONS OF THE
VALUE FUND AND INCOME FUND CONCERNING THE USE OF PUT AND CALL OPTIONS
(Proposal Nos. 1(a) and 2(a))
The Board of Directors of the Corporation has proposed that the
fundamental investment restriction of Concorde Value Fund and Concorde
Income Fund (collectively, the "Funds") concerning the use of put and call
options as set forth in the Funds' statement of additional information be
changed to permit expanded use of such options. The proposed amendment to
this investment restriction (the "Options Proposal") will become effective
only upon shareholder approval. If the Options Proposal is not approved
by a vote of the shareholders of a Fund, the current restriction for that
Fund will remain unchanged.
Proposal
At the Meeting, shareholders of each Fund will vote on the
Options Proposal. The current restriction provides as follows:
1. Neither Fund will purchase securities on margin,
participate in a joint-trading account, sell securities short,
or write or invest in put or call options, except as set forth
in investment restriction 16:
16. The Value Fund's investment in options will be limited
to the purchase of put options on stock indexes and the value of
all such options will not exceed 5% of the Value Fund's total
assets. The Value Fund also may sell put options on stock
indexes but only to close out existing options. The Income Fund
may write covered call options and purchase call options to
close out previously written call options but only if the
investments to which the call relates are common stocks or other
securities that have equity characteristics or stock indices and
the calls are listed on a domestic securities exchange or quoted
on the Nasdaq Stock Market.
Subject to shareholder approval, this restriction will be
replaced with the following restriction, which also will be a fundamental
policy:
1. The Funds will not sell securities short, buy
securities on margin, purchase warrants, participate in a joint-
trading account, or deal in options; provided, however, that the
Funds may invest in and commit their assets to writing and
purchasing put and call options on securities and stock indexes
to the extent permitted by the Investment Company Act of 1940,
as amended.
Discussion
Put and Call Options. A put option gives the purchaser of the
option the right to sell, and the writer of the option the obligation to
buy, the underlying security (or index) at any time during the option
period. A call option gives the purchaser of the option the right to buy,
and the writer of the option the obligation to sell, the underlying
security (or index) at any time during the option period. A Fund may
purchase put and call options to protect against a decline in the market
value of the securities in its portfolio or to anticipate an increase in
the market value of securities that it may seek to purchase in the future.
A Fund will pay a premium to purchase put and call options. If price
movements in the underlying security (or index) are such that exercise of
the options would not be profitable for it, loss of the premium paid may
be offset by an increase in the value of its securities or a decrease in
the cost of acquisition of securities by it.
When writing a covered call option, a Fund must own the
underlying securities subject to the option (or comparable securities
satisfying the core requirements of securities exchanges), or hold an
option that offsets some or all of the risk of the option it has written
for as long as the option transaction remains open. When writing a put
option, a Fund agrees to purchase the underlying security from the
purchaser of the put at a specified "strike" price which may be in excess
of the market value of such securities, and while the put option is
outstanding, will maintain in a segregated account cash or liquid
securities adequate to purchase the underlying security. The writer of an
option will receive a premium for writing the option, which, in the case
of a call option, increases the return on the underlying security if the
option expires unexercised or is closed out at a profit. By writing a
call option, a Fund limits its opportunity to profit from any increase in
the market value of the underlying security above the exercise price of
the option, but continues to bear the risk of a decline in the value of
the underlying security. By writing a put option, a Fund becomes subject
to the risk that the market value of the underlying security will decline
by more than the amount of the premium it receives for writing the put.
Closing Transactions. When a Fund wishes to terminate its
obligation with respect to an option it has written, it may effect a
"closing purchase transaction." To accomplish this, the Fund will buy an
option of the same series as the option previously written by it. The
effect of the purchase is that the Fund's position will be canceled.
