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))
[ 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, Inc.
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[ X ] No fee required.
[ ] 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 28, 1999
The Annual Meeting of the shareholders of Liberty Term Trust, Inc.-1999
(the "Fund") will be held on the 1st Floor of 5800 Corporate Drive, Pittsburgh,
Pennsylvania 15237-7000, at 2:00 p.m., May 28, 1999, for the following purposes:
(1) To elect four Class III Directors and Directors that have been newly
appointed by the Board of Directors to fill vacancies, each to hold office until
the Fund's liquidation, anticipated to be on or about the close of business on
December 31, 1999;
(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 April 9, 1999, as the record date for
determination of shareholders entitled to vote at the meeting.
By Order of the Directors
JOHN W. McGONIGLE
SECRETARY
April 19, 1999
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.
<PAGE>
LIBERTY TERM TRUST, INC.-1999
FEDERATED INVESTORS FUNDS
5800 CORPORATE DRIVE
PITTSBURGH, PENNSYLVANIA 15237-7000
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 28, 1999, at 5800 Corporate Drive, 1st Floor, Pittsburgh, Pennsylvania
15237-7000, at 2:00 p.m. at the annual meeting of shareholders ("Annual
Meeting").
The cost of the solicitation, including the printing and mailing of proxy
materials, will be borne by the Fund. In addition to solicitations through the
mails, proxies may be solicited by officers, employees, and agents of the Fund
or, if necessary, a communications firm retained for this purpose. Such
solicitations may be by telephone, telegraph, or otherwise. Any telephonic
solicitations will follow procedures designed to ensure accuracy and prevent
fraud, including requiring identifying shareholder information, recording the
shareholder's instructions, and confirming to the shareholder after the fact.
Shareholders who communicate proxies by telephone or by other electronic means
have the same power and authority to issue, revoke, or otherwise change their
voting instruction as currently exists for instructions communicated in written
form. The Fund will reimburse custodians, nominees, and fiduciaries for the
reasonable costs incurred by them in connection with forwarding solicitation
materials to the beneficial owners of Shares held of record by such persons. The
Directors propose to mail the enclosed notice of meeting, proxy card, and this
Proxy Statement on or about April 19, 1999.
On April 9, 1999, 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 entitled
to vote at the meeting, 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's annual report, which includes audited financial statements for the
fiscal year ended December 31, 1998, was previously mailed to shareholders. To
request an annual report, send a written request to the Fund's principal offices
located at Federated Investors Funds, 5800 Corporate Drive, Pittsburgh,
Pennsylvania 15237-7000 or call toll-free 1-800-341-7000.
If you have questions concerning this Proxy Statement, write to Boston Equiserve
(a subsidiary of the Fund's Transfer Agent, State Street Bank and Trust Company)
at P.O. Box 8200, Boston, MA 02266-8200 or call 1-800-426-5523.
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 Fund's liquidation
anticipated to be on or about the close of business on December 31, 1999. In the
event of a liquidation, the Directors shall continue to serve for the time the
Fund shall continue to exist for the purpose of paying, satisfying, and
discharging any existing debts or obligations, collecting and distributing its
assets, and doing all other acts required to liquidate and wind up its business
and affairs. After the close of business on December 31, 1999, if the Fund has
not completed such liquidation and wound up its business and affairs, the
Directors shall become trustees of the Fund's assets for purposes of liquidation
with full powers granted to directors of a corporation which has voluntarily
dissolved.
Mr. John F. Cunningham, Mr. Charles F. Mansfield and Mr. John S. Walsh are
standing for election to fill the vacancies created by the resignations on
January 2, 1999, of Mr. Wesley W. Posvar, a Class I Director, Mr. James E. Dowd,
a Class II Director, and Mr. Edward L. Flaherty, Jr., a Class III Director.
All of the nominees are presently serving as Directors of the Fund. Election of
a Director requires the affirmative vote of a plurality of the votes cast at the
Annual Meeting. A "plurality" is defined as more votes cast for than against a
nominee. 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.
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 were re-elected for a three-year term or until their successors were
elected and qualified or until the Fund completes its liquidation.
