SCHEDULE 14A INFORMATION
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Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
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
Filing by:
FIRST BELL BANCORP, INC.
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(Name of Registrant as Specified in its Charter)
Payment of Filing Fee (Check the appropriate box):
[ X ] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
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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):
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4) Proposed maximum aggregate value of transaction:
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5) Total fee paid:
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[ ] 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:
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2) Form, Schedule or Registration Statement No.:
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4) Date Filed:
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FIRST BELL BANCORP, INC.
300 Delaware Avenue, Suite 1704
Wilmington, DE 19801
April 7, 1999
Dear Fellow Stockholder:
We have previously sent to you proxy material for the Annual Meeting of
Stockholders of First Bell Bancorp, Inc. to be held on April 26, 1999. Your
Board of Directors has unanimously recommended that shareholders vote AGAINST
Proposal 3, the stockholder proposal described in the proxy statement. You
should be aware that on March 29, 1999, Institutional Shareholder Services
("ISS"), the nation's leading voting advisor to institutional investors, mutual
funds and other fiduciaries, recommended a vote AGAINST Proposal 3.
Your vote is important, no matter how many or how few shares you may own.
Whether or not you have already done so, please sign, date and return the
enclosed proxy card today in the envelope provided.
Thank you for your continued support.
Very truly yours,
/s/ Albert H. Eckert, II
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Albert H. Eckert, II
President and Chief Executive Officer
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If you have any questions, or need assistance in
voting your shares, please call our proxy
solicitor,
INNISFREE M&A INCORPORATED
TOLL-FREE, at 1-888-750-5834.
IMPORTANT NOTE:
If you hold your shares through a bank or broker,
you may be able to vote by telephone, or via the Internet.
Please call Innisfree at 888-750-5834 for assistance.
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