PRELIMINARY COPY
LORD ABBETT INVESTMENT TRUST
A Lord Abbett Managed Investment Company
The GM Building o 767 Fifth Avenue o New York, NY 10153-0203 o (212) 848-1800
Dear Shareholder:
You are cordially invited to attend the Special Meeting of
Shareholders of the Lord Abbett Investment Trust scheduled to be held on
November 12, 1997, at 11:00 a.m., at the General Motors Building, 767 Fifth
Avenue, New York, New York. Your Board of Trustees looks forward to greeting
those shareholders who are able to attend.
At the meeting, the shareholders of the Balanced Series will
be asked to vote on a proposed revision of a fundamental investment restriction
to permit the Series gradually to convert to a fund of funds.
Such a proposal, if approved, is intended to permit the
Balanced Series to invest in the securities of other investment companies, such
as a special class of shares created for this purpose and issued by Lord Abbett
Affiliated Fund, Inc. and Lord Abbett Bond-Debenture Fund, Inc. Due to an
unrealized capital gain per share in the Balanced Series, it would
simultaneously continue to hold portfolio securities which would continue to be
managed under its current investment policies. As opportunities were used to
reduce the gain and cash became available, special class shares of both
Affiliated Fund and Bond-Debenture Fund would be purchased. An application is
pending at the Securities and Exchange Commission for an order to allow the
Balanced Series simultaneously to hold portfolio securities.
The proposal is fully described in the enclosed proxy
statement. I encourage you to review the proxy statement for all the details
regarding the meeting agenda.
Your Board of Trustees believes this proposal is in the best
interest of the Fund and its Series shareholders and unanimously recommends a
vote "for" the proposal. Regardless of the number of shares you own, it is
important that they be represented and voted. Accordingly, please sign, date and
mail the enclosed proxy card in the postage paid return envelope.
Your prompt response will help save the Series the expense of
additional solicitation.
Sincerely,
Robert S. Dow
Chairman of the Board
September 17, 1997
<PAGE>
LORD ABBETT INVESTMENT TRUST
767 FIFTH AVENUE
NEW YORK, NEW YORK 10153
NOTICE OF SPECIAL MEETING OF BALANCED SERIES' SHAREHOLDERS
TO BE HELD
November 12, 1997
PROXY STATEMENT
YOU ARE URGED TO SIGN AND MAIL THE PROXY CARD IN THE ENCLOSED POSTAGE-PAID
ENVELOPE WHETHER YOU OWN ONLY A FEW OR MANY SHARES. YOUR PROMPT RETURN OF THE
PROXY MAY SAVE THE BALANCED SERIES THE NECESSITY AND
EXPENSE OF FURTHER SOLICITATIONS TO ENSURE A QUORUM AT THIS MEETING.
<PAGE>
LORD ABBETT INVESTMENT TRUST
BALANCED SERIES
767 Fifth Avenue
New York, New York 10153
Notice of Special Meeting of Balanced Series' Shareholders
To Be Held November 12, 1997 September 17, 1997
Notice is given hereby of a special meeting of the shareholders of the Balanced
Series (the "Series") of the Lord Abbett Investment Trust (the "Fund"). The
meeting will be held at the offices of Lord, Abbett & Co., on the 11th floor of
The General Motors Building, 767 Fifth Avenue, New York, New York, on Wednesday,
November 12, 1997, at 11:00 a.m., for the following purposes and to transact
such other business as may properly come before the meeting and any adjournments
thereof.
ITEM 1. To approve or disapprove a certain change in a fundamental investment
restriction of the Balanced Series, as described in the proxy statement.
By order of the Board of Trustees
Kenneth B. Cutler
Vice President and Secretary
<PAGE>
The Board of Trustees has fixed the close of business on August 20, 1997 as the
record date for determination of shareholders of the Balanced Series entitled to
notice of and to vote at the meeting. Shareholders are entitled to one vote for
each share held. As of August 20, 1997, there were 1,371,701 shares of the
Balanced Series issued and outstanding.
PLEASE INDICATE YOUR VOTING INSTRUCTIONS ON THE ENCLOSED PROXY CARD.
SIGN, DATE AND RETURN IT IN THE ENVELOPE PROVIDED.