The Directors standing for election and current Class I and Class II Directors
are listed below with their name, address, birth date, present position(s) held
with the Fund, principal occupations for the past five years, total compensation
received as a Director from the Fund for its most recent fiscal year, and total
compensation received from the Federated Fund Complex for the most recent
calendar year. The Federated Fund Complex is comprised of 54 investment
companies, whose investment advisers are affiliated with the Fund's Adviser. The
companies or organizations related to the principal occupations of Directors
standing for election are not affiliated with the Fund. All nominees have
consented to serve if elected.
DIRECTORS STANDING FOR ELECTION
<TABLE>
<CAPTION>
NAME TOTAL
BIRTH DATE AGGREGATE COMPENSATION
ADDRESS PRINCIPAL OCCUPATIONS COMPENSATION FROM FUND
POSITION WITH FUND FOR PAST FIVE YEARS FROM FUND AND FUND
COMPLEX
<S> <C> <C> <C>
- -------------------------------------------------------------------------- ----------------------------
JOHN F. DONAHUE*+# Chief Executive Officer and Director or $0 $0 for the
Birth Date: July 28, 1924 Trustee of the Federated Fund Complex; Fund and 54
Federated Investors Tower Chairman and Director, Federated Investors, other
1001 Liberty Avenue Inc.; Chairman and Trustee, Federated investment
Pittsburgh, PA Investment Management Company; Chairman and companies in
CHAIRMAN AND Director, Federated Investment Counseling, the Fund
DIRECTOR/CLASS III and Federated Global Investment Management Complex
Corp.; Chairman, Passport Research, Ltd.
- --------------------------------------------------------------------------- ----------------------------
- --------------------------------------------------------------------------- ----------------------------
THOMAS G. BIGLEY Director or Trustee of the Federated Fund $1,048.95 $113,860.22
Birth Date: February 3, Complex; Director, Member of Executive for the Fund
1934 Committee, Children's Hospital of and 54 other
15 Old Timber Trail Pittsburgh; formerly: Senior Partner, Ernst investment
Pittsburgh, PA & Young LLP; Director, MED 3000 Group, companies in
DIRECTOR/CLASS III Inc.; Director, Member of Executive the Fund
Committee, University of Pittsburgh. Complex
- --------------------------------------------------------------------------- ----------------------------
NICHOLAS CONSTANTAKIS Director or Trustee of the Federated Fund $1,048.95 $47,958.02
Birth Date: September 3, Complex; formerly: Partner, Andersen for the Fund
1939 Worldwide SC. and 39 other
175 Woodshire Drive investment
Pittsburgh, PA companies in
DIRECTOR/CLASS III the Fund
Complex
- --------------------------------------------------------------------------- ----------------------------
JOHN E. MURRAY, JR., J.D., Director or Trustee of the Federated Fund $1,048.95 $113,860.22
S.J.D.# Complex; President, Law Professor, Duquesne for the Fund
Birth Date: December 20, University; Consulting Partner, Mollica & and 54 other
1932 Murray. investment
President, Duquesne companies in
University Previous Positions: Dean and Professor of the Fund
Pittsburgh, PA Law, University of Pittsburgh School of Complex
DIRECTOR/CLASS III Law; Dean and Professor of Law, Villanova
University School of Law.
- --------------------------------------------------------------------------- ----------------------------
JOHN F. CUNNINGHAM** Director or Trustee of some of the $0 $0 for the
Birth Date: March 5, 1943 Federated Funds; Chairman, President and Fund and 43
353 El Brillo Way Chief Executive Officer, Cunningham & Co., other
Palm Beach, FL Inc. ; Trustee Associate, Boston College; investment
DIRECTOR/CLASS I Director, EMC Corporation; formerly: companies in
Director, Redgate Communications. the Fund
Complex
Previous Positions: Chairman of the Board
and Chief Executive Officer, Computer
Consoles, Inc.; President and Chief
Operating Officer, Wang Laboratories;
Director, First National Bank of Boston;
Director, Apollo Computer, Inc.
- --------------------------------------------------------------------------- ----------------------------
CHARLES F. MANSFIELD, JR.** Director or Trustee of some of the $0 $0 for the
Birth Date: April 10, 1945 Federated Funds; Management Consultant. Fund and
80 South Road 43 other
Westhampton Beach, NY Previous Positions: Chief Executive investment
DIRECTOR/CLASS II Officer, PBTC International Bank; Chief companies in
Financial Officer of Retail Banking Sector, the Fund
Chase Manhattan Bank; Senior Vice Complex
President, Marine Midland Bank; Vice
President, Citibank; Assistant Professor of
Banking and Finance, Frank G. Zarb School
of Business, Hofstra University.
