EXHIBIT 99.1
Form of Proxies of Funds
PROXY PROXY
STEADMAN ASSOCIATED FUND
1730 K Street, N.W.
Suite 904
Washington, D.C. 20005
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PROXY FOR SPECIAL MEETING OF SHAREHOLDERS
----------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES of Steadman Associated
Fund, which will become Steadman Security Trust, (the "Fund") for use at a
special meeting of the shareholders of the Fund, which meeting will be held
at 9:30 a.m., Washington, D.C. Time, on ___________, ___________, 1997, at
the ________________________ Hotel, ______________________, Washington, D.C.
2000?.
The undersigned shareholder of the Fund, revoking any and all previous
proxies heretofore given for shares of the Fund held by the undersigned
("Shares"), does hereby appoint Charles W. Steadman and Max Katcher, and each
and any of them, with full power of substitution to each, to be the attorneys
and proxies of the undersigned (the "Proxies"), to attend the Meeting of the
shareholders of the Fund, and to represent and direct the voting interest
represented by the undersigned as of the record date for said Meeting for the
Proposals specified below.
This proxy, if properly executed, will be voted in the manner as directed
herein by the undersigned shareholder. Unless otherwise specified below in
the squares provided, the undersigned's vote will be cast "FOR" each
Proposal. If no direction is made for any Proposals, this proxy will be
voted "FOR" any and all such Proposals. In their discretion, the Proxies are
authorized to transact and vote upon such other matters and business as may
come before the Meeting or any adjournments thereof.
Proposal 1. To approve an Agreement and Plan of Merger, and the
transactions contemplated thereby, pursuant to which the
Steadman Investment Fund, Steadman American Industry Fund
and Steadman Technology and Growth Fund would merge with and
into the Fund.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
Proposal 2. Election of Trustees
/ / FOR the nominees listed below / / WITHHOLD AUTHORITY
(except as noted to the (to vote for all
contrary below) nominees listed
below)
(INSTRUCTION: To withhold authority to vote for any
individual nominee, strike a line through the nominee's name
in the list below).
William Mark Craim Richard O. Haase Paul F. Wagner
Proposal 3. To ratify and confirm the Amended and Restated Trust
Indenture of Steadman Security Trust, as of May 2, 1997.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
Proposal 4. To ratify the selection of Reznick Fedder and Silverman to
serve as independent auditors of the Fund.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
Proposal 5. To transact such other business as properly may come before
the Meeting or any adjournment(s) thereof.
To avoid the expense of adjourning the Meeting to a subsequent date,
please return this proxy in the enclosed self-addressed, postage-paid
envelope. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF
STEADMAN ASSOCIATED FUND, WHICH RECOMMENDED A VOTE FOR THE PROPOSAL.
Dated: ______________, 1997
____________________________
Signature of Shareholder
____________________________
Signature of Shareholder
This proxy may be revoked by the shareholder(s) at
any time prior to the special meeting.
NOTE: Please sign exactly as your name appears hereon. If shares are
registered in more than one name, all registered shareholders should sign
this proxy; but if one shareholder signs, this signature binds the other
shareholder. When signing as an attorney, executor, administrator, agent,
trustee, or guardian, or custodian for a minor, please give full title as
such. If a corporation, please sign in full corporate name by an authorized
person. If a partnership, please sign in partnership name by an authorized
person.
PROXY PROXY
STEADMAN INVESTMENT FUND
1730 K Street, N.W.
Suite 904
Washington, D.C. 20005
----------------------
PROXY FOR SPECIAL MEETING OF SHAREHOLDERS
----------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES of Steadman Investment
Fund (the "Fund") for use at a special meeting of the shareholders of the
Fund, which meeting will be held at 9:30 a.m., Washington, D.C. Time, on
___________, ___________, 1997, at the ________________________ Hotel,
______________________, Washington, D.C. 2000?.
The undersigned shareholder of the Fund, revoking any and all previous
proxies heretofore given for shares of the Fund held by the undersigned
("Shares"), does hereby appoint Charles W. Steadman and Max Katcher, and each
and any of them, with full power of substitution to each, to be the attorneys
and proxies of the undersigned (the "Proxies"), to attend the Meeting of the
shareholders of the Fund, and to represent and direct the voting interest
represented by the undersigned as of the record date for said Meeting for the
Proposals specified below.
This proxy, if properly executed, will be voted in the manner as directed
herein by the undersigned shareholder. Unless otherwise specified below in
the squares provided, the undersigned's vote will be cast "FOR" each
Proposal. If no direction is made for any Proposals, this proxy will be
voted "FOR" any and all such Proposals. In their discretion, the Proxies are
authorized to transact and vote upon such other matters and business as may
come before the Meeting or any adjournments thereof.
Proposal 1. To approve an Agreement and Plan of Merger, and the
transactions contemplated thereby, pursuant to which the
Fund would merge with and into Steadman Securities Trust
("SST") whereby Shares of the Fund will become shares of
SST, and whereby SST will change from an open-end investment
company to a closed-end investment company.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
Proposal 2. To transact such other business as properly may come before
the Meeting or any adjournment(s) thereof.
To avoid the expense of adjourning the Meeting to a subsequent date,
please return this proxy in the enclosed self-addressed, postage-paid
envelope. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF
STEADMAN INVESTMENT FUND, WHICH RECOMMENDED A VOTE FOR THE PROPOSAL.
Dated: ______________, 1997
____________________________
Signature of Shareholder
____________________________
Signature of Shareholder
This proxy may be revoked by the shareholder(s) at
any time prior to the special meeting.
