SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
(Amendment No. )

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))

[X] Definitive Proxy Statement

[_] Definitive Additional Materials

[_] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12

Allmerica Securities Trust
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(Name of Registrant as Specified In Its Charter)

- --------------------------------------------------------------------------------
(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 transaction:

(5) Total fee paid:

[_] 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:

Allmerica Securities Trust
440 LINCOLN STREET, WORCESTER, MASSACHUSETTS 01653

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NOTICE OF THE ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD APRIL 21, 1999

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To the Shareholders:

The Annual Meeting of the Shareholders (the "Meeting") of Allmerica
Securities Trust (the "Trust" ) will be held at the offices of the Trust, 440
Lincoln Street, Worcester, Massachusetts 01653, Wednesday, April 21, 1999, at
9:00 a.m., local time, for the following purposes:

1. To elect Trustees, each to serve until the next Annual Meeting of
Shareholders and until his or her successor is duly elected and
qualified;

2. To ratify or reject the selection by the Trustees of the firm of
PricewaterhouseCoopers LLP as independent accountants of the Trust for
the fiscal year ending December 31, 1999; and

3. To transact such other business as may properly come before the Meeting,
or any adjournment thereof.

Only shareholders of record at the close of business on March 3, 1999 will
be entitled to notice of and to vote at the Meeting and any adjournment
thereof.

By order of the Trustees,

GEORGE M. BOYD
Secretary

March 15, 1999

ALLMERICA SECURITIES TRUST
440 LINCOLN STREET, WORCESTER, MASSACHUSETTS 01653

PROXY STATEMENT

March 15, 1999

GENERAL INFORMATION

The enclosed proxy is solicited by and on behalf of the Trustees of
Allmerica Securities Trust (the "Trust") to be voted at the Annual Meeting of
Shareholders (the "Meeting") of the Trust to be held at the offices of the
Trust, 440 Lincoln Street, Worcester, MA 01653 on Wednesday, April 21, 1999 at
9:00 a.m., local time, for the purposes set forth in the accompanying Notice.
Any Shareholder giving a proxy has the power to revoke it prior to its exercise
by submission of a later dated proxy, by voting in person, or by letter to the
Secretary of the Trust. This solicitation is being made by use of the mails,
but may also be made by telephone, telefax and personal interviews. The cost of
preparing and mailing this Proxy Statement, Notice and Form of Proxy and any
additional material which may hereafter be furnished in connection with the
solicitation of the enclosed proxy will be paid by the Trust. The approximate
date for mailing the Proxy Statement and Form of Proxy to all Shareholders is
March 15, 1999.

On March 3, 1999, the Trust had outstanding 8,592,306 shares. Each share is
entitled to one vote and each fractional share to an equivalent fractional
vote. Only Shareholders of record at the close of business on March 3, 1999
will be entitled to notice of and to vote at the Meeting.

In the event that a quorum of Shareholders (30% of all shares issued and
outstanding and entitled to vote at the Meeting) is not represented at the
Meeting or at any adjournments thereof, or, even though a quorum is so
represented, if sufficient votes in favor of the matters set forth in the
Notice of Meeting are not received by April 21, 1999, the persons named as
proxies may propose one or more adjournments of the Meeting for a period or
periods of not more than 90 days in the aggregate and further solicitation of
proxies may be made. Any such adjournment may be effected by a majority of the
votes properly cast in person or by proxy on the question at the session of the
Meeting to be adjourned. The persons named as proxies will vote in favor of
such adjournment those proxies which they are entitled to vote in favor of the
matters set forth in the Notice of the Meeting. They will vote against any such
adjournment those proxies required to be voted against any such matters.

The Trust's Annual Report for the fiscal year ended December 31, 1998,
including financial statements, may be obtained, without charge, by calling
Shareholder Services, The Bank of New York, 101 Barclay Street, New York, NY
10286, 1-800-432-8224.

