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))
[ X ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Sec. 240.14a-11(c) or
Sec. 240.14a-12
LIBERTY TERM TRUST, INC. - 1999
(Name of Registrant as Specified In Its Charter)
Federated Investors
(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), or
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:
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 (set forth the amount on which the filing fee
is calculated and state how it was determined):
4. Proposed maximum aggregate value of transaction:
5. Total fee paid:
[ ] Fee paid previously with preliminary proxy 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:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date Filed:
LIBERTY TERM TRUST, INC.-1999
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD MAY 16, 1996
The Annual Meeting of the shareholders of Liberty Term Trust, Inc.-1999
(the "Fund") will be held at the Fund's principal offices on the 19th Floor of
Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, Pennsylvania
15222-3779, at 2:00 p.m., May 16, 1996, for the following purposes:
(1) To elect five Class III Directors, each to hold office for a term of
three years and until his successor shall have been elected and
qualified;
(2) To ratify or reject the selection by the Board of Directors of the firm
of Ernst & Young LLP as Independent Auditors for the Fund; and
(3) To transact such other business as may properly come before the meeting
or any adjournment thereof.
The Board of Directors has fixed March 20, 1996, as the record date for
determination of shareholders entitled to vote at the meeting.
By Order of the Directors
JOHN W. MCGONIGLE
Secretary
April 2, 1996
SIGN, DATE, AND RETURN THE ENCLOSED PROXY
PROMPTLY TO AVOID ADDITIONAL EXPENSE
YOU CAN HELP THE FUND AVOID THE NECESSITY AND EXPENSE OF SENDING FOLLOW-UP
LETTERS TO ENSURE A QUORUM BY PROMPTLY RETURNING THE ENCLOSED PROXY. IF YOU ARE
UNABLE TO ATTEND THE MEETING, PLEASE MARK, DATE, SIGN AND RETURN THE ENCLOSED
PROXY SO THAT THE NECESSARY QUORUM MAY BE REPRESENTED AT THE ANNUAL MEETING. THE
ENCLOSED ENVELOPE REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES.
LIBERTY TERM TRUST, INC.-1999
FEDERATED INVESTORS TOWER
PITTSBURGH, PENNSYLVANIA 15222-3779
PROXY STATEMENT
The enclosed proxy is solicited on behalf of the Board of Directors of the
Fund (the "Directors"). The proxy is revocable at any time before it is voted by
sending written notice of the revocation to the Fund or by appearing personally
on May 16, 1996, at the annual meeting of shareholders ("Annual Meeting"). The
cost of preparing and mailing the notice of meeting, proxy card, this Proxy
Statement, and any additional proxy material, along with any other expense
relating to the Annual Meeting, has been or is to be borne by the Fund. Proxy
solicitations will be made primarily by mail, but may also be made by telephone,
telegraph, or personal interview conducted by certain officers or employees of
the Fund, Federated Shareholder Services Company (the Fund's Transfer Agent) or
Federated Administrative Services (the Fund's Administrator). In the event that
a shareholder signs and returns the proxy ballot but does not indicate a choice
as to any of the items on the proxy ballot, the proxy attorneys will vote those
shares in favor of such proposal(s).
On March 20, 1996, the Fund had outstanding 5,625,018 shares of capital
stock ("Shares"), each Share being entitled to one vote. Only shareholders of
record at the close of business on that date will be entitled to notice of and
to vote at the Annual Meeting. A majority of the outstanding Shares of the Fund,
represented in person or by proxy, shall be required to constitute a quorum at
the Annual Meeting.
For purposes of determining the presence of a quorum and counting votes on
the matters presented, Shares represented by abstentions and "broker non-votes"
will be counted as present, but not as votes cast, at the Annual Meeting. Under
the Fund's Articles of Incorporation, the votes required to elect Directors and
ratify independent auditors will be determined with reference to a percentage of
votes cast at the Annual Meeting. Under the Investment Company Act of 1940 (the
"1940 Act"), the affirmative vote necessary to approve other matters may be
determined with reference to a percentage of votes present at the Annual
Meeting, which would have the effect of treating abstentions and non-votes as if
they were votes against the proposal.
The Fund will furnish, without charge, a copy of the annual report and most
recent semi-annual report succeeding the annual report, if any, to any
shareholder of record of the Fund upon request. To request an annual and/or
semi-annual report, call 1-800-235-4669, or send a written request to Betsy
Hamilton at Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh,
Pennsylvania 15222-3779. The Directors propose to mail the enclosed notice of
meeting, proxy card, and this Proxy Statement on or about April 2, 1996.
