SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
(Amendment No. __)
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 Pursuant to Section 240.14a-11(c) or
Section 240.14a-12
THE YACKTMAN FUNDS, INC.
(Name of Registrant as Specified in its Charter)
YACKTMAN ASSET MANAGEMENT CO.
(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
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[ ] 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
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<PAGE>
CONTACT:
Peter C. Harkins
Mary Ellen Goodall
Jennifer R. Wall
D.F. King & Co., Inc.
212-269-5550
FOR IMMEDIATE RELEASE
YACKTMAN TO PROCEED WITH PROXY SOLICITATION
TO REPLACE DIRECTORS
Special Meeting Scheduled for November 24, 1998
CHICAGO, ILLINOIS, SEPTEMBER 24, 1998 . . . Yacktman Asset Management
Co. ("Yacktman"), the investment adviser to The Yacktman Fund and The
Yacktman Focused Fund, announced today that, last week, a special meeting
of stockholders of The Yacktman Funds, Inc. (the "Funds") was duly called
by Donald A. Yacktman in his capacity as President of the Funds and
pursuant to the Funds' bylaws for November 24, 1998 (the "Special
Meeting") to consider and act on several proposals sponsored by Yacktman
which, if adopted, would remove four of the Funds' six directors, reduce
the size of the Funds' board of directors by one and elect three nominees
to serve as independent directors of the Funds, along with Donald A.
Yacktman and Ronald W. Ball of Yacktman. Subsequent to the call for the
Special Meeting, Yacktman filed a preliminary proxy statement with the
Securities and Exchange Commission in connection with Yacktman's planned
solicitation of proxies for the Special Meeting.
( M O R E )
Yacktman Asset Management
September 24, 1998
Page 2
At a special meeting of the Funds' board of directors held on
September 22, the four directors that Yacktman seeks to remove from the
Funds' board of directors -- Jon Carlson Stanislaw Maliszewski, Stephen
Upton and Thomas Hanson (collectively, the "Carlson/Maliszewski
Directors") -- voted as a block to dismiss Donald A. Yacktman from his
position as President and Ronald W. Ball from his position as Secretary of
the Funds, replacing both with Jon Carlson, a former marketing employee of
Yacktman, who was dismissed by Yacktman earlier this year. At the special
board meeting, the Carlson/Maliszewski Directors also voted to rescind the
calling of the Special Meeting, thereby seeking to preclude stockholder
action on the Yacktman proposals. In addition, using assets of the Funds,
the Carlson/Maliszewski Directors hired three law firms to represent the
Funds and several of the Carlson/Maliszewski Directors. These actions
were opposed by Donald A. Yacktman and Ronald W. Ball, who continue to
serve as directors of the Funds.
Donald A. Yacktman, who remains in his post as president of Yacktman,
which is continuing as investment advisor to the Funds, commented, "The
board's actions simply reinforce our belief that the Carlson/Maliszewski
Directors must be removed from office. The Funds' stockholders should
have an opportunity to decide what is in their own best interests."
Yacktman intends to proceed with its solicitation of proxies to
remove and replace the Carlson/Maliszewski Directors at the Special
Meeting, which was called for November 24, 1998. The entire cost of
Yacktman's solicitation in connection with the Special Meeting, including
litigation costs, if necessary, will be paid by Yacktman (and not by the
Funds).
# # #
In addition to Yacktman, the following persons are participants in
the solicitation of proxies by Yacktman: Ronald W. Ball, Bruce B.
Bingham, Albert J. Malwitz, George J. Stevenson, III and Donald Yacktman.
Yacktman and Donald Yacktman, as Yacktman's sole stockholder, have a
financial interest in the outcome of the proposals to be voted on at the
Special Meeting because Yacktman has advisory agreements with the Funds
pursuant to which it provides investment advisory services to the Funds
and receives fees as compensation for such services. Because each
advisory agreement may be terminated at any time without payment of any
penalty by Yacktman's Board of Directors, there can be no assurance the
Board of Directors will not terminate the advisory agreements if the
proposals to be voted on at the Special Meeting are not approved. Other
than directorships contemplated by Yacktman's proposals for the three
nominees, none of the participants in the solicitation of proxies has any
arrangement or understanding with any person with respect to any future
employment by the Funds or with respect to any future transactions to
which the Funds will or may be a party.
The following table shows, as of August 1, 1998 (except as otherwise
noted), the shares of The Yacktman Fund and The Yacktman Focused Fund
beneficially owned by the participants in the solicitation of proxies by
Yacktman.
Amount and Nature of Beneficial Ownership
Name of Beneficial Owner The Yacktman Fund The Yacktman Focused Fund
Ronald W. Ball 7,061.00 10,835.00
Bruce B. Bingham 6,141.47(1) 0.00
Albert J. Malwitz 69,025.69(2) 505.19
George J. Stevenson, III 1,136.00(3) 1,401.00(3)
Donald A. Yacktman 121,990.31(4) 199,348.42(4)
Yacktman Asset Management Co. 15,539.53 0.00
_________________
(1) Reflects shares of The Yacktman Fund owned by Bruce Bingham's spouse.
(2) Consists of shares of The Yacktman Fund held by Albert Malwitz as
custodian for his child.
(3) Includes 1,136.00 shares of The Yacktman Fund and 1,401.00 shares of
The Yacktman Focused Fund held by the Stevenson Company Profit
Sharing Trust, of which George Stevenson is a trustee and
participant.
(4) Includes 2,588.79 shares of The Yacktman Fund and 103,181.46 shares
of The Yacktman Fund owned by Donald Yacktman's spouse and 10,489.08
shares of The Yacktman Fund held by Donald Yacktman's spouse as
custodian for their children. Includes 94,161.96 shares of The
Yacktman Focused Fund purchased on August 27, 1998.
This press release does not constitute a solicitation of proxies for
any meeting of the Fund's stockholders. Any such solicitation will be
made only pursuant to proxy materials complying with the requirements of
Section 14(a) of the Securities Exchange Act of 1934, as amended, and the
rules and regulations thereunder.
