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 Rule 14a-11(c) or Rule 14a-12
GREAT WESTERN FINANCIAL CORPORATION
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(Name of Registrant as Specified in Its Charter)
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(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:
(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 transactions: ________________
(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: ___________________________________________
(2) Form, Schedule or Registration Statement No.: _____________________
(3) Filing Party: _____________________________________________________
(4) Date Filed: _______________________________________________________
[Newspaper Advertisement]
TO ALL GREAT WESTERN STOCKHOLDERS:
AFTER 100 DAYS
THE END IS IN SIGHT
In mid-February, H. F. Ahmanson & Company made an unsolicited
proposal to acquire Great Western Financial Corporation. Your
Board responded by finding a superior merger with Washington
Mutual, Inc. Now, 100 days later, the end is in sight. With
your vote and the receipt of regulatory approvals, which are
expected shortly, you can be in a position to RECEIVE YOUR
WASHINGTON MUTUAL SHARES BY EARLY JULY.
o On June 13 -- in just 15 days -- you will have the
opportunity to vote on and approve Great Western's
strategic merger with Washington Mutual.
o Both companies continue to move forward toward
consummating the merger. Our joint proxy
statement/prospectus has been sent to stockholders --
and GREAT WESTERN AND WASHINGTON MUTUAL ARE ON A FAST
TRACK TOWARD DELIVERING TO STOCKHOLDERS THE BENEFITS OF
THE MERGER.
o On May 20, the Office of Thrift Supervision declared
that Washington Mutual's application to acquire Great
Western was informationally complete. THIS IS YET
ANOTHER IMPORTANT STEP TOWARD REGULATORY APPROVAL, WHICH
WE EXPECT BY LATE JUNE OR EARLY JULY.
o After the merger closes, it is anticipated that
Washington Mutual would integrate the two companies
quickly and begin to achieve the expected cost savings,
operating efficiencies and revenue enhancements.
WASHINGTON MUTUAL HAS A LONG TRACK RECORD OF
SUCCESSFULLY INTEGRATING BOTH IN-MARKET AND OUT-OF-
MARKET ACQUISITIONS OF BANKS AND THRIFTS OF VARYING
SIZES.
Remember, Ahmanson has gone to Court in an effort to prevent you from
voting on the merger on June 13. IF AHMANSON HAD ITS WAY, THE MERGER
VOTE WOULD BE DELAYED UNTIL LATE SUMMER -- POSSIBLY UNTIL AFTER LABOR
DAY -- and your opportunity to receive your Washington Mutual shares
in the merger could be delayed for MONTHS!
PROTECT YOUR INVESTMENT.
VOTE THE GREEN AND GOLD PROXY CARDS TODAY!
GREAT WESTERN/WASHINGTON MUTUAL--
SUPERIOR MERGER . . . SUPERIOR PARTNER . . . SUPERIOR VALUE
[Great Western logo]
May 29, 1997
IMPORTANT
If you have any questions, please call our solicitor, GEORGESON & COMPANY INC.
Call toll free: 800-223-2064. Banks and brokers call: 212-449-9800.