ELECTION OF DIRECTORS
At the Annual Meeting, votes will be taken on the election of the persons
listed below as Directors of the Fund to hold office until the election and
qualification of their successors. A Director may be removed from office only
for cause by vote of at least 75% of the Shares entitled to be voted on the
matter. All of the nominees are presently serving as Directors. They have all
served in that capacity continuously since November 14, 1990, the date on which
the Fund was incorporated, with the exception of Messrs. Conroy, Madden, Murray
and Bigley. John T. Conroy, Jr. and Peter E. Madden were appointed as Class I
Directors on August 21, 1991, John E. Murray, Jr. was appointed as Class III
Director on February 14, 1995, and Thomas G. Bigley was appointed as Class III
Director on October 1, 1995. Election of a Director requires the affirmative
vote of a plurality of the votes cast at the Annual Meeting.
The Directors are classified into three classes. At the Initial Annual
Meeting of Shareholders held on May 18, 1993, Class I, Class II and Class III
Directors were elected to serve terms of one, two and three years, respectively,
and until their successors are elected and qualified. At each succeeding Annual
Meeting of Shareholders, successors to the Directors whose terms expire at that
Annual Meeting will be re-elected for a three-year term, and until their
successors are elected and qualified. Such classification may prevent
replacement of a majority of the Directors for up to a two year period. The
nominees listed below comprise the Class III Directors, including Thomas G.
Bigley who has been newly appointed as a Class III Director. All nominees have
consented to serve if elected.
- --------------------------------------------------------------------------------
John F. Donahue +*
Federated Investors Tower
Pittsburgh, PA
Birthdate: July 28, 1924
Chairman and Director/Class III
Chairman and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; Chairman and Director, Federated Research
Corp. and Federated Global Research Corp.; Chairman, Passport Research, Ltd.;
Chief Executive Officer and Director or Trustee of the Funds. Mr. Donahue is the
father of J. Christopher Donahue, Executive Vice President and Director/Class II
of the Company.
- --------------------------------------------------------------------------------
Thomas G. Bigley
28th Floor, One Oxford Centre
Pittsburgh, PA
Birthdate: February 3, 1934
Director/Class III
Director, Oberg Manufacturing Co.; Chairman of the Board, Children's Hospital of
Pittsburgh; Director or Trustee of the Funds; formerly, Senior Partner, Ernst &
Young LLP.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Edward L. Flaherty, Jr. +
Henny, Kochuba, Meyer and Flaherty
Two Gateway Center-Suite 674
Pittsburgh, PA
Birthdate: June 18, 1924
Director/Class III
Attorney-at-law; Shareholder, Henny, Kochuba, Meyer and Flaherty; Director,
Eat'N Park Restaurants, Inc., and Statewide Settlement Agency, Inc.; Director or
Trustee of the Funds; formerly, Counsel, Horizon Financial, F.A., Western
Region.
- --------------------------------------------------------------------------------
Gregor F. Meyer
Henny, Kochuba, Meyer and Flaherty
Two Gateway Center-Suite 674
Pittsburgh, PA
Birthdate: October 6, 1926
Director/Class III
Attorney-at-law; Shareholder, Henny, Kochuba, Meyer and Flaherty; Chairman,
Meritcare, Inc.; Director, Eat'N Park Restaurants, Inc.; Director or Trustee of
the Funds.
- --------------------------------------------------------------------------------
John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA
Birthdate: December 20, 1932
Director/Class III
President, Law Professor, Duquesne University; Consulting Partner, Mollica,
Murray and Hogue; Director or Trustee of the Funds.
- --------------------------------------------------------------------------------
The Class I and Class II Directors, whose terms are described above, are as
follows:
- --------------------------------------------------------------------------------
John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Birthdate: June 23, 1937
Director/Class I
President, Investment Properties Corporation; Senior Vice-President, John R.
Wood and Associates, Inc., Realtors; President, Northgate Village Development
Corporation; Partner or Trustee in private real estate ventures in Southwest
Florida; Director or Trustee of the Funds; formerly, President, Naples Property
Management, Inc.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
William J. Copeland
One PNC Plaza-23rd Floor
Pittsburgh, PA
Birthdate: July 4, 1918
Director/Class II
Director and Member of the Executive Committee, Michael Baker, Inc.; Director or
Trustee of the Funds; formerly, Vice Chairman and Director, PNC Bank, N.A., and
PNC Bank Corp. and Director, Ryan Homes, Inc.