TO SAVE THE COST OF ADDITIONAL SOLICITATIONS, PLEASE MAIL YOUR PROXY PROMPTLY.
<PAGE>
LORD ABBETT INVESTMENT TRUST
767 Fifth Avenue
New York, New York 10153
September 17, 1997
PROXY STATEMENT
This Proxy Statement is furnished in connection with the
solicitation of proxies by and on behalf of the Board of Trustees of Lord Abbett
Investment Trust, a diversified, open-end management investment company
organized as a Delaware business trust (the "Fund"), for use at a special
meeting of shareholders of the Balanced Series (the "Series") of the Fund to be
held at 11:00 a.m. on Wednesday, November 12, 1997 at the offices of Lord,
Abbett & Co. ("Lord Abbett"), the investment manager of the Fund, on the 11th
floor of the General Motors Building, 767 Fifth Avenue, New York, New York
10153, and at any adjournments thereof. This Proxy Statement and the enclosed
proxy card are first being mailed to shareholders on or about September 17,
1997.
At the close of business on August 20, 1997 (the "Record
Date"), there were issued and outstanding 1,371,701 shares of the Series. Only
shareholders of record at the close of business on the Record Date are entitled
to notice of, and to vote at, the special meeting or any adjournment thereof.
Proxies will be solicited by mail. Additional solicitations may be made by
telephone, facsimile or personal contact by officers or employees of Lord Abbett
and its affiliates. The Fund also may request brokerage houses, custodians,
nominees, and fiduciaries who are shareholders of record to forward proxy
materials to beneficial owners. The cost of the solicitation initially will be
borne by the Series. However, Lord Abbett will subsidize the cost in the event
it becomes a burden to the Series (i.e. exceeds 0.10 of 1% of the Series'
average net assets).
Shareholders are entitled to one vote for each full share, and
a proportionate vote for each fractional share, of the Series held as of the
Record Date. Under Delaware law, shares owned by two or more persons (whether as
joint tenants, co-fiduciaries or otherwise) will be voted as follows, unless a
written instrument or court order providing to the contrary has been filed with
the Secretary of the Fund: (1) if only one votes, that vote binds all; (2) if
more than one votes, the vote of the majority binds all; and (3) if more than
one votes and the vote is evenly divided, the vote will be cast proportionately.
If the enclosed form of proxy is properly executed and returned in time to be
voted at the meeting, the proxies named therein will vote the shares represented
by the proxy in accordance with the instructions marked thereon. Unmarked
proxies will be voted FOR the item described in this Proxy Statement and any
other matters as deemed appropriate. A proxy may be revoked by the signer at any
time at or before the meeting by written notice to the Fund, by execution of a
later-dated proxy or by voting in person at the meeting.
<PAGE>
1. PROPOSAL TO AMEND A FUNDAMENTAL INVESTMENT RESTRICTION OF THE BALANCED SERIES
The Board of Trustees has approved an amendment to one of the
Balanced Series' fundamental investment restrictions in order to permit the
Series to gradually convert to a fund of funds. Such proposal, if approved, is
intended to permit the Balanced Series to invest in the securities of other
investment companies, such as a special class of shares created for this purpose
and issued by Lord Abbett Affiliated Fund, Inc. and Lord Abbett Bond-Debenture
Fund, Inc. Due to an unrealized capital gain per share in the Balanced Series,
it would simultaneously continue to hold portfolio securities which would
continue to be managed under its current investment policies. As opportunities
were used to reduce the gain and cash become available, the Balanced Series
would purchase additional special class shares of both Affiliated Fund and
Bond-Debenture Fund.
Although the Balanced Series does not propose to amend its
investment management contract with Lord Abbett, Lord Abbett has agreed to waive
its advisory fees on assets of the Balanced Series that are invested in shares
of either the Affiliated Fund or the Bond-Debenture Fund. In addition, the class
of shares in which the Balanced Series will invest will not bear any sales
loads, deferred sales charges, Rule 12b-1 distribution or service fees.
COMPARISON OF BALANCED SERIES TO A COMBINATION OF AFFILIATED AND
BOND-DEBENTURE FUNDS BASED ON INVESTMENT OBJECTIVES,
EXPENSES, RATINGS AND PERFORMANCE.
