SCHEDULE 14A
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:
<Table>
[ ] 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-12
</Table>
EXCELSIOR FUNDS, INC.
EXCELSIOR FUNDS TRUST
EXCELSIOR TAX-EXEMPT FUNDS, INC.
(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)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(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):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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[ ] 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:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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D.F. KING & CO., INC.
TELEPHONE SCRIPT FOR INBOUND CALLS
EXCELSIOR FUNDS
1. ABOUT THE PROPOSAL:
THERE IS ONE PROPOSAL ON THE PROXY - ELECTION OF MEMBERS OF THE BOARD OF
DIRECTORS.
Shareholders are being asked to approve a proposal to elect ten members to the
Board of Directors, six from the current board of directors, plus four new
nominees, all of whom are experienced mutual fund directors.
THE BOARD OF DIRECTORS OF THE EXCELSIOR FUNDS IS RECOMMENDING THAT SHAREHOLDERS
VOTE FOR ALL TEN NOMINEES.
WHY SHAREHOLDERS ARE BEING ASKED TO ELECT BOARD NOMINEES
Certain changes have been made to the way the Excelsior Funds' advisers and
administrator provide administrative and other non-advisory services to the
Excelsior Funds. As a result, the Excelsior Funds and the Laudus Funds, a
separate group of mutual funds in the Schwab mutual fund complex, now share
certain complex-wide administrative, compliance, marketing and other functions.
To complement these changes, it has been proposed that a single group of
Directors, composed of six current members of the Excelsior Funds Board, plus
four new nominees, three of whom are currently directors of the Laudus Funds,
jointly oversee the two fund families.
It is anticipated that the new unified Board will strengthen the oversight
provided on behalf of fund shareholders and that the unification of the board
structure may result in certain long-term cost and operating efficiencies.
THE BOARD OF DIRECTORS OF THE EXCELSIOR FUNDS RECOMMENDS THAT SHAREHOLDERS VOTE
FOR ALL TEN NOMINEES.
NOTE: IF CALLER IS A US TRUST CLIENT: UNDER NO CIRCUMSTANCES SHOULD THE CALLER
BE OFFERED THE OPTION OF CASTING THEIR VOTE OVER THE PHONE.
2. CONFIRM RECEIPT OF PROXY MATERIALS:
ASK THEM: Whether they received the proxy materials sent out in April 2006, or
whether they need a new copy of the materials.
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IF they indicate they need a new copy -- then ask them if they are a US Trust
client (if they haven't identified themselves as a US Trust client).
a. FOR US TRUST CLIENTS:
IF THEY IDENTIFY THEMSELVES AS A US TRUST CLIENT, AND PROXY MATERIALS WERE NOT
RECEIVED OR A NEW COPY IS REQUESTED:
TELL THEM: Please contact your relationship manager at US Trust to request an
additional copy of proxy materials and they will be able to assist you.
IF THEY IDENTIFY THEMSELVES AS A US TRUST CLIENT, AND PROXY MATERIALS WERE
RECEIVED, DO NOT OFFER TO TAKE THEIR VOTE OVER THE PHONE.
TELL THEM: For your convenience, you can cast your vote by mail, internet, or
touch-tone telephone by following the instructions on your proxy card.
b. FOR ALL OTHERS (NON-US TRUST CLIENTS):
CONFIRM RECEIPT OF PROXY MATERIALS.
ASK THEM: Whether they received the proxy materials sent out in April 2006, or
whether they need a new copy of the materials?
IF PROXY MATERIALS WERE NOT RECEIVED OR A NEW COPY IS REQUESTED:
TELL THEM: I can resend the proxy materials to you. You should receive them
within 3 to 5 business days.
IF SHAREHOLDER DESIRES RE-MAILING:
Verify address and make any changes.
TELL THEM: The new package will be mailed out in the next 24 hours and you
should receive it within 3-5 business days.
3. IF PROXY MATERIALS WERE RECEIVED, EXPLAIN THE VOTING PROCESS:
TELL THEM: For your convenience, you can cast your vote by mail, internet, or
touch - tone telephone by following the instructions on your proxy card, or I
can record your vote over the telephone. Would you like me to record your vote
over the telephone right now?
IF YES -- Do you have any questions before we proceed?