- --------------------------------------------------------------------------------
J. Christopher Donahue*
Federated Investors Tower
Pittsburgh, PA
Birthdate: April 11, 1949
Executive Vice President and Director/Class II
President and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated Research
Corp. and Federated Global Research Corp.; President, Passport Research, Ltd.;
Trustee, Federated Shareholder Services Company, and Federated Shareholder
Services; Director, Federated Services Company; President or Executive Vice
President of the Funds; Director or Trustee of some of the Funds. Mr. Donahue is
the son of John F. Donahue, Chairman and Director/Class III of the Company.
- --------------------------------------------------------------------------------
James E. Dowd
571 Hayward Mill Road
Concord, MA
Birthdate: May 18, 1922
Director/Class II
Attorney-at-law; Director, The Emerging Germany Fund, Inc.; Director or Trustee
of the Funds.
- --------------------------------------------------------------------------------
Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate: October 11, 1932
Director/Class II
Professor of Medicine and Member, Board of Trustees, University of Pittsburgh;
Medical Director, University of Pittsburgh Medical Center-Downtown; Member,
Board of Directors, University of Pittsburgh Medical Center; formerly,
Hematologist, Oncologist, and Internist, Presbyterian and Montefiore Hospitals;
Director or Trustee of the Funds.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Peter E. Madden
Seacliff
562 Bellevue Avenue
Newport, RI
Birthdate: March 16, 1942
Director/Class I
Consultant; State Representative, Commonwealth of Massachusetts; Director or
Trustee of the Funds; formerly, President, State Street Bank and Trust Company
and State Street Boston Corporation.
- --------------------------------------------------------------------------------
Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate: September 14, 1925
Director/Class I
Professor, International Politics and Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer Library
Center, Inc., and U.S. Space Foundation; Chairman, Czecho Management Center;
Director or Trustee of the Funds; President Emeritus, University of Pittsburgh;
founding Chairman, National Advisory Council for Environmental Policy and
Technology and Federal Emergency Management Advisory Board.
- --------------------------------------------------------------------------------
Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate: June 21, 1935
Director/Class I
Public relations/marketing consultant; Conference Coordinator, Non-profit
entities; Director or Trustee of the Funds.
- --------------------------------------------------------------------------------
* This Director is deemed to be an "interested person" as defined in the
Investment Company Act of 1940. Dr. Ellis is an interested person by reason of
the employment of his son-in-law by Federated Securities Corp.
+ Member of the Executive Committee. The Executive Committee of the Board of
Directors handles the responsibilities of the Board between meetings of the
Board.
Officers and Directors as a group own less than 1% of the Fund's outstanding
Shares.
As used in the table above, "The Funds," and "Funds" mean the following
investment companies: American Leaders Fund, Inc.; Annuity Management Series;
Arrow Funds; Automated Government Money Trust; Blanchard Funds; Blanchard
Precious Metals Fund, Inc.; Cash Trust Series II; Cash Trust Series, Inc.; DG
Investor Series; Edward D. Jones & Co. Daily Passport Cash Trust; Federated ARMs
Fund; Federated Equity Funds; Federated GNMA Trust; Federated Government Trust;
Federated High
Yield Trust; Federated Income Securities Trust; Federated Income Trust;
Federated Index Trust; Federated Institutional Trust; Federated Master Trust;
Federated Municipal Trust; Federated Short-Term Municipal Trust; Federated
Short-Term U.S. Government Trust; Federated Stock Trust; Federated Tax-Free
Trust; Federated Total Return Series, Inc.; Federated U.S. Government Bond Fund;
Federated U.S.Securities Fund: 1-3 Years; Federated U.S.Securities Fund: 3-5
Years; Federated U.S.Securities Fund: 5-10 Years; First Priority Funds; Fixed
Income Securities, Inc.; Fortress Adjustable Rate U.S. Government Fund, Inc.;
Fortress Municipal Income Fund, Inc.; Fortress Utility Fund, Inc.; Fund for U.S.
