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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
/ / 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 Section 240.14a-11(c) or Section
240.14a-12
EMERALD FUNDS
- --------------------------------------------------------------------------------
(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/ $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
Item 22(a)(2) of Schedule 14A.
/ / $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:
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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):
------------------------------------------------------------------------
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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EMERALD FUNDS
SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON
MAY 29, 1996
IMPORTANT NOTICE
The Special Meeting of Shareholders of Emerald Funds will be held on MAY 29,
1996 (not May 3, 1996) at the Company's offices at 3435 Stelzer Road, Columbus,
Ohio 43219-3035 at 8:30 a.m., local time. All references to the Meeting date in
the accompanying Notice of Special Meeting of Shareholders and Proxy Statement
of Emerald Funds dated April 22, 1996 are modified accordingly.
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EMERALD FUNDS
PROXY
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF EMERALD FUNDS (the
"Company") for use at a Special Meeting of Shareholders (the "Meeting") to be
held at the Company's offices, 3435 Stelzer Road, Columbus, Ohio 43219-3035, on
May 29, 1996 at 8:30 a.m. (local time).
The undersigned hereby appoints Hugh Fanning, William J. Tomko and George
Martinez, and each of them, with full power of substitution, as proxies of the
undersigned to vote at the above-stated Meeting, and at all adjournments or
postponements thereof, all shares of beneficial interest evidencing interests in
all portfolios of the Company that are held of record by the undersigned on the
record date for the Meeting, upon the following matters and upon any other
matter which may come before the Meeting, in their discretion:
1. ELECTION OF TRUSTEES FOR all nominees listed WITHHOLD AUTHORITY
below TO VOTE FOR ALL NOMINEES
(EXCEPT AS MARKED TO THE LISTED BELOW / /
CONTRARY BELOW) / /
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, STRIKE A
LINE THROUGH HIS/HER NAME IN THE LIST BELOW:
Chesterfield H. Smith, Albert D. Ernest, Raynor E. Bowditch,
John G. Grimsley, Mary Doyle, Harvey R. Holding
________________________________________
2. Proposal to ratify the selection of Price Waterhouse LLP as independent
accountant for the Company for its fiscal year ending November 30, 1996.
/ / FOR / / AGAINST / / ABSTAIN
3. In their discretion, the proxies are authorized to vote upon such other
business as may properly come before the Meeting.
(CONTINUED ON REVERSE SIDE)
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Every properly signed proxy will be voted in the manner specified thereon
and, in the absence of specification, will be treated as GRANTING authority to
vote FOR the election of Trustees and FOR Proposal (2).
PLEASE SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED
ENVELOPE.
DATED ______________________, 1996
__________________________________
Signature
__________________________________
Signature, if held jointly
(Please sign exactly as your name
appears hereon. When shares are
held by joint tenants, both should
sign. When signing as attorney or
executor, administrator, trustee
or guardian, please give full
title as such. If a corporation,
please sign in full corporate name
by president or other authorized
officer. If a partnership, please
sign in partnership name by
authorized person.)