NOTE: Please sign exactly as your name appears hereon. If shares are
registered in more than one name, all registered shareholders should sign
this proxy; but if one shareholder signs, this signature binds the other
shareholder. When signing as an attorney, executor, administrator, agent,
trustee, or guardian, or custodian for a minor, please give full title as
such. If a corporation, please sign in full corporate name by an authorized
person. If a partnership, please sign in partnership name by an authorized
person.
PROXY STEADMAN AMERICAN INDUSTRY FUND PROXY
1730 K Street, N.W.
Suite 904
Washington, D.C. 20005
----------------------
PROXY FOR SPECIAL MEETING OF SHAREHOLDERS
----------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES of Steadman American
Industry Fund (the "Fund") for use at a special meeting of the shareholders
of the Fund, which meeting will be held at 9:30 a.m., Washington, D.C. Time,
on ___________, ___________, 1997, at the ________________________ Hotel,
______________________, Washington, D.C. 2000?.
The undersigned shareholder of the Fund, revoking any and all previous
proxies heretofore given for shares of the Fund held by the undersigned
("Shares"), does hereby appoint Charles W. Steadman and Max Katcher, and each
and any of them, with full power of substitution to each, to be the attorneys
and proxies of the undersigned (the "Proxies"), to attend the Meeting of the
shareholders of the Fund, and to represent and direct the voting interest
represented by the undersigned as of the record date for said Meeting for the
Proposals specified below.
This proxy, if properly executed, will be voted in the manner as directed
herein by the undersigned shareholder. Unless otherwise specified below in
the squares provided, the undersigned's vote will be cast "FOR" each
Proposal. If no direction is made for any Proposals, this proxy will be
voted "FOR" any and all such Proposals. In their discretion, the Proxies are
authorized to transact and vote upon such other matters and business as may
come before the Meeting or any adjournments thereof.
Proposal 1. To approve an Agreement and Plan of Merger, and the
transactions contemplated thereby, pursuant to which the
Fund would merge with and into Steadman Securities Trust
("SST") whereby Shares of the Fund will become shares of
SST, and whereby SST will change from an open-end investment
company to a closed-end investment company.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
Proposal 2. To transact such other business as properly may come before
the Meeting or any adjournment(s) thereof.
To avoid the expense of adjourning the Meeting to a subsequent date,
please return this proxy in the enclosed self-addressed, postage-paid
envelope. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF
STEADMAN AMERICAN INDUSTRY FUND, WHICH RECOMMENDED A VOTE FOR THE PROPOSAL.
Dated: ______________, 1997
____________________________
Signature of Shareholder
____________________________
Signature of Shareholder
This proxy may be revoked by the shareholder(s) at
any time prior to the special meeting.
NOTE: Please sign exactly as your name appears hereon. If shares are
registered in more than one name, all registered shareholders should sign
this proxy; but if one shareholder signs, this signature binds the other
shareholder. When signing as an attorney, executor, administrator, agent,
trustee, or guardian, or custodian for a minor, please give full title as
such. If a corporation, please sign in full corporate name by an authorized
person. If a partnership, please sign in partnership name by an authorized
person.
PROXY STEADMAN TECHNOLOGY AND GROWTH FUND PROXY
1730 K Street, N.W.
Suite 904
Washington, D.C. 20005
----------------------
PROXY FOR SPECIAL MEETING OF SHAREHOLDERS
----------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES of Steadman Technology
and Growth Fund (the "Fund") for use at a special meeting of the shareholders
of the Fund, which meeting will be held at 9:30 a.m., Washington, D.C. Time,
on ___________, ___________, 1997, at the ________________________ Hotel,
______________________, Washington, D.C. 2000?.
The undersigned shareholder of the Fund, revoking any and all previous
proxies heretofore given for shares of the Fund held by the undersigned
("Shares"), does hereby appoint Charles W. Steadman and Max Katcher, and each
and any of them, with full power of substitution to each, to be the attorneys
and proxies of the undersigned (the "Proxies"), to attend the Meeting of the
shareholders of the Fund, and to represent and direct the voting interest
represented by the undersigned as of the record date for said Meeting for the
Proposals specified below.
This proxy, if properly executed, will be voted in the manner as directed
herein by the undersigned shareholder. Unless otherwise specified below in
the squares provided, the undersigned's vote will be cast "FOR" each
Proposal. If no direction is made for any Proposals, this proxy will be
voted "FOR" any and all such Proposals. In their discretion, the Proxies are
authorized to transact and vote upon such other matters and business as may
come before the Meeting or any adjournments thereof.
Proposal 1. To approve an Agreement and Plan of Merger, and the
transactions contemplated thereby, pursuant to which the
Fund would merge with and into Steadman Securities Trust
("SST") whereby Shares of the Fund will become shares of
SST, and whereby SST will change from an open-end investment
company to a closed-end investment company.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
Proposal 2. To transact such other business as properly may come before
the Meeting or any adjournment(s) thereof.
To avoid the expense of adjourning the Meeting to a subsequent date,
please return this proxy in the enclosed self-addressed, postage-paid
envelope. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF
STEADMAN TECHNOLOGY AND GROWTH FUND, WHICH RECOMMENDED A VOTE FOR THE
PROPOSAL.
Dated: ______________, 1997
____________________________
Signature of Shareholder
____________________________
Signature of Shareholder
This proxy may be revoked by the shareholder(s) at
any time prior to the special meeting.
NOTE: Please sign exactly as your name appears hereon. If shares are
registered in more than one name, all registered shareholders should sign
this proxy; but if one shareholder signs, this signature binds the other
shareholder. When signing as an attorney, executor, administrator, agent,
trustee, or guardian, or custodian for a minor, please give full title as
such. If a corporation, please sign in full corporate name by an authorized
person. If a partnership, please sign in partnership name by an authorized
person.