Government Securities, Inc.; Government Income Securities, Inc.; High Yield Cash
Trust; Insurance Management Series; Intermediate Municipal Trust; International
Series, Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty
Equity Income Fund, Inc.; Liberty High Income Bond Fund, Inc.; Liberty Municipal
Securities Fund, Inc.; Liberty U.S. Government Money Market Trust; Liberty Term
Trust, Inc.-1999; Liberty Utility Fund, Inc.; Liquid Cash Trust; Managed Series
Trust; Money Market Management, Inc.; Money Market Obligations Trust; Money
Market Trust; Municipal Securities Income Trust; Newport Funds; 111 Corcoran
Funds; Peachtree Funds; The Planters Funds; RIMCO Monument Funds; Star Funds;
The Starburst Funds; The Starburst Funds II; Stock and Bond Fund, Inc.; Targeted
Duration Trust; Tax-Free Instruments Trust; Trust for Financial Institutions;
Trust for Government Cash Reserves; Trust for Short-Term U.S. Government
Securities; Trust for U.S. Treasury Obligations; The Virtus Funds; and World
Investment Series, Inc.
DIRECTORS' COMPENSATION
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
AGGREGATE
NAME, COMPENSATION
POSITION WITH FROM THE TOTAL COMPENSATION PAID
THE FUND FUND* FROM FUND COMPLEX+
<S> <C> <C> <C>
- -----------------------------------------------------------------------------------------------------
John F. Donahue,
Chairman and
Director/Class III $ 0 $ 0 for the Fund and
54 other investment companies in the Fund Complex
Thomas G. Bigley,++
Director/Class III $ 261 $ 86,331 for the Fund and
54 other investment companies in the Fund Complex
John T. Conroy, Jr.,
Director/Class I $ 1,145 $115,760 for the Fund and
54 other investment companies in the Fund Complex
William J. Copeland,
Director/Class II $ 1,145 $115,760 for the Fund and
54 other investment companies in the Fund Complex
J. Christopher Donahue,
Executive Vice President
and
Director/Class II $ 0 $ 0 for the Fund and
54 other investment companies in the Fund Complex
James E. Dowd,
Director/Class II $ 1,145 $115,760 for the Fund and
54 other investment companies in the Fund Complex
</TABLE>
<TABLE>
<CAPTION>
AGGREGATE
NAME, COMPENSATION
POSITION WITH FROM THE TOTAL COMPENSATION PAID
THE FUND FUND* FROM FUND COMPLEX+
<S> <C> <C> <C>
- -----------------------------------------------------------------------------------------------------
Lawrence D. Ellis, M.D.,
Director/Class II $ 1,044 $104,898 for the Fund and
54 other investment companies in the Fund Complex
Edward L. Flaherty, Jr.,
Director/Class III $ 1,145 $115,760 for the Fund and
54 other investment companies in the Fund Complex
Peter E. Madden,
Director/Class I $ 1,044 $104,898 for the Fund and
54 other investment companies in the Fund Complex
Gregor F. Meyer,
Director/Class III $ 1,044 $104,898 for the Fund and
54 other investment companies in the Fund Complex
John E. Murray, Jr.,
Director/Class III $ 1,044 $104,898 for the Fund and
54 other investment companies in the Fund Complex
Wesley W. Posvar,
Director/Class I $ 1,044 $104,898 for the Fund and
54 other investment companies in the Fund Complex
Marjorie P. Smuts,
Director/Class I $ 1,044 $104,898 for the Fund and
54 other investment companies in the Fund Complex
- -----------------------------------------------------------------------------------------------------
</TABLE>
* Information is furnished for the fiscal year ended December 31, 1995.
+ The information is provided for the last calendar year.
++ Mr. Bigley served on 39 investment companies in the Federated Funds Complex
from January 1 through September 30, 1995. On October 1, 1995, he was
appointed a Trustee on 15 additional Federated Funds.
If any nominee for election as a Director named above shall by reason of
death or for any other reason become unavailable as a candidate at the Annual
Meeting, votes pursuant to the enclosed proxy will be cast for a substitute
candidate by the attorneys named therein, or their substitutes, present and
acting at the Annual Meeting. Any such substitute candidate for election as an
interested Director shall be nominated by the Executive Committee. The selection
of any substitute candidate for election as a Director who is not an interested
person shall be made by a majority of the Directors who are not interested
persons of the Fund. The Board of Directors has no reason to believe that any
nominee will become unavailable for election as a Director.