SHAREHOLDERS SHOULD READ THIS INFORMATION CAREFULLY BEFORE VOTING ON
THE PROPOSAL.
I. INVESTMENT OBJECTIVES
The investment objectives of the Balanced Series, Affiliated
Fund and the Bond-Debenture Fund are set forth below.
<TABLE>
<CAPTION>
- ---------------------------------- ---------------------------------------------------------------------------------
FUND INVESTMENT OBJECTIVE
- ---------------------------------- ---------------------------------------------------------------------------------
<S> <C>
Balanced Series The Series seeks current income and capital growth.
- ---------------------------------- ---------------------------------------------------------------------------------
Affiliated Fund The Fund seeks long-term growth of capital and income without excessive
fluctuations in market value. The Fund seeks to attain its objective by
investing in securities selling at reasonable prices in relation to value. The
Fund normally invests in large, seasoned companies in sound financial
condition, issuing common stocks which are expected to perform above-
average with respect earnings and appreciation.
- ---------------------------------- ---------------------------------------------------------------------------------
Bond-Debenture Fund The Fund seeks high current income and the opportunity for capital
appreciation to produce a high total return. In seeking this investment
objective, the Fund invests in lower-rated debt securities which entail greater
risks than investments in higher-rated debt securities.
- ---------------------------------- ---------------------------------------------------------------------------------
</TABLE>
<PAGE>
II. EXPENSES
The following table is intended to compare the expenses
currently born by an investor to various expenses that an investor in the
Balanced Series would bear directly or indirectly after conversion by the
Balanced Series to a fund of funds structure.
The following table shows the expenses of the Balanced Series
for the fiscal year ended October 31, 1996 and a pro forma adjustment thereto
(the "Pro Forma Balanced Series") assuming that the Balanced Series had invested
50% of its assets in the Affiliated Fund and 50% in the Bond-Debenture Fund and
incurred its own direct expenses and the indirect expenses of Affiliated and
Bond-Debenture Funds.
ANNUAL OPERATING EXPENSES (DIRECT AND INDIRECT)
(As a percentage of average net assets)
<TABLE>
<CAPTION>
- -------------------- ----------------------------------------------------- ---------------------------------------------------
Class A Shares Class C Shares
- -------------------- ------------------- ------------------ -------------- ------------------ ----------------- --------------
Advisory Fees Other Expenses Total Advisory Fees Other Expenses Total
Operating Operating
Expenses Expenses
- -------------------- ------------------- ------------------ -------------- ------------------ ----------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Balanced Series 0.25%(1) 0.66% 0.91% 0.25%(1) 1.66% 1.91%
- -------------------- ------------------- ------------------ -------------- ------------------ ----------------- --------------
Pro Forma Balanced 0.39% 0.51% 0.90%(2) 0.39% 1.51% 1.90%(3)
Series
- -------------------- ------------------- ------------------ -------------- ------------------ ----------------- --------------
<FN>
1. See the section entitled "Management Fee Waiver By Lord Abbett" below.
2. Consists of 0.49% indirect expenses of the underlying funds in which Balanced
Series invests, plus Balanced Series' own direct expenses of 0.41% which are
covered in more detail below in the section entitled "Subsidy In Return For
Benefits." 3. Consists of the expenses in note 2, plus the 1% level load for C
shares under the Rule 12b-1 Plan.
</FN>
</TABLE>
MANAGEMENT FEE WAIVER BY LORD ABBETT. The Balanced Series is obligated to pay
Lord Abbett a management fee of 0.75 of 1%. For the period from the Series'
commencement of operations on December 27, 1994 through June 30, 1996, Lord
Abbett waived its entire fee. For the period from July 1, 1996 through August
31, 1997, Lord Abbett waived 0.50 of 1% or two thirds of its management fee.
Beginning on September 1, 1997, Lord Abbett waived 0.25 of 1% or one third of
its management fee.
SUBSIDY IN RETURN FOR BENEFITS. A pro-forma adjustment to the Balanced Series'
0.66% of direct expenses reduced these expenses to 0.41% due to a 0.25% combined
subisdy from Affiliated and Bond-Debenture Funds as underlying funds in the
Balanced Series' fund of funds structure. In return for the subsidy, Affiliated
and Bond-Debenture Funds will benefit by avoiding administrative expenses
normally associated with direct investment in each fund's shares by investors.