- --------------------------------------------------------------------------- ----------------------------
JOHN S. WALSH** Director or Trustee of some of the $0 $0 for the
Birth Date: November 28, Federated Funds; President and Director, Fund and 40
1957 Heat Wagon, Inc.; President and Director, other
2007 Sherwood Drive Manufacturers Products, Inc.; President, investment
Valparaiso, IN Portable Heater Parts, a division of companies in
DIRECTOR/CLASS III Manufacturers Products, Inc.; Director, the Fund
Walsh & Kelly, Inc.; formerly: Vice Complex
President, Walsh & Kelly, Inc.
- --------------------------------------------------------------------------- ----------------------------
</TABLE>
<PAGE>
THE CLASS I AND CLASS II DIRECTORS, WHOSE TERMS ARE DESCRIBED ABOVE, ARE AS
FOLLOWS:
<TABLE>
<CAPTION>
NAME TOTAL
BIRTH DATE AGGREGATE COMPENSATION
ADDRESS PRINCIPAL OCCUPATIONS COMPENSATION FROM FUND AND
POSITION WITH FUND FOR PAST FIVE YEARS FROM FUND FUND COMPLEX
<S> <C> <C> <C>
- -------------------------------------------------------------------------- -----------------------------
JOHN T. CONROY, JR. Director or Trustee of the Federated Fund $1,154.01 $125,264.48
Birth Date: June 23, 1937 Complex; President, Investment Properties for the Fund
Wood/IPC Commercial Dept. Corporation; Senior Vice President, and 54 other
John R. Wood Associates, John R. Wood and Associates, Inc., Realtors; investment
Inc. Realtors Partner or Trustee in private real estate companies in
3255 Tamiami Trial North ventures in Southwest Florida; formerly: the Fund
Naples, FL President, Naples Property Management, Inc. Complex
DIRECTOR/CLASS I and Northgate Village Development
Corporation.
- -------------------------------------------------------------------------- -----------------------------
WILLIAM J. COPELAND Director or Trustee of the Federated Fund $1,154.01 $125,264.48
Birth Date: July 4, 1918 Complex; Director and Member of the for the Fund
One PNC Plaza-23rd Floor Executive Committee, Michael Baker, Inc.; and 37 other
Pittsburgh, PA formerly: Vice Chairman and Director, PNC investment
DIRECTOR/CLASS II Bank, N.A. and PNC Bank Corp.; Director, companies in
Ryan Homes, Inc. the Fund
Complex
Previous Positions: Director, United
Refinery; Director, Forbes Fund; Chairman,
Pittsburgh Foundation; Chairman, Pittsburgh
Civic Light Opera.
- -------------------------------------------------------------------------- -----------------------------
LAWRENCE D. ELLIS, M.D.* Director or Trustee of the Federated Fund $1,048.95 $113,860.22
Birth Date: October 11, Complex; Professor of Medicine, University for the Fund
1932 of Pittsburgh; Medical Director, University and 54 other
3471 Fifth Avenue of Pittsburgh Medical Center - Downtown; investment
Suite 1111 Hematologist, Oncologist, and Internist, companies in
Pittsburgh, PA University of Pittsburgh Medical Center; the Fund
DIRECTOR/CLASS II Member, National Board of Trustees, Leukemia Complex
Society of America.
- -------------------------------------------------------------------------- -----------------------------
PETER E. MADDEN Director or Trustee of the Federated Fund $1,048.95 $113,860.22
Birth Date: March 16, 1942 Complex; formerly: Representative, for the Fund
One Royal Palm Way Commonwealth of Massachusetts General Court; and 54 other
100 Royal Palm Way President, State Street Bank and Trust investment
Palm Beach, FL Company and State Street Corporation. companies in
DIRECTOR/CLASS I the Fund
Previous Positions: Director, VISA USA and Complex
VISA International; Chairman and Director,
Massachusetts Bankers Association; Director,
Depository Trust Corporation.