During the fiscal year ended December 31, 1995, there was one meeting of
the Board of Directors. The Directors who are not interested Directors of the
Fund as a group received fees totaling $11,105. The interested Directors do not
receive fees from the Fund. All Directors were reimbursed for expenses for
attendance at Board of Directors meetings.
Other than its Executive Committee, the Fund has one Board committee, the
Audit Committee. Generally, the function of the Audit Committee is to assist the
Board of Directors in fulfilling its duties relating to the Fund's accounting
and financial reporting practices and to serve as a direct line of communication
between the Board of Directors and the independent auditors. The specific
functions of the Audit Committee include recommending the engagement or
retention of the independent auditors, reviewing with the independent auditors
the plan and the results of the auditing engagement, approving professional
services provided by the independent auditors prior to the performance of such
services, considering the range of audit and non-audit fees, reviewing the
independence of the independent auditors, reviewing the scope and results of the
Fund's procedures for internal auditing, and reviewing the Fund's system of
internal accounting controls.
Messrs. Flaherty, Conroy, Copeland, and Dowd serve on the Audit Committee.
These Directors are not interested Directors of the Fund. During the fiscal year
ended December 31, 1995, there were four meetings of the Audit Committee. All of
the members of the Audit Committee were present for each meeting. Each member of
the Audit Committee receives an annual fee of $100 plus $25 for attendance at
each meeting and is reimbursed for expenses of attendance at Audit Committee
meetings.
The executive officers of the Fund are elected annually by the Board of
Directors. Each officer holds the office until qualification of his successor.
The names and birthdates (in parentheses) of the executive officers of the Fund
who are not listed above under "Election of Directors" and their principal
occupations during the last five years are as follows: Richard B. Fisher (May
17, 1923), President of the Fund, is Executive Vice President and Trustee,
Federated Investors; Chairman and Director, Federated Securities Corp.;
President or Vice President of some of the Funds; Director or Trustee of some of
the Funds. Edward C. Gonzales (October 22, 1930), Executive Vice President of
the Fund, is Vice Chairman, Treasurer, and Trustee, Federated Investors; Vice
President, Federated Advisers, Federated Management, Federated Research,
Federated Research Corp., Federated Global Research Corp. and Passport Research,
Ltd.; Executive Vice President, and Director, Federated Securities Corp.;
Trustee, Federated Shareholder Services Company; Chairman, Treasurer, and
Trustee, Federated Administrative Services; Trustee or Director of some of the
Funds; Executive Vice President and Treasurer of some of the Funds. John W.
McGonigle (October 26, 1938), Executive Vice President and Secretary of the
Fund, is Executive Vice President, Secretary, and Trustee, Federated Investors;
Trustee, Federated Advisers, Federated Management, and Federated Research;
Director, Federated Research Corp. and Federated Global Research Corp.; Trustee,
Federated Shareholder Services Company; Director, Federated Services Company;
Executive Vice President, Secretary, and Trustee, Federated Administrative
Services; Secretary and Trustee, Federated Shareholder Services; Director and
Executive Vice President, Federated Securities Corp.; Executive Vice President
and Secretary of the Funds. David M. Taylor (January 13, 1947), Treasurer of the
Fund, is Senior Vice President and Trustee, Federated Investors; Vice President,
Federated Shareholder Services; Treasurer of some of the Funds. Each of these
executive officers has been an officer of the Fund since November 14, 1990.
A Form 3 Report, a report which was required to be filed during the fiscal
year by or on behalf of Messrs. Roberge and Murray pursuant to Rule 16(a) of the
Securities Exchange Act of 1940, was not filed on the required date; however,
both have subsequently filed the required Form 3.
Federated Administrative Services is the Fund's administrator. For the
fiscal year ended December 31, 1995, the Fund's administrative fees were
$125,000, none of which was waived.
In addition, Dr. Henry Gailliot, an officer of Federated Advisers, the
adviser to the Fund, holds approximately 20% of the outstanding common stock and
serves as a Director of Commercial Data Services, Inc., a company which provides
computer processing services to Federated Administrative Services.
Federated Securities Corp., the principal underwriter for the Fund, and
Federated Administrative Services are both wholly-owned subsidiaries of
Federated Investors. Their address is Federated Investors Tower, Pittsburgh,
Pennsylvania 15222-3779.