The Trust's investment adviser is Allmerica Asset Management, Inc. ("AAM"),
an indirect wholly-owned subsidiary of Allmerica Financial Corporation ("AFC"),
a Delaware holding company for a group of affiliated companies, the largest of
which is First Allmerica Financial Life Insurance Company ("First Allmerica").
The address of AAM, AFC and First Allmerica is 440 Lincoln Street, Worcester,
MA 01653. First Data Investor Services Group, Inc. ("Investor Services Group"),
a wholly-owned subsidiary of First Data Corporation, calculates net asset value
per share, maintains general accounting records and performs certain
administrative services for the Trust. Its address is 4400 Computer Drive,
Westborough, MA 01581.

Effective April 1, 1999, Investor Services Group will be replaced by Investors
Bank & Trust Company, 200 Clarendon Street, Boston, MA 02116, which will
perform the same services for the Trust.

1. ELECTION OF TRUSTEES

The Board of Trustees ("Board") currently consists of 10 members each of
whom is a nominee for re-election. The number of members of the Board has been
fixed by the Board at 10. The Agreement and Declaration of Trust provides that
the Trust shall have a Board composed of not less than 3 nor more than 15
Trustees to be elected by ballot by the Shareholders.

Biographical data for the current Trustees of the Trust who have been
nominated for re-election is set forth below. Information relating to the
principal officers of the Trust is set forth under "Information Pertaining to
Allmerica Financial Corporation." It is proposed at the Meeting to re-elect the
persons listed below as Trustees, each to serve as such until the next Annual
Meeting of Shareholders and until his or her successor is elected and
qualified. All are now Trustees and all have stated they would be willing to
serve if re-elected. There are no arrangements between any Trustee and any
other person pursuant to which he or she was or is to be selected as a Trustee.

Beneficial
Ownership of
Name and Age of Nominee as Principal Occupation and Served Shares as
of 3/3/99 Directorships(1) Since of 3/3/99(2)
-------------------------- -------------------------- ------ ------------

P. Kevin Condron (53) President and Chief 1998 100
Trustee, Member of the Executive Officer, The
Audit Committee Granite Group (plumbing
supplies), 1998-present;
President, Central Supply
Co., 1983-1997; Director,
Peoples Heritage Financial
Group; Director, Family
Bank

Cynthia A. Hargadon (44) Director of Invesments, 1997 1000
Trustee, Member of the Fund National Automobile
Operations Committee and Dealers Association
Investment Operations (retirement trust), 1998-
Committee present; President, Stable
Value Investment
Association (investment
trade group), and Senior
Consultant, Johnson Custom
Strategies (investment
services firm), 1996-1998;
Senior Vice President and
Chief Investment Officer,
ICMA Retirement
Corporation (investment
adviser), 1987-1996.

Gordon Holmes (60) Lecturer at Bentley 1991 100
Trustee, Chairman of the College, 1998-present;
Audit Committee and Lecturer and Executive in
Member of the Fund Residence, Boston
Operations Committee University, 1997-1998;
Certified Public
Accountant; Retired
Partner, Tofias,
Fleishman, Shapiro & Co.,
P.C. (Accountants), 1976--
1996.

*John P. Kavanaugh (44) President, AAM since 1995; 1995 100
Trustee and Vice President, Vice President, Director,
Chairman of the Investment and Chief Investment
Operations Committee Officer, First Allmerica
and Allmerica Financial
Life Insurance and Annuity
Company ("Allmerica
Financial Life").

Bruce E. Langton (67) Trustee, Bankers Trust 1996 102
Trustee, Member of the Audit institutional mutual
Committee, Investment funds; Member, Investment
Operations Committee and Committee, TWA Pilots
Nominating Committee Trust Annuity Plan;
Member, Investment
Committee, Unilever United
States--Pension &
Thriftplans.

*John F. O'Brien (55) President, Chief Executive 1989 2000
Trustee, Chairman of the Officer and Director,
Board First Allmerica; Director
and Chairman of the Board,
Allmerica Financial Life;
Director, Allmerica
Investments, Inc.;
Director, ABIOMED, Inc.
(medical devices);
Director, Cabot
Corporation (specialty
chemicals); Director, TJX
Corporation, Inc.
(retail).