However, a Fund may not effect a closing purchase transaction after the
Fund has been notified of the exercise of an option. When a Fund is the
holder of an option, it may liquidate its position by effecting a "closing
sale transaction." It accomplishes this by selling an option of the same
series as the option previously purchased by it. There is no guarantee
that either a closing purchase or a closing sale transaction can be
effected. If any call or put option is not exercised or sold, the option
will become worthless on its expiration date.
A Fund will realize a gain (or a loss) on a closing purchase
transaction with respect to a call or put option previously written by it
if the premium, plus commission costs, paid by it to purchase the call or
put option is less (or greater) than the premium, less commission costs,
received by it on the sale of the call or put option. A Fund also will
realize a gain if a call or put option which it has written lapses
unexercised, because it would retain the premium.
A Fund will realize a gain (or a loss) on a closing sale
transaction with respect to a call or put option previously purchased by
it if the premium, less commission costs, received by it on the sale of
the call or put option is greater (or less) than the premium, plus
commission costs, paid by it to purchase the call or put option. If a put
or call option which a Fund has purchased expires out-of-the-money, the
option will become worthless on the expiration date, and it will realize a
loss in the amount of the premium paid, plus commission costs.
Illiquid Securities. Although certain securities exchanges
attempt to provide continuously liquid markets in which holders and
writers of options can close out their positions at any time prior to the
expiration of the option, no assurance can be given that a market will
exist at all times for all outstanding options purchased or sold by the
Funds. If an options market were to become unavailable, a Fund would be
unable to realize its profit or limit its losses until it could exercise
options it holds and it would remain obligated until options it wrote were
exercised or expired.
Speculative Nature of Options. Because option premiums that may
be paid or received by a Fund will be small in relation to the market
value of the investments underlying the options, buying and selling put
and call options can be more speculative than investing directly in common
stocks.
Index Options Transactions. A stock index fluctuates with
changes in the market values of the stocks included in the index. Options
on stock indexes give the holder the right to receive an amount of cash
upon exercise of the option. Receipt of this cash amount will depend upon
the closing level of the stock index upon which the option is based being
greater than (in the case of a call) or less than (in the case of a put)
the exercise price of the option. The amount of cash received, if any,
will be the difference between the closing price of the index and the
exercise price of the option, multiplied by a specified dollar multiple.
The writer (seller) of the option is obligated, in return for the premiums
received from the purchaser of the option, to make delivery of this amount
to the purchaser. Unlike the options on securities discussed above, all
settlements of index options transactions are in cash.
Some stock index options are based on a broad market index such
as the S&P 500 Index, the NYSE Composite Index or the AMEX Major Market
Index, or on a narrower index such as the Philadelphia Stock Exchange
Over-the-Counter Index. Options currently are traded on the Chicago Board
of Options Exchange, the AMEX and other exchanges ("Exchanges").
Each of the Exchanges has established limitations governing the
maximum number of call or put options on the same index which may be
bought or written (sold) by a single investor, whether acting alone or in
concert with others (regardless of whether such options are written on the
same or different Exchanges or are held or written on one or more accounts
or through one or more brokers). Under these limitations, options
positions of certain other accounts advised by the same investment adviser
are combined for purposes of these limits. Pursuant to these limitations,
an Exchange may order the liquidation of positions and may impose other
sanctions or restrictions. These position limits may restrict the number
of listed options which a party may buy or sell; however, the Funds'
investment adviser intends to comply with all limitations.
Index options are subject to substantial risks, including the
risk of imperfect correlation between the option price and the value of
the underlying securities comprising the stock index selected and the risk
that there might not be a liquid secondary market for the option. Because
the value of an index option depends upon movements in the level of the
index rather than the price of a particular stock, whether a Fund will
realize a gain or loss from the purchase or writing of options on an index
depends upon movements in the level of stock prices in the stock market
generally or, in the case of certain indexes, in an industry or market
segment, rather than upon movements in the price of a particular stock.
Trading in index options requires different skills and techniques than are
required for predicting changes in the prices of individual stock.