THE BOARD OF DIRECTORS OF THE FUND RECOMMENDS THAT THE SHAREHOLDERS APPROVE THE
ELECTION OF DIRECTORS
------------------------
RATIFICATION OR REJECTION OF THE
SELECTION OF INDEPENDENT AUDITORS
The firm of Ernst & Young LLP has been selected as independent auditors for
the Fund by a majority of the Directors of the Fund who are not interested
persons of the Fund within the meaning of the Investment Company Act of 1940.
This selection is being submitted to shareholders for their ratification or
rejection at the Annual Meeting. Neither Ernst & Young LLP nor any of its
partners have any direct or indirect financial interest in, or any other
material relationship to, the Fund, nor are they the beneficial owners of any of
the Shares of the Fund. It is not expected that a representative of Ernst &
Young LLP will be present at the Annual Meeting.
The Fund's independent auditors provide customary professional services in
connection with the audit function for a registered investment company such as
the Fund. Their fees for such services include fees for work leading to the
expression of opinions on the financial statements included in reports to
shareholders, opinions on financial statements included in amendments to the
Fund's Registration Statement, and reports on the Fund's system of internal
accounting controls required in the annual report to the Securities and Exchange
Commission. Professional services of the independent auditors are approved by
the Audit Committee of the Board of Directors. In approving fees for such
services, the Audit Committee determines that their payment does not affect the
independence of the independent auditors.
The affirmative vote of a simple majority of Shares present and voting at
the meeting is required to ratify the selection of Ernst & Young LLP.
THE BOARD OF DIRECTORS OF THE FUND RECOMMENDS RATIFICATION
OF ITS SELECTION OF INDEPENDENT AUDITORS
FEDERATED INVESTORS
The following officers and Trustees of Federated Investors are also
officers of the Fund. All of the Class A Shares (Voting) of Federated Investors
are owned by a trust, the trustees of which are: John F. Donahue, Chairman,
Chief Executive Officer and Trustee of Federated Investors, Rhodora J. Donahue,
wife of John F. Donahue, and J. Christopher Donahue, son of John F. Donahue and
President, Chief Operating Officer and Trustee of Federated Investors.* Officers
and Directors of the Fund who own Class B Shares (Non-Voting), their positions
with Federated Investors, and the number of Class B Shares beneficially owned by
such persons (in parentheses) are: John F. Donahue*, Trustee, Chairman and Chief
Executive Officer (623,020); J. Christopher Donahue*, Trustee, President and
Chief Operating Officer (1,109,962); Edward C. Gonzales*, Vice Chairman,
Treasurer and Trustee (315,000); John W. McGonigle*, Trustee, Executive Vice
President, General Counsel, and Secretary (910,000); Richard B. Fisher*,
Trustee, Executive Vice President and Assistant Secretary (800,000) and David M.
Taylor*, Trustee and Senior Vice President (110,000).
* The number of shares indicated may include shares held jointly with
spouses or other family members, shares held by family-owned partnerships or
other business organizations, shares held by spouses and other family
members and/or shares held in trust for one or more family members. The
listed individuals disclaim beneficial ownership of shares held by spouses,
other family members and trusts, and by family-owned partnerships or other
business organizations to the extent not owned by them.
------------------------
OTHER MATTERS AND DISCRETION
OF ATTORNEYS NAMED IN THE PROXY
While the Annual Meeting is called to act upon any other business that may
properly come before it, at the date of this proxy statement the only business
which the Board of Directors intends to present or knows that others will
present is the business mentioned in the notice of meeting. If any other matters
lawfully come before the Annual Meeting, and as to all procedural matters at the
meeting, it is the intention that the enclosed proxy shall be voted in
accordance with the best judgment of the attorneys named therein, or their
substitutes, present and acting at the Annual Meeting.
If at the time any session of the Annual Meeting is called to order, a
quorum is not present in person or by proxy, the persons named as proxies may
vote those proxies which have been received to adjourn the Annual Meeting to a
later date. In the event that a quorum is present but sufficient votes in favor
of one or more of the proposals have not been received, the persons named as
proxies may propose one or more adjournments of the Annual Meeting to permit
further solicitation of proxies with respect to any such proposal. All such
adjournments will require the affirmative vote of a majority of the Shares
present in person or by proxy at the session of the Annual Meeting to be
adjourned. The persons named as proxies will vote those proxies which they are
entitled to vote in favor of the proposal, in favor of such an adjournment, and
will vote those proxies required to be voted against the proposal, against any
such adjournment. A vote may be taken on one or more of the proposals in this
proxy statement prior to any such adjournment if sufficient votes for its
approval have been received and it is otherwise appropriate.