Attiat F. Ott (63) Professor of Economics and 1982 500
Trustee, Chairman of the Director of the Institute
Fund Operations Committee for Economic Studies,
and Member of the Audit Clark University.
Committee

Paul D. Paganucci (67) Director and Chairman, 1972 10,648
Trustee, Member of the Ledyard National Bank,
Audit Committee and the since 1991; Director,
Nominating Committee Filene's Basement, Inc.
(retail); Director,
Urstadt Biddle Properties,
Inc. (real estate
investment firm);
Director, IGI, Inc.
(pharmaceuticals).

*Richard M. Reilly (60) President, Allmerica 1991 1000
Trustee and President, Financial Life since 1995;
Member of the Investment Vice President, First
Operations Committee Allmerica; President,
Allmerica Financial
Investment Management
Services, Inc.; Director,
Allmerica Investments,
Inc.

Ranne P. Warner (54) President, Centros 1991 100
Trustee, Chairman of the Properties, USA (real
Nominating Committee, estate); Owner, Ranne P.
Member of the Fund Warner and Company, Inc.;
Operations Committee and Director, Wainwright Bank
Investment Operations & Trust Co. (commercial
Committee bank); Trustee, Ericksen
Trust (real estate).

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* Messrs. Kavanaugh, O'Brien and Reilly are "interested persons", as
defined in the Investment Company Act of 1940 as amended (the "1940 Act"),
of the Trust and of AFC because of their affiliations with AFC.
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(1) Except as otherwise noted, each individual has held the office indicated or
other offices in the same organization for the last five years. The
business address of each person is 440 Lincoln Street, Worcester,
Massachusetts 01653.
(2) On March 3, 1999, the Trustees and officers beneficially owned a total of
15,784 shares of the Trust, representing 0.18% of the then outstanding
shares. The largest single beneficial holding of a Trustee was 10,648
shares, representing 0.12% of the outstanding shares. First Allmerica owned
85,114 on March 3, 1999.

The Trust's Board, which is currently composed of seven non-interested
Trustees and three interested Trustees, met four times during the fiscal year
ended December 31, 1998. The Trustees received the following compensation
during that year. No officer of the Trust received compensation from the Trust
for serving in such capacity.

COMPENSATION TABLE

Total Compensation from Trust
and Fund Complex (which
Name of Person Aggregate Compensation included two other investment
and Position from Trust companies) Paid to Trustees
- -------------- ---------------------- -----------------------------

*P. Kevin Condron, $267 $12,423
Trustee, Member of the
Audit Committee

Cynthia A. Hargadon, 484 21,000
Trustee, Member of the
Fund Operations Committee
and Investment Operations
Committee

Gordon Holmes, 499 26,500
Trustee, Chairman of the
Audit Committee and Member
of the Fund Operations
Committee

Bruce E. Langton, 553 24,000
Trustee, Member of the
Audit Committee, Investment
Operations Committee and
Nominating Committee

Attiat F. Ott, 496 22,000
Trustee, Chairman of the
Fund Operations Committee
and Member of the Audit
Committee

Paul D. Paganucci, $ 11,500 $ 11,500
Trustee, Member of the
Audit Committee and
the Nominating Committee

Ranne P. Warner, 576 25,000
Trustee, Chairman of the
Nominating Committee,
Member of the Fund
Operations Committee
and Investment Operations
Committee

John P. Kavanaugh, None None
Trustee, Chairman of the
Investment Operations Committee

John F. O'Brien, None None
Trustee

Richard M. Reilly, None None
Trustee, Member of the
Investment Operations Committee

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* Mr. Condron was elected by the Trustees to serve on the Board of Trustees on
May 12, 1998 and was elected by the Trustees as a Member of the Audit
Committee on November 17, 1998.

The Trust has no retirement or pension plan for its Trustees. The Trust does
not have a compensation committee; such matters are considered by the Trust's
Nominating Committee.