Instead, Affiliated and Bond-Debenture Funds will maintain record ownership of
each fund's shares owned by the Balanced Series in a single account for each
fund in the name of the Balanced Series. The subsidy will not exceed the
benefit. A private letter ruling application has been submitted to the Internal
Revenue Service to establish that a subsidy arrangement, such as this subsidy,
will not result in a preferential dividend for Affiliated and Bond - Debenture
Funds.
<PAGE>
The following example illustrates the Pro Forma (direct and
indirect expenses) that a shareholder would pay assuming: (i) a $1,000
investment in the Balanced Series; (ii) the expenses listed under "Total
Operating Expenses" in the table above; (iii) 5% annual returns; (iv)
reinvestment of all dividends and distributions; and (v) full redemption at the
end of the period. THE EXAMPLE SHOULD NOT BE CONSIDERED TO BE A REPRESENTATION
OF PAST OR FUTURE EXPENSES OR RETURNS. ACTUAL EXPENSES AND RETURNS MAY BE
GREATER OR LESS THAN INDICATED.
<TABLE>
<CAPTION>
- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
Pro-Forma
Balanced Series
- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
<S> <C> <C> <C> <C>
Class A $56 $75 $95 $153
- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
Class C $30 $60 $103 $222
- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
</TABLE>
III. RATINGS
Lord Abbett Bond-Debenture Fund has a five-star rating from
Morningstar, Inc. for the three and five year periods ending on June 30, 1997.
For the one and ten year periods ending on that date it has a four-star rating.
Lord Abbett Affiliated Fund has a four-star rating for the same one, three and
five year periods and a three-star rating for the same ten year period. The
Balanced Series has no Morningstar rating.
Morningstar proprietary ratings reflect historical
risk-adjusted performance among a total of (i) 1248 taxable fixed-income funds,
in the case of the Bond Debenture Fund, and (ii) 1997 domestic equity funds, in
the case of Affiliated Fund, as of 6/30/97. The ratings are subject to change
every month. Morningstar ratings are calculated from a fund's three-, five- and
ten-year average annual returns in excess of 90-day Treasury bill returns with
appropriate fee adjustments and a risk factor that reflects fund performance
below 90-day T-bill returns. Ten percent of the funds in an investment category
receive five stars, 22.5% receive four stars, 35% receive three stars, 22.5%
receive two stars and the bottom 10% receive one star. The returns and ratings
reflect past performance of each fund and are not an indication of future
results.
IV. PERFORMANCE
Set forth below is a comparison for Class A shares of the performance of
the Balanced Series to the performance of a combination of Affiliated Fund and
Bond-Debenture Fund ("Affiliated/Bond-Debenture"). The Affiliated/Bond-Debenture
performance assumes (i) that half of an investor's money is invested in each
fund and (ii) that none of the Balanced Series direct expenses (which are 0.41
of 1%) are deducted as they would be in a fund of funds structure. Total return
is shown for the two and a half calendar years spanning the life of the Balanced
Series through June 30, 1997, excluding five start up days at the end of 1994.
<PAGE>
<TABLE>
<CAPTION>
TOTAL RETURN
- ------------------------------ ---------------------------- --------------------------- ----------------------------
1997 year to date
(June 30, 1997) 1996 1995
- ------------------------------ ---------------------------- --------------------------- ----------------------------
<S> <C> <C> <C>
Balanced Series 10.0% 9.10% 22.8%
- ------------------------------ ---------------------------- --------------------------- ----------------------------
Affiliated/Bond-Debenture 11.7% 15.65% 24.6%
- ------------------------------ ---------------------------- --------------------------- ----------------------------
</TABLE>
YIELD
30 day yield ended June 30, 1997
Affiliated/Bond-Debenture 4.30%
Balanced Series 2.45%
Balanced Series', Affiliated Fund's and Bond-Debenture Fund's, average annual
rates of total return as required by the Securities and Exchange Commission at
the Class A share maximum sales charge of 4.75%, 5.75%, and 4.75% respectively,
for the periods ended 6/30/97:
<TABLE>
<CAPTION>
5 YEARS (OR LIFE OF THE
1 YEAR SERIES) 10 YEARS
- ------------------------------ ---------------------------- --------------------------- ----------------------------
<S> <C> <C> <C>
BALANCED SERIES +12.40% +14.36%(1)
AFFILIATED FUND +24.20% +17.23% +12.09%
BOND-DEBENTURE FUND +8.90% +9.48% +9.58%
<FN>
(1) Balanced Series commenced operations on December 27, 1994.
