File Nos. 33-4382 & 811-4626
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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 Sec. 240.14a-12
THE CASCADES TRUST
(Exact Name of Registrant as Specified in Charter)
380 Madison Avenue, Suite 2300
New York, New York 10017
(Address of Principal Executive Offices)
(212) 697-6666
(Registrant's Telephone Number)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required
Tax-Free Trust of Oregon
380 Madison Avenue, Suite 2300 o New York, NY 10017 o (212) 697-6666 o FAX (212)
687-6666
April, 2008
Dear Investor:
Management of Aquila Management Corporation (AMC), the parent of the
Manager of Tax-Free Trust of Oregon, continually takes steps to ensure the
Trust's smooth operation.
In line with this endeavor, Proposal Nos. 1 and 2 for the Special
Meeting in the enclosed joint proxy statement are designed to facilitate an
orderly transfer of the ownership of AMC. They seek shareholder cooperation with
a planned change of control of AMC and the Manager, primarily from one
generation to another.
It is important to note that while this change of control provides for
certain ownership changes in AMC, it will not change the day-to-day operation
with respect to Tax-Free Trust of Oregon. At present, AMC is well-staffed with
highly competent individuals monitoring all aspects of the management of the
Trust. The services provided to the Trust, the investment approach, and Aquila's
management fees will remain unchanged.
In short, this is basically a housekeeping issue on the part of Aquila
which has no real bearing on the day-to-day operation of Tax-Free Trust of
Oregon. The reverse side of this letter will provide you with more details.
We hope that you will vote in favor of these proposals. We believe this
change will strengthen the Manager for the future. Please take the time to vote
today and avoid the unnecessary cost of resolicitation.
Sincerely,
Lacy B. Herrmann Diana P. Herrmann
Chairman Trustee and President
Aquila Investment Management LLC Aquila Group of Funds
What are Proposal Nos. 1 and 2 for the Special Meeting all about?
The purposes of Proposal Nos. 1 and 2 for the Special Meeting are to act upon a
new Advisory and Administration Agreement and a new Sub-Advisory Agreement. They
are intended to facilitate an orderly change in ownership of Aquila Management
Corporation ("AMC"), the parent of Aquila Investment Management LLC, the Manager
of Tax-Free Trust of Oregon.
Why is there a need for new agreements?
Under the Investment Company Act of 1940, an advisory agreement of a mutual fund
must provide for its automatic termination in the event of an assignment. An
assignment may be deemed to have occurred when a controlling block (more than
25%) of the investment adviser's securities is transferred, resulting in a
change of control of the investment adviser.
Under the current ownership arrangements of AMC, an assignment could be deemed
to occur upon the death of one of its present owners, thus terminating the
Advisory and Administration Agreement and the Sub-Advisory Agreement. We have,
therefore, determined that it would be best to initiate a "planned" change of
control at this time, rather than having to face a possible change of control,
requiring shareholder approval of new advisory and sub-advisory agreements, at
some unknown time in the future.
How are the new agreements going to affect my investment?
The new agreement will not make any changes to the Trust's strategy, operations,
or the way you buy/sell shares. Rather, it will provide stability in the
management and avoid a potential unplanned disruption. It is basically a
housekeeping issue on the part of Aquila. The staff providing the day-to-day
operations for the Manager will remain unchanged, although the ownership of
Aquila will be slightly modified.
Will FAF Advisors, Inc. still manage the portfolio?
Yes, the portfolio will continue to be managed by FAF Advisors, the Trust's
Investment Sub-Adviser. The Sub-Adviser will have a new agreement with the same
terms and fee structure as the current agreement.
What is the role of the fund Manager?
Aquila, in conjunction with the Trust's various support organizations, conducts
the day-to-day activities of Tax-Free Trust of Oregon. These activities are
overseen by the Board of Trustees. However, the real decision-making power with
the significant matters of any mutual fund rests with you, as a shareholder,
through your proxy vote.
Why should I approve these proposals?
We believe these proposals are in the long-term best interest of the Trust. Your
Trustees, assisted by advice from the Trust's counsel, unanimously approved the
agreements after reviewing the transaction, as well as the job performed by the
Manager.
Why do I need to vote?
Your vote, through your proxy, is your way to participate in the affairs of
Tax-Free Trust of Oregon. Additionally, the Trust is required to receive a
certain percentage of shareholder voting participation and approval in order to
have a proposal passed. In the event the necessary percentage is not gained in
the initial solicitation, the Trust then must either resolicit shareholders who
have not returned a proxy in order to procure the necessary votes or abandon the
proposal. Any additional added mailing expense could be avoided altogether if
all shareholders would take the time, when they originally receive their proxy
statement, to read it and then take just the few moments necessary to send in
their proxy votes.
How can I vote?
You may vote your shares by mail, internet or telephone by following the
instructions on page 1 of the enclosed proxy notice for the Special Meeting.
How can I get answers to other questions I may have? As always, you may call the
Office of the Trust at 1-800-437-1020.
Aquila Group of Funds
Tax-Free Trust of Oregon
Important Proxy News
PLEASE SUBMIT YOUR VOTING INSTRUCTIONS TODAY!