The Funds' Current Intent
The Funds currently intend to purchase put options as a
technique to hedge against losses in their stock portfolios caused by a
general decline in the stock market or a decline in a particular stock
held by a Fund. The Funds intend to write covered call options on
securities in an attempt to realize, through the receipt of premiums, a
greater return than would be realized on the underlying securities alone.
The Funds also intend to enter into closing transactions.
The Funds have no current intention to enter into options
transactions except as described above. Consequently the adoption of the
Options Proposal is not expected to affect materially, in the foreseeable
future, the way the Funds are managed. Each Fund is requesting approval
of the Options Proposal at this time to reduce the cost associated with a
shareholder meeting in the future should it decide to enter into other
types of permitted options transactions. The Funds' restriction
concerning the use of options will continue to be a fundamental policy
and, therefore, cannot be changed without shareholder approval.
Requisite Shareholder Approval
Approval of the Options Proposal requires the affirmative vote
of the lesser of (i) 67% of a Fund's shares present or represented at the
Meeting; or (ii) more than 50% of the outstanding shares of the Fund. If
the Options Proposal is not approved by the shareholders of either the
Concorde Value Fund or Concorde Income Fund, that Fund's current
investment limitation will continue to apply. Abstentions and broker non-
votes will not be counted for or against the Options Proposal but will be
counted as votes present for purposes of determining whether or not more
than 50% of the outstanding shares are present or represented at the
Meeting. Abstentions and broker non-votes have the same effect as a vote
against the Proposal.
The Board of Directors has unanimously approved the Options
Proposal for each Fund and has determined that the Options Proposal is in
the best interests of the Funds and their shareholders.
The Board of Directors recommends that shareholders of each Fund
vote FOR the Options Proposal.
PROPOSALS TO AMEND THE INVESTMENT RESTRICTION OF THE VALUE FUND AND
INCOME FUND CONCERNING INVESTMENTS IN SECURITIES OF OTHER
REGISTERED INVESTMENT COMPANIES.
(Proposal Nos. 1(b) and 2(b))
The Board of Directors of the Corporation has proposed that the
investment restriction of the Funds concerning investments in other
registered investment companies as set forth in the Funds' statement of
additional information be changed to permit a greater percentage of a
Fund's assets to be invested in such securities. The Board has also
proposed to make this investment restriction a "nonfundamental" instead of
"fundamental" policy of the Funds. The proposed amendments to this
investment restriction (the "Investment Company Proposal") will become
effective only upon shareholder approval. If the Investment Company
Proposal is not approved by a vote of the shareholders of a Fund, the
current investment restriction for that Fund will remain unchanged.
Proposal
The proposed amendment to this investment restriction increases
from up to 5% to up to 10% the amount of net assets that a Fund can invest
in other registered investment companies. As under the current investment
restriction, the Funds will not purchase or otherwise acquire shares of
any registered investment company (except as part of a plan of merger,
consolidation or reorganization approved by the shareholders of the Funds)
if (a) the Fund and its affiliated persons would own more than 3% of any
class of securities of such registered company; or (b) more than 5% of its
net assets would be invested in the shares of any one registered
investment company. The proposed amendment also changes this investment
restriction from a "fundamental" policy to a "nonfundamental" policy of
the Funds.
Discussion
The Funds may invest indirectly in securities designed to meet
their investment objectives by investing in registered investment
companies that invest in such securities. The Funds may do so, for
example, to obtain diversified exposure to international markets by
investing in international funds or increased exposure to a particular
industry by investing in a sector fund. Any investment in a registered
investment company involves investment risk. Additionally, an investor
could invest directly in the registered investment companies in which a
Fund invests. By investing indirectly through a Fund, an investor bears
not only his or her proportionate share of the expenses of the Fund
(including operating costs and investment advisory fees) but also indirect
similar expenses of the registered investment companies in which the Fund
invests. An investor may also indirectly bear expenses paid by registered
investment companies in which the Fund invests related to the distribution
of such registered investment company's shares.
