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SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant
Filed by a Party other than the Registrant [X]
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
Definitive Additional Materials
[X] Soliciting Material Under Rule 14a-12
THE FRANCE GROWTH FUND, INC.
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(Name of Registrant as Specified in its Charter)
BANKGESELLSCHAFT BERLIN AG
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(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
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[Letter of Bankgesellschaft Berlin AG]
Berlin, April 5, 2000
Dear Fellow Shareholder:
You may have recently received proxy materials from the Board of Directors of
The France Growth Fund, Inc., for the Annual Meeting of Shareholders to be held
April 26th, 2000. Bankgesellschaft Berlin AG is seeking your support in electing
our two nominees to the Board of Directors of the Fund. Currently, there are no
members of the Board of Directors who were nominated by any shareholder of the
Fund. The Bank believes that a Board of Directors which is composed at least
partly of nominees of a shareholder, as opposed to a Board composed entirely of
members nominated by the Fund, will more aggressively pursue measures intended
to enhance shareholder value.
Accordingly, we are proposing alternate nominees, which we believe will better
represent the interest of all shareholders. Our two nominees, Gregory L.
Melville and Moritz A. Sell, are qualified to serve on the Board of Directors of
the fund, having previously served as members of the Board of Directors of the
Growth Fund of Spain, Inc., another closed-end mutual fund.
WE URGE YOU NOT TO RETURN ANY WHITE PROXY CARD YOU MAY RECEIVE FROM THE FRANCE
GROWTH FUND, INC.
We will soon be mailing you our proxy materials. Please read these materials
when you receive them, as they contain important information about our nominees
and the reasons why their election to the Board of Directors of The France
Growth Fund, Inc. is in your best interest. You may also obtain our proxy
materials through the Securities and Exchange Commission's internet site at
http//www.sec.gov free of charge.
Pursuant to the Rules of the Securities and Exchange Commission, we advise you
that, as of February 4, 2000, the record date for the Annual Meeting, the Bank
was the beneficial owner of 2,409,200 shares of the Fund, representing
approximately 15.77% of the outstanding shares and that, as of April 5, 2000,
the Bank was the owner of 2,561,000 shares of the Fund, representing
approximately 16.76% of the outstanding shares. Both on public filings with the
Securities and Exchange Commission, the Bank are the third largest shareholder
of the Fund. Neither Mr. Melville nor Mr. Sell owns, beneficially or record, any
shares of the Fund.
Again, we urge you NOT to return any WHITE proxy card that you may have received
from the Fund until you have reviewed our proxy materials. If you have any
questions, need additional copies of the proxy material or need further
information, please contact ChaseMellon Shareholder Services, who is assisting
us in this solicitation in opposition to management, toll-free at (888)
867-6168.
With kind regards,
BANKGESELLSCHAFT BERLIN
Aktiengesellschaft
/s/ Dirk Kipp /s/ Bartho Schroder
Dirk Kipp Bartho Schroder
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