Dear Shareholder:
Recently, we distributed proxy materials regarding the Annual and Special
Meetings of Shareholders scheduled for June 13, 2008 at 2:00 p.m. Pacific
Daylight Time. To date, our records indicate that we have not received your
voting instructions.
After careful consideration, the Board of Trustees recommends that shareholders
vote "FOR" the proposals. Your vote is important no matter how many shares you
own. We urge you to act promptly in order to allow us to obtain a sufficient
number of votes and avoid the cost of additional solicitation.
If you should have any questions regarding the proposals, or require duplicate
proxy materials, please contact Computershare Fund Services at 1-877-225-6920.
Representatives are available Monday through Friday between the hours of 9:00
a.m. and 11:00 p.m. and Saturday from 12:00 p.m. to 6:00 p.m. Eastern time.
For your convenience, please utilize any of the following methods to submit your
voting instructions:
1. By Internet.
Follow the simple instructions on your voting instruction form.
2. By Touch-Tone Phone.
Dial the toll-free number found on your proxy card and follow the simple
instructions.
3. By Mail.
Simply execute and return the enclosed proxy card in the envelope provided.
However, please try to utilize one of the two options above to register your
voting instructions, so they may be received in time for the meeting.
If you have already submitted voting instructions by utilizing one of these
methods, then you do not need to take any action.
WE NEED YOUR HELP. PLEASE SUBMIT YOUR VOTING INSTRUCTIONS TODAY!
OPENING FOR ALL SCENARIOS:
If Shareholder is an Individual:
Hello, my name is_________, and I'm calling on behalf of [Aquila Fund Name]. May
I please speak with __________? Briefly, I wanted to be sure you received a
proxy statement and proxy cards for the special and annual meetings of
shareholders to be held on ____________. Has that arrived? For confirmation
purposes, may I please have your city, state, and zip code? Thank you.
If Shareholder is a Corporation or other entity:
Hello, my name is_________, and I'm calling on behalf of [Aquila Fund Name]. May
I please speak with __________? Briefly, I want to be sure you received a proxy
statement and proxy cards for the special and annual meetings of shareholders to
be held on ____________. Has that arrived? For confirmation purposes, may I
please have your full name and title? Are you authorized to vote this account?
SCENARIO 1:
If Shareholder says that they HAVE NOT received the proxy statement and proxy
cards: Step 1:
I would like to mail you another set of proxy materials. Do you still live at
(address)? You should receive your materials within 7 to 10 business days.
Step 2:
I would like to leave you with our toll free number. If you have any questions
or would like to vote over the phone, please call CFS toll free. When
calling, please refer to record #_____. Our hours of operation are from 9:00 am
to 11:00 pm Eastern Time, Monday through Friday, and 12pm to 6pm on Saturday.
Thank you for your time! Have a nice day/evening!
After Shareholder Response:
Thank you for your time. Have a nice day/evening!
SCENARIO 2:
If Solicitor reaches Answering Machine:
This message is to remind you that a special and annual meeting of shareholders
of the [Aquila Fund Name] are scheduled for ____________. To quickly vote your
shares over the telephone, simply call ______. When calling, please refer to
record # ___. Representatives are available until 11:00 p.m. Eastern time Monday
through Friday, and 12pm to 6pm on Saturday and will be happy to assist. Your
vote is important! Thank you.
SCENARIO 3:
Step 1:
A. If Shareholder says that they HAVE received the proxy statement and proxy
cards: Have you had a chance to return your proxy cards yet?
Step 2:
B. If Shareholder says that they HAVE returned the proxy cards:
For whatever reason, those votes have not yet registered. To ensure that your
votes are registered for the upcoming meetings, I can quickly assist you with
that over the phone today.
Step 3:
C. If Shareholder says that they DO NOT want to place a vote over the phone:
Mr./Ms.___, your vote is important to the fund(s). It will only take a moment of
your time to ensure that your votes are registered. The Board recommends a vote
in favor of the proposals. Would you like to register a vote along with the
recommendations of your Board? (If "yes"-follow step 4E. If "no"-follow step 4F)
D. If Shareholder says that they DO want to place a vote over the phone:
The Board recommends a vote in favor of the proposals. Would you like to
register a vote along with the recommendations of your Board?
Step 4:
E. If Shareholder DOES want to vote with the Board:
I am recording your __vote and will send you a printed confirmation to
(address). Please review your confirmation when you receive it and call CFS
toll free immediately if your voting instructions are not correctly
reflected in the confirmation. For confirmation purposes, may I have the city,
state and zip code that we'll be mailing your confirmation to?
E(1.) If the account has duplicates:
Mr./Ms___, you own additional investments in (list all fund names).
Have you received the proxy statements and proxy cards for these
accounts? If YES-ask if shareholder would like to vote the accounts.
If NO- CONFIRM ADDRESS AND REMAIL PROXY MATERIALS.
E(2.) After Shareholder Response:
Thank you for your time and your vote. Please note that you will be
receiving additional proxy materials regarding other proposed matters
in the future and we would appreciate your vote at that time as well.