The Funds are changing this investment restriction from a
"fundamental" policy to a "nonfundamental" policy, as permitted by the
Investment Company Act of 1940, to reduce the cost associated with a
shareholder meeting in the future should the Funds decide to invest a
greater percentage of their net assets in other investment companies.
The Funds' Current Intent
The Funds have no current intention to purchase securities of
other investment companies except as described above. Consequently, the
adoption of the Investment Company Proposal is not expected to affect
materially, in the foreseeable future, the way the Funds are managed.
Requisite Shareholder Approval
Approval of the Investment Company Proposal requires the
affirmative vote of the lesser of (i) 67% of a Fund's shares present or
represented at the Meeting; or (ii) more than 50% of the outstanding
shares of the Fund. If the Investment Company Proposal is not approved by
the shareholders of either the Value Fund or Income Fund, that Fund's
current investment limitation will continue to apply. Abstentions and
broker non-votes will not be counted for or against the Investment Company
Proposal but will be counted as votes present for purposes of determining
whether or not more than 50% of the outstanding shares are present or
represented at the Meeting. Abstentions and broker non-votes have the
same effect as a vote against the Investment Company Proposal.
The Board of Directors has unanimously approved the Investment
Company Proposal and has determined that the Investment Company Proposal
is in the best interests of the Funds and their shareholders.
The Board of Directors recommends that shareholders of the Funds
vote FOR the Investment Company Proposal.
STOCK OWNERSHIP OF MANAGEMENT AND OTHERS
Set forth below is certain information at October 31, 1996
regarding the beneficial ownership of shares of each Fund by each director
and executive officer of the Corporation and persons who beneficially
owned more than 5% of the then outstanding shares of a Fund, indicating in
each case whether the person has sole or shared power to vote or dispose
of such shares.
CONCORDE VALUE FUND
Amount and Nature of
Beneficial Ownership
of VALUE FUND Shares
Name of Sole Shared Percent
Beneficial Owner Power Power Aggregate of Class
I. David and Lee R.
Bufkin
R.R. 5, Box 390
Brenham, Texas 77833 129,696(1) 0 129,696(1) 15.5%
C. Wayne and Jane A.
Nance
214 North Bay EB
Bullard, Texas 75757 89,354(1) 0 89,354(1) 10.6%
William E. Watson
MDPA Pension Plan
#3 Bent Tree Court
Lufkin, TX 75901 82,449 0 82,449 9.8%
Ralph S. and Deborah E.
Cunningham
#2 Saddlewood Estates
Houston, Texas 77024 55,485(1) 0 55,485(1) 6.6%
Charles Schwab & Co.
101 Montgomery Street
San Francisco, CA 94104 0 0 589,739(1) 70.3%
Gary B. Wood, Ph.D. 2,997 0 2,997 0.4%
John H. Wilson 0 0 0 0
Gilbert F. Hartwell 9,400 0 9,400 1.1%
John R. Bradford, Ph.D. 0 0 0 0
Elizabeth L. Foster 65 0 65 *
Officers and Directors
as a group (5 persons) 12,462 0 12,462 1.5%
__________
(1) All of the shares owned by Charles Schwab & Co. are owned of
record only and include the shares held by I. David and Lee R.
Bufkin, C. Wayne and Jane A. Nance and Ralph S. and Deborah E.
Cunningham. Charles Schwab & Co. may vote the shares under
certain circumstances if the beneficial owners do not exercise
their voting rights.
* Less than 1%.
CONCORDE INCOME FUND
Amount and Nature of
Beneficial Ownership
of INCOME FUND Shares
Name of Sole Shared Percent
Beneficial Owner Power Power Aggregate of Class
I. David and Lee R.
Bufkin
R.R. 5, Box 390
Brenham, TX 44833 41,237(1) 0 41,237(1) 17.4%
William E. Watson MDPA
Pension Plan
#3 Bent Tree Court
Lufkin, TX 75901 40,528 0 40,528 17.1%
Walter J. Stetter
IRA Rollover
4322 Melissa Lane
Dallas, TX 75229 31,901(1) 0 31,901(1) 13.5%
Gerrett B. Lok IRA
Rollover
12544 Matisse Lane
Dallas, TX 75230 25,000(1) 0 25,000(1) 10.6%
NationsBank of Texas,
Trustee
Debrahlee G. Kung Trust
5500 Preston Road
Dallas, TX 75205 20,305 0 20,305 8.6%
L. W. Wright IRA Rollover
7315 Lane Park Court
Dallas, TX 75225 17,143(1) 0 17,143(1) 7.2%
Mr. and Mrs. S.D.