- -------------------------------------------------------------------------- -----------------------------
MARJORIE P. SMUTS Director or Trustee of the Federated Fund $1,048.95 $113,860.22
Birth Date: June 21, 1935 Complex; Public for the Fund
4905 Bayard Street Relations/Marketing/Conference Planning. and 54 other
Pittsburgh, PA investment
DIRECTOR/CLASS I Previous Positions: National Spokesperson, companies in
Aluminum Company of America; business owner. the Fund
Complex
- -------------------------------------------------------------------------- -----------------------------
J. CHRISTOPHER DONAHUE*+ President or Executive Vice President of the $0 $0 for the
Birth Date: April 11, 1949 Federated Fund Complex; Director or Trustee Fund and 22
Federated Investors Tower of some of the Funds in the Federated Fund other
1001 Liberty Avenue Complex; President and Director, Federated investment
Pittsburgh, PA Investors, Inc.; President and Trustee, companies in
DIRECTOR/CLASS II Federated Investment Management Company; the Fund
President and Director, Federated Investment Complex
Counseling and Federated Global Investment
Management Corp.; President, Passport
Research, Ltd.; Trustee, Federated
Shareholder Services Company; Director,
Federated Services Company.
</TABLE>
* This Director is deemed to be an "interested person" as defined in the
Investment Company Act of 1940.
+ Mr. John F. Donahue is the father of J. Christopher Donahue, Executive
Vice President and Director/Class II of the Fund.
# Member of the Executive Committee. The Executive Committee of the Board
of Directors handles the responsibilities of the Board between meetings of the
Board.
** Messrs. Cunningham, Mansfield and Walsh became members of the Board of
Directors on January 1, 1999. As such, they did not receive any fees as of the
fiscal year end of the Fund.
Officers and Directors as a group own less than 1% of the Fund's outstanding
Shares.
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, 1998, there were four meetings of the
Board of Directors. The interested Directors, other than Dr. Ellis, do not
receive fees from the Fund. Dr. Ellis is an interested person by reason of the
employment of his son-in-law by Federated Securities Corp. 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. Conroy, Copeland, Murray and Madden serve on the Audit Committee.
These Directors are not interested Directors of the Fund. During the fiscal year
ended December 31, 1998, there were four meetings of the Audit Committee. All of
the members of the Audit Committee were present for each meeting.
OFFICERS OF THE FUND
The executive officers of the Fund are elected annually by the Board of
Directors. Each officer holds the office until qualification of his successor.
Each of these executive officers has been an officer of the Fund since November
14, 1990. The names of the executive officers of the Fund and their birth dates
addresses, position(s) with the Fund and principal occupations during the last
five years are as follows:
<TABLE>
<CAPTION>
<S> <C>
JOHN F. DONAHUE Chief Executive Officer and Director or Trustee of the Federated
Fund Birth Date: July 28, 1924 Complex; Chairman and Director, Federated
Investors, Inc.; Chairman Federated Investors Tower and Trustee, Federated
Investment Management Company; Chairman and 1001 Liberty Avenue Director,
Federated Investment Counseling, and Federated Global Pittsburgh, PA Investment
Management Corp.; Chairman, Passport Research, Ltd.
CHAIRMAN AND
DIRECTOR/CLASS III
- ------------------------------------------------------------------------------------------------------
J. CHRISTOPHER DONAHUE President or Executive Vice President of the Federated
Fund Complex; Birth Date: April 11, 1949 Director or Trustee of some of the
Funds in the Federated Fund Federated Investors Tower Complex; President and
Director, Federated Investors, Inc.; President 1001 Liberty Avenue and Trustee,
Federated Investment Management Company; President and Pittsburgh, PA Director,
Federated Investment Counseling and Federated Global EXECUTIVE VICE PRESIDENT
Investment Management Corp.; President, Passport Research, Ltd.; AND
DIRECTOR/CLASS II Trustee, Federated Shareholder Services Company; Director,
Federated
Services Company.
- ------------------------------------------------------------------------------------------------------
RICHARD B. FISHER President or Vice President of some of the Funds in the
Federated Fund Birth Date: May 17, 1923 Complex; Director or Trustee of some of
the Funds in the Federated Federated Investors Tower Fund Complex; Executive
Vice President, Federated Investors, Inc.; 1001 Liberty Avenue Chairman and
Director, Federated Securities Corp.