</FN>
</TABLE>
Total return is the percent change in value assuming the reinvestment of
all distributions. The yield as required by the Securities and Exchange
Commission for the 30-day period ended 6/30/97 was +2.45 % for the Balanced
Series, +6.73% for Bond-Debenture Fund and +1.86% for Affiliated Fund.
The results quoted herein represent past performance which is no indication
of future results. The investment return and principal value of an investment in
the funds will fluctuate so that shares, on any given day or when redeemed, may
be worth more or less than their original cost. Each fund issues additional
classes of shares (Class B and/or C), with distinct pricing options. For a full
discussion of the differences in pricing alternatives, please call 800-874-3733
and ask for each fund's current prospectus. The prospectus has more complete
information about each fund, including changes and expenses. Read it carefully
before you invest.
****
<PAGE>
The Fund has applied to the Securities and Exchange Commission for an order
allowing the Balanced Series to invest in Affiliated Fund and Bond-Debenture
Fund while, at the same time, holding portfolio securities which would continue
to be managed under the current policies of Balanced Series. If the Securities
and Exchange Commission does not issue the order, the Balanced Series will not
convert to a fund of funds.
The Balanced Series' current fundamental investment restriction and its
proposed fundamental investment restriction are set forth in Exhibit A attached
to this Proxy Statement. Approval of the proposed amendment to the Balanced
Series' fundamental investment restriction requires the affirmative vote of a
"majority" (as defined in the Act) of the voting securities of that Series. A
"majority" vote is defined in the Act as the vote of the holders of the lesser
of: (I) 67% or more of the voting securities present or represented by proxy at
the shareholders' meeting, if the holders of more than 50% of the outstanding
voting securities are present or represented by proxy, or (II) more than 50% of
the outstanding voting securities. The effect of an abstention or broker
non-vote is the same as a vote against this proposal.
If the proposed amendment is not approved by the shareholders, the current
fundamental restriction will continue in effect.
At a meeting on August 14, 1997, the Board of Trustees considered and voted
to approve and recommended shareholder approval of this change to the Balanced
Series' fundamental investment restriction to allow it to operate as a fund of
funds. The Board of Trustees considered various matters in evaluating the
appropriateness of the Balanced Series operating as a fund of funds. In
particular, the Board examined and weighed: (i) the nature of and the Board's
oversight of the fee waiver agreed to by Lord Abbett; (ii) the nature and
quality of the services rendered and the results achieved by Lord Abbett in its
management of the Balanced Series, the Affiliated Fund and the Bond-Debenture
Fund; (iii) information concerning the Balanced Series' expense ratio on both an
existing and pro forma basis; and (iv) the investment objectives of the Balanced
Series, Affiliated Fund and the Bond-Debenture Fund.
Certain of the factors considered by the Board of Trustees in reaching its
determination are discussed in more detail below.
The fact that Lord Abbett has agreed to waive its advisory fees on
assets of the Balanced Series that are invested in shares of either the
Affiliated Fund or the Bond-Debenture Fund.
The fact that the class of shares of the Affiliated Fund and the
Bond-Debenture Fund in which the Balanced Series will invest will not bear
any sales loads, deferred sales charges, distribution fees or service fees.
<PAGE>
The ratings of Affiliated Fund and Bond-Debenture Fund.
The superior performance of a combination of Affiliated Fund and
Bond-Debenture Fund versus Balanced Series.
The costs of the proposed change in fund structure and other options
to the proposed change.
THE BOARD OF TRUSTEES RECOMMENDS THAT SHAREHOLDERS OF VOTE IN FAVOR OF
THE PROPOSED AMENDMENT TO THE BALANCED SERIES' FUNDAMENTAL INVESTMENT
RESTRICTION.
2. OTHER INFORMATION
Management is not aware of any matters to come before the meeting
other than those set forth in the notice. If any such other matters do come
before the meeting, the individuals named as proxies will vote, act, and
consent with respect thereto in accordance with their best judgment.
a. TIMELINESS OF SHAREHOLDER PROPOSALS.