The following indicates the beneficial ownership of shareholders who, to
the best knowledge of the Fund, is the beneficial owner of more than 5% of the
outstanding Shares of the Fund as of March 20, 1996: Cede & Co., New York, New
York, owned approximately 4,700,931 Shares (83.57%).
.
------------------------
PROPOSALS OF SHAREHOLDERS
If a shareholder wishes to submit a proposal for the next Annual Meeting,
such proposal should be in writing and should be received by the Fund not later
than December 10, 1996. It is suggested that such written proposals be submitted
via Certified Mail Return Receipt Requested. Proposals shall be mailed to
Liberty Term Trust, Inc.-1999, c/o Federated Investors, Federated Investors
Tower, 1001 Liberty Avenue, Pittsburgh, Pennsylvania 15222-3779.
If you do not expect to attend the Annual Meeting, please sign your proxy
and return it in the enclosed envelope to avoid unnecessary expense and delay.
No postage is necessary.
By Order of the Directors
JOHN W. MCGONIGLE
Secretary
April 2, 1996
Cusip 531282101
G01616-01 (3/96)
PLEASE MARK VOTES AS IN
THIS EXAMPLE
x
WITH-
HOLD
FOR ALL EXCEPT
FOR
AGAINST
ABSTAIN
FOR
1.) Election of Class III Directors:
2.) To ratify the selection by the Board of Directors of the firm Ernst & Young
LLP as Independent Auditors for the Fund.
JOHN F. DONAHUE, THOMAS G. BIGLEY, EDWARD L. FLAHERTY, JR.,
GREGOR F. MEYER, JOHN E. MURRAY, JR.
If you do not wish your shares voted "FOR" a particular nominee, mark the "For
All Except" box and strike a line through the nominee(s) name. Your shares will
be voted for the remaining nominee(s).
RECORD DATE SHARES:
Date
Please be sure to sign and date this Proxy.
Mark box at right if comments or address change have been noted on the reverse
side of this card.
Shareholder sign here
Co-owner sign here
DETACH CARD
LIBERTY TERM TRUST, INC. - 1999
Please take note of the important information enclosed with the Proxy Ballot.
There are a number of issues related to the management and operation of your
Fund that require your immediate attention and approval. These are discussed in
detail in the enclosed proxy materials.
Your vote counts, and you are strongly encouraged to exercise your right to vote
your shares.
Please mark the boxes on the proxy card to indicate how your shares shall be
voted. Then sign the card, detach it and return your proxy card in the enclosed
postage paid envelope.
Your vote must be received prior to the Annual Meeting of Shareholders, May 16,
1996.
Thank you in advance for your prompt consideration of these matters.
Sincerely,
Liberty Term Trust, Inc. - 1999
LIBERTY TERM TRUST, INC. - 1999
THE PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
Know All persons by these presents that the undersigned Shareholders of Liberty
Term Trust, Inc. - 1999 hereby appoint Charles H. Field, Patricia F. Conner,
Marie M. Hamm, Suzanne W. Land, and Carole L. Webber, or any one of them, true
and lawful attorneys, with the power of substitution of each, to vote all Shares
of Liberty Term Trust, Inc. - 1999 which the undersigned is entitled to vote at
the Annual Meeting of Shareholders to be held on May 16, 1996, at Federated
Investors Tower, Pittsburgh, Pennsylvania, at 2:00 p.m., and at any adjournment
thereof.
The attorneys named will vote the Shares represented by this proxy in accordance
with the choices made on this ballot. If no choice is
indicated as to any item, this proxy will be voted affirmatively on that matter.
The approval of each proposal is not contingent on the approval of any other
matter.
PLEASE RETURN THIS PORTION WITH YOUR VOTE IN THE ENCLOSED ENVELOPE AND RETAIN
THE BOTTOM PORTION.
PLEASE VOTE, DATE, AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED
ENVELOPE.
Please sign this proxy exactly as your name appears on the books of the
Corporation. Joint owners should each sign personally. Trustees and other
fiduciaries should indicate the capacity in which they sign, and where more than
one name appears, a majority must sign. If a corporation, this signature should
be that of an authorized officer who should state his or her title.
DO YOU HAVE ANY COMMENTS?
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HAS YOUR ADDRESS CHANGED?
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