[LOGO APPEARS HERE]
December 26, 1998
Dear Griffin Funds Shareholder:
As you likely know, earlier this year H.F. Ahmanson & Company, Griffin
Financial Investment Advisers' former indirect parent company, merged with and
into a wholly-owned subsidiary of Washington Mutual, Inc. This marked the
beginning of a restructuring and integration process of the respective
businesses of the two companies, including their mutual fund operations. The WM
Group of Funds is the proprietary mutual fund family of Washington Mutual and
is advised by WM Advisors, Inc.
On December 14, 1998, after extensive deliberation the Griffin Funds' Board of
Directors approved the terms of a proposed merger of each of the Griffin Funds
into a corresponding WM Fund. As a result, a special meeting for all Griffin
Fund shareholders has been scheduled for February 26, 1999. This meeting will
give shareholders an opportunity to ask questions in person, further discuss
the proposed consolidation with the WM Funds, and to vote on the proposed
mergers. Shareholders do not need to attend the meeting to cast their votes.
The accompanying Prospectus/Proxy Statement describes in detail the terms of
the mergers and the reasons for their proposal. The mergers are intended to
result in a single, better-integrated fund complex.
YOUR VOTE IS IMPORTANT
THE BOARD OF DIRECTORS RECOMMENDS SHAREHOLDERS VOTE "FOR" EACH OF THE PROPOSED
MERGERS. FOR YOUR CONVENIENCE, A POSTAGE-PAID ENVELOPE IS INCLUDED WHICH YOU
MAY USE TO REGISTER YOUR CHOICES. Your votes are important. By simply signing,
dating, and returning your proxy card(s), you will help to ensure sufficient
responses are received and allow the proxies to vote on your behalf.
Thank you for the trust and confidence you have placed in the Griffin Funds
over the years. I encourage you to read the enclosed Prospectus/Proxy Statement
carefully and to return your proxy card(s) as soon as possible.
Sincerely,
/s/ William A. Hawkins
William A. Hawkins
President
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN U.S. GOVERNMENT INCOME FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of The Griffin Funds,
Inc. and which provides for the
merger of the Griffin U.S.
Government Income Fund into the
WM U.S. Government Securities
Fund, as described in the
Prospectus/Proxy Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
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GRIFFIN U.S. GOVERNMENT INCOME FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
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- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN MUNICIPAL BOND FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of the Griffin Funds,
Inc. and which provides for the
merger of the Griffin Municipal
Bond Fund into the WM
Tax-Exempt Bond Fund, as
described in the Prospectus/Proxy
Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
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GRIFFIN MUNICIPAL BOND FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN BOND FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of The Griffin Funds,
Inc. and which provides for the
merger of the Griffin Bond Fund
into the WM Income Fund, as
described in the Prospectus/Proxy
Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
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GRIFFIN BOND FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
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- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN CALIFORNIA TAX-FREE FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of the Griffin Funds,
Inc. and which provides for the
merger of The Griffin California
Tax-Free Fund into the WM
California Municipal Fund, as
described in the Prospectus/Proxy
Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
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GRIFFIN CALIFORNIA TAX-FREE FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN GROWTH & INCOME FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of The Griffin Funds,
Inc. and which provides for the
merger of the Griffin Growth &
Income Fund into the WM Growth &
Income Fund, as described in the
Prospectus/Proxy Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
DETACH CARD DETACH CARD
GRIFFIN GROWTH & INCOME FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
FOR AGAINST ABSTAIN
=============================================================== 1. Proposal to approve an Agreement [_] [_] [_]
GRIFFIN SHORT-TERM BOND FUND and Plan of Reorganization, which
=============================================================== contemplates the liquidation and
dissolution of The Griffin Funds,
Inc. and which provides for the
merger of the Griffin Short-Term
Bond Fund into the WM Short Term
High Quality Bond Fund, as
described in the Prospectus/Proxy
Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
DETACH CARD DETACH CARD
GRIFFIN SHORT-TERM BOND FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN GROWTH FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of The Griffin Funds,
Inc. and which provides for the
merger of the Griffin Growth Fund
into the WM Growth Fund, as
described in the Prospectus/Proxy
Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
DETACH CARD DETACH CARD
GRIFFIN GROWTH FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN MONEY MARKET FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of The Griffin Funds,
Inc. and which provides for the
merger of the Griffin Money Market
Fund into the WM Money Market Fund,
as described in the Prospectus/Proxy
Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
DETACH CARD DETACH CARD
GRIFFIN MONEY MARKET FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
=============================================================== FOR AGAINST ABSTAIN
GRIFFIN TAX-FREE MONEY MARKET FUND 1. Proposal to approve an Agreement [_] [_] [_]
=============================================================== and Plan of Reorganization, which
contemplates the liquidation and
dissolution of The Griffin Funds,
Inc. and which provides for the
merger of the Griffin Tax-Free
Money Market Fund into the WM
Tax-Exempt Money Market Fund, as
described in the Prospectus/Proxy
Statement.