Have a nice day/evening!
F. If Shareholder DOES NOT want to vote with the Board: Would you like to review
the proposals and vote on the items?
F(1.) If Shareholder DECLINES to vote:
Thank you for your time. We will look forward to receiving your vote.
Have a nice day/evening!
F(2.) If Shareholder AGREES to vote:
READ proposals directly from the proxy statement(s) AND ANSWER ANY
QUESTIONS. The Board recommends a vote in favor of the proposals. How
would you like to register your vote?
F(2.)A. If Shareholder DECLINES to Vote:
Thank you for your time. We will look forward to receiving
your vote. Have a nice day/evening! F(2.)B. If Shareholder
AGREES to Vote: I am recording your __vote. I will forward it
to the fund and will send you a printed confirmation to
(address). Please review your confirmation when you receive it
and call CFS toll free immediately if your voting
instructions are not correctly reflected in the confirmation.
For confirmation purposes, may I have the city, state and zip
code that we'll be mailing your confirmation to?
If the account has duplicates:
Mr./Ms___, you own additional investments in (list
all fund names). Have you received the proxy
statements and proxy cards for these accounts? If
YES-ask if shareholder would like to vote the
accounts. If NO- CONFIRM ADDRESS AND REMAIL PROXY
MATERIALS.
After Shareholder Response:
Please note that you will be receiving additional
proxy materials regarding other proposed matters in
the future and we would appreciate your vote at that
time as well. Have a nice day/evening!
SCENARIO 4:
Step 1:
A. If Shareholder says that they HAVE received the proxy statement and proxy
cards: Have you had a chance to return your proxy cards?
Step 2:
B. If Shareholder says that they HAVE NOT yet returned the proxy cards:
To ensure your vote is registered for the upcoming meeting I can quickly assist
you with that over the phone today.
Step 3:
C. If Shareholder says that they DO NOT want to place a vote over the phone:
Mr./Ms.___, your vote is important to the fund. It will only take a moment of
your time to ensure that your vote is registered. The Board recommends a vote in
favor of the proposals. Would you like to register a vote along with the
recommendations of your Board? (If "yes"-follow step 4E. If "no"-follow step 4F)
D. If Shareholder says that they DO want to place a vote over the phone:
The Board recommends a vote in favor of the proposals. Would you like to
register a vote along with the recommendations of your Board?
Step 4:
E. If Shareholder DOES want to vote with the Board:
I am recording your __vote and will send you a printed confirmation to
(address). Please review your confirmation when you receive it and call CFS
toll free immediately if your voting instructions are not correctly
reflected in the confirmation. For confirmation purposes, may I have the city,
state and zip code that we'll be mailing your confirmation to?
E(1.) If the account has duplicates:
Mr./Ms___, you own additional investments in (list all fund names).
Have you received the proxy statements and proxy cards for these
accounts? If YES-ask if shareholder would like to vote the accounts.
If NO- CONFIRM ADDRESS AND REMAIL PROXY MATERIALS.
E(2.) After Shareholder Response:
Thank you for your time and your vote. Please note that you will be
receiving additional proxy materials regarding other proposed matters
in the future and we would appreciate your vote at that time as well.
Have a nice day/evening!
F. If Shareholder DOES NOT want to vote with the Board: Would you like to review
the proposals and vote on the items?
F(1.) If Shareholder DECLINES to vote:
I would like to leave you with our toll free number. If you have any
questions or would like to vote over the phone, please call CFS
toll free. When calling, please refer to record #_____. Our hours
of operation are from 9:00 am to 11:00 pm Eastern Time Monday through
Friday, and 12pm to 6pm on Saturday. Thank you for your time! Have a
nice day/evening!
F(2.) If Shareholder AGREES to vote:
READ proposal directly from the proxy statement AND ANSWER ANY
QUESTIONS
The Board recommends a vote in favor of the proposals. How
would you like to register your vote? F(2.)A. If Shareholder
DECLINES to Vote:
I would like to leave you with our toll free number. If you
have any questions or would like to vote over the phone,
please call CFS toll free. When calling, please refer
to record #_____. Our hours of operation are from 9:00 am to
11:00 pm Eastern Time Monday through Friday, and 12pm to 6pm
on Saturday. Thank you for your time! Have a nice day/evening!
F(2.)B. If Shareholder AGREES to Vote:
I am recording your __vote. I will forward it to the fund and
will send you a printed confirmation to (address). Please
review your confirmation when you receive it and call CFS
toll free immediately if your voting instructions are not
correctly reflected in the confirmation. For confirmation
purposes, may I have the city, state and zip code that we'll
be mailing your confirmation to?
If the account has duplicates:
Mr./Ms___, you own additional investments in (list
all fund names). Have you received the proxy
statements and proxy cards for these accounts? If
YES-ask if shareholder would like to vote the
accounts. If NO- CONFIRM ADDRESS AND REMAIL PROXY
MATERIALS.
After Shareholder Response:
Thank you for your time and your vote. Please note
that you will be receiving additional proxy materials
regarding other proposed matters in the future and we
would appreciate your vote at that time as well. Have
a nice day/evening!