Pittsburgh, PA
PRESIDENT
<PAGE>
- ------------------------------------------------------------------------------------------------------
EDWARD C. GONZALES Trustee or Director of some of the Funds in the Federated Fund
Birth Date: October 22, Complex; President, Executive Vice President and Treasurer of some of
1930 the Funds in the Federated Fund Complex; Vice Chairman, Federated
Federated Investors Tower Investors, Inc.; Vice President, Federated Investment Management
1001 Liberty Avenue Company and Federated Investment Counseling, Federated Global
Pittsburgh, PA Investment Management Corp. and Passport Research, Ltd.; Executive
EXECUTIVE VICE PRESIDENT Vice President and Director, Federated Securities Corp.; Trustee,
Federated Shareholder Services Company.
JOHN W. MCGONIGLE Executive Vice President and Secretary of the Federated Fund Complex;
Birth Date: October 26, Executive Vice President, Secretary, and Director, Federated
1938 Investors, Inc.; Trustee, Federated Investment Management Company;
Federated Investors Tower Director, Federated Investment Counseling and Federated Global
1001 Liberty Avenue Investment Management Corp.; Director, Federated Services Company;
Pittsburgh, PA Director, Federated Securities Corp.
EXECUTIVE VICE PRESIDENT
AND SECRETARY
</TABLE>
Federated Services Company is the Fund's administrator. For the fiscal year
ended December 31, 1998, the Fund's administrative fees were $125,000, none of
which was waived.
THE BOARD OF DIRECTORS OF THE FUND RECOMMENDS THAT THE SHAREHOLDERS APPROVE
THE ELECTION OF THE NOMINATED 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 on Form N-SAR 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
------------------------------------------------------
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 a quorum is not present, the Annual Meeting may be adjourned to a later date
by the affirmative vote of a majority of the Shares present or represented by
proxy. 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 cast
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. In the event that a shareholder signs
and returns a proxy ballot but does not indicated 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).
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 April 9, 1999: Cede & Co. FAST, New York,
New York, owned approximately 3,966,664 Shares (70.52%).
If you do not expect to attend the Annual Meeting please sign and date 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 19, 1999
Cusip 531282101
G01616-04 (4/99) LTTST-PS-99
PLEASE MARK VOTES
X
AS IN THIS EXAMPLE
LIBERTY TERM TRUST, INC.-1999
(1) Election of four Class III Directors and Directors that have been newly
appointed by the Board of Directors to fill vacancies, each to hold office until
the Fund's liquidation, anticipated to be on or about the close of business on
December 31, 1999:
John F. Donahue
Thomas G. Bigley
Nicholas P. Constantakis
John E. Murray
John F. Cunningham
Charles F. Mansfield, Jr.
John S. Walsh
NOTE: If you do not wish your shares voted "For" a particular nominee, mark the
"For All Except" box and strike a line through the name(s) of the nominee(s).
Your shares will be voted for the remaining nominee(s).
(2) To ratify the selection by the Board of Directors of the firm Ernst &
Young LLP as Independent Auditors for the Fund.
For All With- For All
NOMINEES HOLD EXCEPT
CONTROL NUMBER:
RECORD DATE SHARES:
FOR AGAINST ABSTAIN
-------------
Please be sure to sign and date Date this Proxy.
- ------------------------------------------------
Mark box at right if an
address change or comment
has been noted on the
reverse side of this card.
Shareholder sign
here Co-owner
sign here
- ------------------------------------------------
DETACH CARD DETATCH CARD
LIBERTY TERM TRUST, INC. - 1999
Dear Shareholder,
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 28,
1999.
Thank you in advance for your prompt consideration of these matters.
Sincerely,
Liberty Term Trust, Inc. - 1999
<PAGE>
LIBERTY TERM TRUST, INC. - 1999
THE PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned Shareholders of Liberty Term Trust, Inc. -1999 hereby
appoint Nicholas J. Seitanakis, Patricia F. Conner, Kary A. Moore, Suzanne W.
Land, and Elisabeth A. Miller, 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 28, 1999, at 5800 Corporate Drive,
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.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