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If shareholder asks how to vote via the internet, the website is
www.proxyweb.com -- he/she will need the control number from his/her proxy card.
If shareholder asks how to vote via touchtone telephone, the telephone number is
1-888-221-0697 -- he/she will need the control number from his/her proxy card.
Take time to answer all questions carefully. Do not give advice. Remind the
shareholder that his/her Board members have recommended that he/she vote FOR ALL
TEN NOMINEES. Most questions can be addressed by referring to the proxy
statement and reading the appropriate sections or by referring to the Q&A that
accompanied the proxy statement.
a. IF SHAREHOLDER INDICATES THEY WANT TO PLACE THEIR VOTE WITH THE DF KING
REPRESENTATIVE:
TELL THEM: Here is how we will proceed. For your protection, the call will be
recorded. I will ask you for the following pieces of information for
verification purposes:
IF SHAREHOLDER IS A NATURAL PERSON: your name, your address, and ONLY the last 4
digits of your social security number.
IF SHAREHOLDER IS AN ENTITY: your name and title, the entity's address, the
entity's Tax Identification Number and whether you are authorized to vote the
shares.
I will then take your vote. After voting, you will be mailed a letter confirming
your votes, which will tell you how to make any changes, if you wish. Do you
feel comfortable placing your vote with me over the phone?
IF NO -- Do you have any questions that I may answer about this proxy for you?
Take time to answer all questions carefully. Do not give advice. Remind the
shareholder that his/her Board members have recommended that he/she vote in
favor of the proposal. Most questions can be addressed by referring to the proxy
statement and reading the appropriate sections or by referring to the Q&A that
accompanied the proxy statement.
TELL THEM: At your earliest convenience, please vote by signing and dating the
proxy card you received, and returning it in the envelope provided. You can also
submit your vote by going on-line to www.proxyweb.com or by calling
1-888-221-0697. The only thing you will need is the control number on your proxy
card. No matter how many shares you own, your vote is important. Are you sure
that you do not want to take advantage of voting your shares right now over the
telephone?
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b. IF SHAREHOLDER DOES NOT WISH TO VOTE OVER THE PHONE: Politely end the call
and encourage the shareholder to use one of the other methods he/she can use to
cast his/her vote.
IF YES -- Are you ready?
4. BEGIN THE VOTE
First, I'll reintroduce myself. My name is __________, from D.F. King & Co.,
Inc. and I am acting on behalf of the (EXCELSIOR FUND NAME). Today's date is
__________ and the time is __________.
IF SHAREHOLDER IS A NATURAL PERSON, may I please have your full name? May I
please have your full address? May I have only the last 4 digits of your social
security number?
IF SHAREHOLDER IS AN ENTITY, may I please have your full name and title? May I
please have the entity's address? Can you confirm that you are authorized to
direct the voting of these (EXCELSIOR FUND NAME) shares? May I have your
entity's Tax Identification Number?
Note: Input the last 4 digits of the SSN. You may NOT proceed without this
information. If the shareholder refuses to give this information, explain that
it is for security purposes only, to assure that only the proper person can vote
the shares. However, if the shareholder continues to resist, you have no choice
but to politely end the call and remind him/her of the other methods he/she can
use to cast his/her vote.
5. ACTUAL VOTING:
The Excelsior Funds Board of Directors recommends that you vote FOR ALL NOMINEES
as outlined in the proxy statement. Would you like to vote FOR ALL NOMINEES,
withhold your vote for all Nominees or vote for all Nominees except those
indicated by you?
For the proposal, the valid responses are
F = For all nominees
A = Withhold all nominees
B = For all nominees except ______(identify nominee by their
number on the proxy card)
6. CLOSING:
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I have recorded your votes as follows. You have voted all of your shares of the
(EXCELSIOR FUND NAME) __________. Is that correct? As your voting agent, I will
execute a written proxy in accordance with your instructions and forward it onto
the (EXCELSIOR FUND NAME). In the next 72 hours, we will mail you a letter by
first class mail confirming your vote. If you wish to change your vote for any
reason or your vote was recorded incorrectly, please call us at the phone number
listed in the letter by no later than 10:00 PM on June 27th. Thank you for your
time.
7. OTHER FAQs:
If Shareholder has questions about their account -- refer them to their
financial institution or if they are US Trust clients, to their relationship
manager at US Trust.
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