Any shareholder proposals to be presented for action at the Fund's
next shareholder meeting pursuant to the provisions of Rule 14a-8 under the
Securities Exchange Act of 1934, as amended, must be received at the Fund's
principal executive offices within a reasonable time in advance of the date
solicitation is made for such meeting. The Fund does not intend to hold
another annual or special meeting of shareholders unless required to do so
by the Act.
b. INVESTMENT ADVISER AND UNDERWRITER.
Lord, Abbett & Co., 767 Fifth Avenue, New York, New York, 10153,
("Lord Abbett") acts as investment adviser and Lord Abbett Distributor LLC,
a subsidiary of Lord Abbett located at the same address, acts as principal
underwriter with respect to the Fund.
c. ANNUAL REPORT AVAILABLE UPON REQUEST.
The Fund will furnish, without charge, a copy of the Fund's most
recent annual report and the most recent semi-annual report succeeding the
annual report, if any, to a shareholder upon request. A shareholder may
obtain such report(s) by writing to the Fund or by calling 800-874-3733.
LORD ABBETT INVESTMENT TRUST
Kenneth B. Cutler
Vice President and Secretary
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT A
BALANCED SERIES
COMPARISON OF CURRENT FUNDAMENTAL RESTRICTION AND PROPOSED FUNDAMENTAL RESTRICTION
- -------------------------------------------------- -----------------------------------------------------
Current Proposed
Restriction Restriction
- -------------------------------------------------- -----------------------------------------------------
DIVERSIFICATION.
<S> <C>
FUNDAMENTAL FUNDAMENTAL
The Series may not, with respect to 75% of its With respect to 75% of its gross assets, the Series
total assets, and except as indicated below, buy may not buy securities of one issuer
securities if the purchase would then cause it representing more than (i) 5% of the Series' gross
to (i) have more than 5% of its gross assets, at assets or (ii) 10% of the voting securities of such
market value at the time of investment, invested issuer, except, in either case, securities issued
in the securities of any one issuer except or guaranteed by the U.S. Government, its agencies
securities issued or guaranteed by the U.S. or instrumentalities and securities of other
Government, its agencies or instrumentalities or investment companies.
(ii) own more than 10% of the voting securities
of any issuer.
- -------------------------------------------------- -----------------------------------------------------
</TABLE>
<PAGE>
LORD ABBETT INVESTMENT TRUST
LORD ABBETT BALANCED SERIES
SPECIAL MEETING OF SHAREHOLDERS
NOVEMBER 12, 1997
767 Fifth Avenue
New York, New York 10153
The undersigned hereby appoints ROBERT S. DOW and E. WAYNE NORDBERG
and each of them proxies, with full power of substitution, to vote (according to
the number of votes which the undersigned would be entitled to cast if then
personally present) at the special meeting of shareholders of the Balanced
Series (the "Series") of LORD ABBETT INVESTMENT TRUST on November 12, 1997,
including all adjournments, as specified below, and in their discretion upon
such other business as may properly be brought before the meeting.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES WHICH RECOMMENDS THAT
YOU VOTE FOR PROPOSAL 1.
UNLESS OTHERWISE SPECIFIED IN THE SQUARES PROVIDED, THE VOTE OF THE UNDERSIGNED
IS TO BE CAST FOR THE PROPOSAL LISTED BELOW.
1. For ___ Against ___ Abstain ___ To approve or disapprove the proposed change
in a fundamental investment restriction of the Series, as described in the
proxy statement.
<PAGE>
ACCOUNT NUMBER SHARES PROXY NUMBER
LORD ABBETT INVESTMENT TRUST
LORD ABBETT BALANCED SERIES
PLEASE SIGN, DATE AND MAIL
THIS PROXY IN THE POSTAGE
PAID RETURN ENVELOPE
PROVIDED.
For information as to the voting of stock registered in more than
one name, see page 1 of the proxy statement. When signing the proxy as
attorney, executor, administrator, trustee or guardian, please
indicate the capacity in which you are acting. Only authorized
officers should sign for corporations.
Date:......................................................
Signature(s) of Shareholder(s) as shown at left
.............................................................
.............................................................
(Please read other side)
