SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT 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 [X] Definitive Additional Materials [_] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 TCC Industries, Inc. - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) Walter A. DeRoeck and Robert Thomajan - -------------------------------------------------------------------------------- (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: ------------------------------------------------------------------------- Notes: STATEMENT FROM THE TCC SHAREHOLDERS COMMITTEE Contact: Robert Marese MacKenzie Partners, Inc. (212) 929-5500 Austin, Texas May 7, 1997 The Annual Meeting of Shareholders of TCC Industries, Inc. (NYSE;TEL) was held today on May 7, 1997. At the meeting, the independent inspectors of election reported that they would provide preliminary results with respect to the election of directors and the ratification of the appointment of independent auditors for the company no later than May 19, 1997 and, on that basis, the meeting was adjourned until May 23, 1997. The TCC Shareholders Committee wishes to thank all of the shareholders of TCC for their participation in the election of directors and to note that the Institutional Shareholders Services report distributed to some of the shareholders of the company is copyrighted material and was distributed by the Committee without any objection from that firm, which took the position that it would neither grant nor withhold consent for such use. Also, at the meeting, Lawrence W. Schumann, Chairman of the Board of Directors of TCC, stated that the results of operations for the Company for the first quarter of 1997 would probably not be available until about May 15, 1997.