Chesebro
5473 Sugar Hill Drive
Houston, TX 77056 12,260(1) 0 12,260(1) 5.2%
C. M. Rampacek IRA
Rollover
2203 Bluff Creek
Kingwood, TX 77345 13,296(1) 0 13,296(1) 5.6%
Charles Schwab & Co.
101 Montgomery Street
San Francisco, CA 94104 0 0 165,664(1) 69.9%
Gary B. Wood, Ph.D. 1,350 0 1,350 *
John H. Wilson 0 0 0 0
Gilbert F. Hartwell 0 0 0 0
John R. Bradford, Ph.D. 0 0 0 0
Elizabeth L. Foster 0 0 0 0
Officers and Directors as
a group (5 persons) 1,350 0 1,350 .6%
_______________
(1) All of the shares owned by Charles Schwab & Co. are owned of
record only and include the shares held by I. David and Lee R.
Bufkin, Walter J. Stetter IRA Rollover, Gerrett B. Lok IRA
Rollover, Mr. and Mrs. S.D. Chesebro, L.W. Wright IRA Rollover
and C.M. Rampacek IRA Rollover. Charles Schwab & Co. may vote
the shares under certain circumstances if the beneficial owners
do not exercise their voting rights.
* Less than 1%.
INVESTMENT ADVISOR
The Funds' investment advisor is Concorde Financial Corporation,
a Texas corporation with its principal offices located at 1500 Three
Lincoln Centre, 5430 LBJ Freeway, Dallas, Texas 75240.
OTHER MATTERS
The Board of Directors of the Corporation knows of no other
matters that may come before the Meeting. If any other matters properly
come before the Meeting, it is the intention of the persons acting
pursuant to the enclosed forms of proxy to vote the shares represented by
said proxies in accordance with their best judgment with respect to such
matters.
SHAREHOLDER PROPOSALS
Under the proxy rules of the Securities and Exchange Commission,
shareholder proposals meeting tests contained in those rules may, under
certain conditions, be included in the Corporation's proxy materials for a
particular meeting of shareholders. One of these conditions relates to
the timely receipt by the Corporation of any such proposal. Since the
Corporation does not have regular annual meetings of shareholders, under
these rules, proposals submitted for inclusion in the proxy materials for
a particular meeting must be received by the Corporation a reasonable time
before the solicitation of proxies for the meeting is made. The fact
that the Corporation receives a shareholder proposal in a timely manner
does not insure its inclusion in the Corporation's proxy materials since
there are other requirements in the proxy rules relating to such
inclusion.
By Order of the Board of Directors
GARY B. WOOD, Ph.D.
President
Dallas, Texas
December 27, 1996
<PAGE>
CONCORDE VALUE FUND
PROXY FOR SPECIAL MEETING OF SHAREHOLDERS
CONCORDE FUNDS, INC.
January 27, 1997
The undersigned hereby constitutes and appoints GARY B. WOOD and
ELIZABETH L. FOSTER, and each of them singly, with power of substitution,
attorneys and proxies for and in the name and place of the undersigned to
appear and vote with the same force and effect as the undersigned at the
Special Meeting of Shareholders of CONCORDE FUNDS, INC. (the
"Corporation"), to be held at Concorde Financial Corporation, 5430 LBJ
Freeway, Suite #1500, Dallas, Texas 75240 on January 27, 1997, at
2:30 p.m. and at any adjournments thereof, all shares of stock of the
Concorde Value Fund which the undersigned is entitled to vote as follows:
Proposal No. 1(a) - To approve a change in the investment
restriction of the Concorde Value Fund to permit it to write and purchase
put and call options on securities and stock indexes to the extent
permitted by the Investment Company Act of 1940, as amended.
