(File Nos. 33-64808 and 811-7814)
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 ss.240.14a-11(c) or ss.240.14a-12
GLOBAL SMALL CAP FUND INC.
(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] 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 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:
<PAGE>
IMPORTANT INFORMATION-PLEASE VOTE YOUR PROXY IMMEDIATELY
--------------------------------------------------------
GLOBAL SMALL CAP FUND INC.
--------------------------
51 West 52nd Street
New York, NY 10019-6114
SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON THURSDAY, DECEMBER 30, 1999
Dear Shareholder:
Recently we distributed proxy materials regarding the Special Meeting of
Shareholders for Global Small Cap Fund Inc. scheduled to take place on Thursday,
December 30, 1999. Our records indicate that we have not yet received your
voting instructions. We encourage you to exercise your right to vote in order
that the Fund's management may have a majority opinion from the Fund's
shareholders. Please take a few moments to cast your vote. If you do not plan to
attend the Meeting, we need to receive your vote by Wednesday, December 29, 1999
in order to properly tabulate the results for the Meeting scheduled for
Thursday, December 30, 1999.
The purpose of the Meeting is to vote on a proposed reorganization between
Global Small Cap Fund Inc. and PaineWebber Global Equity Fund, an open end
investment company with a similar investment objective. Under the Agreement and
Plan of Reorganization and Termination, Global Small Cap Fund would transfer all
of its assets to PaineWebber Global Equity Fund and in return shareholders of
Global Small Cap Fund would receive shares of beneficial interest of PaineWebber
Global Equity Fund. For more information regarding the Meeting, please refer to
the proxy statement previously mailed to you or you may call Shareholder
Communications Corporation, the Fund's proxy agent at 1(800) 949-8596.
For your convenience, we have established two easy methods for you to vote:
1. By Phone: Call 1(800) 949-8596. Representatives are available
-------- to take your vote Monday through Friday between 9
a.m. and 11 p.m. and Saturday noon to 6 p.m. Eastern
time.
2. By Fax: Simply fax your executed proxy to us at
------ 1(800)-733-1885 anytime.
3. By Mail: Please complete the enclosed proxy card and return
------- it in the enclosed postage-paid envelope. Please
Please utilize this option only if method one is not
available, because there is no guarantee that your
vote will be received in time for the Meeting.
Remember, your vote counts. Vote today! Please take the time to vote your shares
in order to reduce the need for additional solicitation efforts or costly
meeting adjournments.
Thank you for your prompt attention.
