SCHEDULE 14A INFORMATION 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 Section 240.14a-11(c) or Section 240.14a-12 Proffitt's, Inc. --------------------------------------------------------------- (Name of Registrant as Specified in Its Charter) --------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement) Payment of Filing Fee (Check the appropriate box:) [ ] 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: ____________________________________________________________ [X] 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 of Schedule and the date of its filing. 1) Amount Previously Paid: ____________________________________________________________ 2) Form, Schedule or Registration Statement No.: ____________________________________________________________ 3) Filing party: ____________________________________________________________ 4) Date filed: ____________________________________________________________ PROFFITT'S _______________________________________________________________ INCORPORATED Post Office Box 9386 Alcoa, TN 37701 (423) 983-7000 Fax: (423)981-6325 PROFFITT'S, INC. GRANTED. EARLY TERMINATION OF WAITING PERIOD UNDER HART-SCOTT-RODINO ANTI-TRUST IMPROVEMENTS ACT Contacts: Proffitt's: Julia Bentley (423) 981-6243 Carson's: Ed Carroll (media) (414) 347-5340 Darren Jackson (investors) (414) 278-5787 Birmingham, Alabama and Milwaukee, Wisconsin (December 15, 1997)-- Department store retailers Proffitt's, Inc. (NYSE:PFT) ("Proffitt's") and Carson Pirie Scott & Co. (NYSE:CRP) ("Carson's") announced that early termination of the waiting period under the Hart-Scott-Rodino Anti-Trust Improvements Act (the "Act") has been granted in conjunction with the proposed merger between the two companies. A filing was made under the Act on November 17, 1997. Termination of the waiting period is a condition to consummation of the merger. The Registration Statement on Form S-4 related to the merger was declared effective by the Securities and Exchange Consummation on December 10, 1997. The merger is contingent upon shareholder approval and certain other conditions. The meetings of the shareholders of both Proffitt's and Carson's are scheduled for January 30, 1997. The merger is expected to be consummated on January 31, 1998, the fiscal year end of both Proffitt's and Carson's. Proffitt's currently operates 177 stores in twenty-four states under the store names of Proffitt's, McRae's, Younkers, Parisian, and Herberger's. The Company's annual revenues exceed $2.3 billion. Carson's operates 56 store locations in four Midwestern states under the store names of Carson Pirie Scott, Boston Store, and Bergner's. Carson's annual revenues exceed $1.1 billion. This announcement is neither an offer to sell securities nor a solicitation of an offer to buy securities. An offering will be made only by means of a joint proxy statement/prospectus. A copy of the joint proxy statement/prospectus may be obtained from the Secretary, Proffitt's, Inc., 115 N. Calderwood Street, Alcoa, Tennessee 37701.