FOR [_] AGAINST [_] ABSTAIN [_]
Proposal No. 1(b) - To approve a change in the investment
restriction of the Concorde Value Fund to increase the amount of its
assets which may be invested in securities of other registered investment
companies and to make it a nonfundamental policy.
FOR [_] AGAINST [_] ABSTAIN [_]
Proposal No. 3 - Upon such other business as may properly come
before the meeting or any adjournment thereof.
This proxy will be voted as specified. IF
NO SPECIFICATION IS MADE, THIS PROXY WILL BE
VOTED FOR THE PROPOSALS AND IN THE
DISCRETION OF THE PROXIES UPON SUCH OTHER
BUSINESS AS MAY PROPERLY COME BEFORE THE
MEETING.
The signature on this proxy should
correspond exactly with the name of the
shareholder as it appears on the proxy. If
stock is issued in the name of two or more
persons, each should sign the proxy. If a
proxy is signed by an administrator,
trustee, guardian, attorney or other
fiduciary, please indicate full title as
such.
Dated _____________________________, 1997
Signed __________________________________
Signed __________________________________
THIS PROXY IS SOLICITED ON BEHALF OF
THE BOARD OF DIRECTORS OF CONCORDE
FUNDS, INC.
[_] Please check here if you WILL be
attending the meeting.
<PAGE>
CONCORDE INCOME FUND
PROXY FOR SPECIAL MEETING OF SHAREHOLDERS
CONCORDE FUNDS, INC.
January 27, 1997
The undersigned hereby constitutes and appoints GARY B. WOOD and
ELIZABETH L. FOSTER, and each of them singly, with power of substitution,
attorneys and proxies for and in the name and place of the undersigned to
appear and vote with the same force and effect as the undersigned at the
Special Meeting of Shareholders of CONCORDE FUNDS, INC. (the
"Corporation"), to be held at Concorde Financial Corporation, 5430 LBJ
Freeway, Suite #1500, Dallas, Texas 75240 on January 27, 1997, at
2:30 p.m. and at any adjournments thereof, all shares of stock of the
Concorde Income Fund which the undersigned is entitled to vote as follows:
Proposal No. 2(a) - To approve a change in the investment
restriction of the Concorde Income Fund to permit it to write and purchase
put and call options on securities and stock indexes to the extent
permitted by the Investment Company Act of 1940, as amended.
FOR [_] AGAINST [_] ABSTAIN [_]
Proposal No. 2(b) - To approve a change in the investment
restriction of the Concorde Income Fund to increase the amount of its
assets which may be invested in securities of other registered investment
companies and to make it a nonfundamental policy.
FOR [_] AGAINST [_] ABSTAIN [_]
Proposal No. 3 - Upon such other business as may properly come
before the meeting or any adjournment thereof.
This proxy will be voted as specified. IF
NO SPECIFICATION IS MADE, THIS PROXY WILL BE
VOTED FOR THE PROPOSALS AND IN THE
DISCRETION OF THE PROXIES UPON SUCH OTHER
BUSINESS AS MAY PROPERLY COME BEFORE THE
MEETING.
The signature on this proxy should
correspond exactly with the name of the
shareholder as it appears on the proxy. If
stock is issued in the name of two or more
persons, each should sign the proxy. If a
proxy is signed by an administrator,
trustee, guardian, attorney or other
fiduciary, please indicate full title as
such.
Dated ________________________________, 1997
Signed ____________________________________
Signed ____________________________________
THIS PROXY IS SOLICITED ON BEHALF OF
THE BOARD OF DIRECTORS OF CONCORDE
FUNDS, INC.
[_] Please check here if you WILL be
attending the meeting.