RECORD DATE SHARES
--------------
Please be sure to sign and date this Proxy. Date
- ---------------------------------------------------------------
- ----Shareholder sign here-----------------Co-owner sign here---
- --------------------------------------------------------------------------------------------------------------------------------
DETACH CARD DETACH CARD
GRIFFIN TAX-FREE MONEY MARKET FUND
A SERIES OF THE GRIFFIN FUNDS, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS FEBRUARY 26, 1999
The undersigned hereby appoints William A. Hawkins, William G. Papesh and Monte
D. Calvin, and each of them separately, proxies with power of substitution to
each, and hereby authorizes them to represent and to vote, as designated below,
at the Special Meeting (the "Meeting") of Shareholders of the Fund indicated
above to be held at the offices of Griffin Financial Investment Advisers, 5000
Rivergrade Road, Irwindale, California, on February 26, 1999 at 10:00 a.m.
(Pacific Time) and at any adjournment thereof, all of the shares of the Fund
which the undersigned would be entitled to vote if personally present.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER, IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.
- ---
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Meeting. The Directors recommend a vote FOR the
proposal.
- --------------------------------------------------------------------------------
TO VOTE BY MAIL, PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY CARD. All joint
owners should sign. When signing as executor, administrator, attorney, trustee
or guardian or as custodian for a minor, please give full title as such. If a
corporation, please sign in full corporate name and indicate the signer's
officer. If a partner, sign in the partnership name.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DETACH CARD DETACH CARD
Important News for the Griffin Fund Stockholders
The
Griffin [LOGO OF GRIFFIN FUNDS APPEARS HERE]
Funds
Q. Why am I receiving this Prospectus/Proxy Statement?
A. The parent company of Griffin Financial Investment Advisers, H.F. Ahmanson &
Company, has merged with Washington Mutual, Inc. ("Washington Mutual"), the
corporate parent of WM Advisors, Inc., which is also an investment advisor.
Washington Mutual has decided to consolidate its investment advisory
businesses into a single entity and has recommended the consolidation of the
mutual funds of The Griffin Funds, Inc. into the WM Group of Funds. As a
result, you are being asked to approve the merger of your Griffin Fund into a
corresponding fund in the WM Group, which would include an approval to
liquidate and dissolve The Griffin Funds, Inc.
Q. How will this affect my account?
A. The mergers will not affect the value of your account. You will become a
shareholder of a WM Fund that has an investment objective similar to that of
your Griffin Fund. Investors through the Portfolio Builder program will hold
shares of the WM Funds through that program. In addition, for each of the
Griffin Funds other than the Griffin Growth Fund, the proposed mergers should
result in expenses that are lower than those expected to become effective on
April 1, 1999. (For the Griffin Growth Fund, expenses should remain about the
same as those expected on April 1, 1999).
This is a brief overview of major matters to be voted upon. You should carefully
read the text of the enclosed Prospectus/Proxy Statement.
- --------------------------------------------------------------------------------
Thank You
for mailing your proxy card promptly!
Q. Why do I need to vote?
A. Your vote is needed to ensure that the proposed mergers can be acted upon.
Your immediate response on the enclosed proxy card(s) will help prevent the
need for any further solicitations. We encourage all shareholders to
participate in the governance of their Funds.
Q. How does the Board of Directors suggest that I vote?
A. After careful consideration, the Board of Directors unanimously recommends
that you vote "FOR" the proposed merger.
Q. Who is paying for merger-related expenses?
A. WM Advisors, Inc. or its affiliates will pay all expenses relating to the
merger. Your Fund will not pay any expenses relating to the merger or the
shareholder meeting.
Q. How do I vote my shares?
A. You may vote by mail or in person at the Special Meeting to be held on
February 26, 1999.
Q. Whom do I call if I have questions?
A. We will be happy to answer your questions about the proxy solicitation.
Please call us at (800) 333-4437 between 5:00 a.m. and 6:00 p.m. Pacific Time
(8:00 a.m. and 9:00 p.m. Eastern Time), Monday through Friday.
GRIFFIN FINANCIAL INVESTMENT ADVISERS
We appreciate your continued support and look forward
to serving your future investment needs
The
GRIFFIN
Funds [LOGO OF GRIFFIN FUNDS APPEARS HERE]
[LOGO OF THE GRIFFIN FUNDS APPEARS HERE]
The
GRIFFIN
Funds