The Trust's Fund Operations Committee is composed entirely of Trustees who
are not interested persons of the Trust, AFC or its affiliates. Currently, Dr.
Ott (Chairman), Ms. Hargadon, Mr. Holmes and Ms. Warner comprise the Committee.
The Committee separately reviews and makes recommendations to the Trustees on a
variety of matters, including the various contractual arrangements between the
Trust and its investment adviser and transfer and shareholder servicing agent,
proposals to continue or modify the terms of such agreements, and certain
matters where there may be a possible conflict of interest between the
interests of the Trust and AFC or its affiliates. During the fiscal year ended
December 31, 1998, the Committee had one meeting relating to the Trust.

The Trust's Audit Committee is composed entirely of Trustees who are not
interested persons of the Trust, AFC or its affiliates. Currently, Mr. Holmes
(Chairman), Mr. Condron, Mr. Langton, Dr. Ott and Mr. Paganucci comprise the
Committee. This Committee reviews and evaluates the audit function, including
recommending to the Board the independent accountants to be selected for the
Trust, reviewing all auditing procedures and arrangements and reviewing
qualifications of key personnel performing audit work. During the fiscal year
ended December 31, 1998, the Committee had two meetings.

The Trust's Investment Operations Committee is composed of three Trustees
who are not interested persons of the Trust, AFC or its affiliates, two
Trustees who are interested persons and two non-Trustee participants.
Currently, Mr. Kavanaugh (Chairman), Ms. Hargadon, Mr. Langton, Mr. Reilly and
Ms. Warner are the Trustees who serve on the Committee. The non-Trustee
participants are Donald F. Speakman and Mark G. Steinberg. The Committee
monitors investment adviser performance and analyzes Fund data. During the
fiscal year ended December 31, 1998, the Committee had four meetings relating
to the Trust.

The Trust's Nominating Committee is composed entirely of Trustees who are
not interested persons of the Trust, AFC or its affiliates. Currently Ms.
Warner (Chairman), Mr. Langton and Mr. Paganucci comprise the Committee. The
Committee is charged with the duties of reviewing the composition and
compensation of the Trustees, proposing additional non-interested Trustees for
election to the Board and reviewing major personnel changes of the Trust.
During the fiscal year ended December 31, 1998, the Committee had two meetings.
The Nominating Committee will consider nominees recommended by Shareholders.
Recommendations should be submitted to the Committee in care of the Secretary
of the Trust.

If any of the nominees for election as Trustees shall by reason of death or
for any other reason become unavailable as a candidate at the Meeting, votes
pursuant to the enclosed proxy will be cast for a substitute candidate in the
discretion of the persons named as proxies therein, or their substitutes,
present and acting at the Meeting, or the Trustees may reduce the size of the
Board.

Section 16(a) Beneficial Ownership Reporting Compliance.

Section 16(a) of the Securities Exchange Act of 1934 and Section 30(h) of
the 1940 Act require the Trust's Trustees and officers, its investment adviser
and certain affiliated persons of the investment adviser and persons who own
more than ten percent of the Trust's shares to file reports of initial
ownership and changes in ownership with the Securities and Exchange Commission
("SEC") and the New York Stock Exchange. These individuals are required by SEC
regulations to furnish the Trust with copies of all Section 16(a) forms they
file.

To the Trust's knowledge, based solely on review of the copies of such
reports furnished to the Trust and written representations that no other
reports were required, all Section 16(a) filing requirements applicable to its
officers, Trustees, greater than ten percent beneficial owners and other
persons subject to Section 16(a) reporting were complied with during the fiscal
year ended December 31, 1998.

Recommended Shareholder Action and Required Vote.

The Trustees recommend that the Shareholders vote for each nominee. A
plurality of the votes properly cast in person or by proxy at the Meeting is
required for the election of the Trustees.

2. RATIFICATION OR REJECTION OF SELECTION OF INDEPENDENT ACCOUNTANTS

Subject to ratification by a majority in interest of Shareholders
represented at the Meeting, the firm of PricewaterhouseCoopers LLP was selected
as independent accountants for the Trust for the fiscal year ending December
31, 1999 by a majority of the Trustees who are not "interested persons" of the
Trust. PricewaterhouseCoopers LLP also serves as independent accountants for
Allmerica Investment Trust and

other affiliates of AFC, but has no relationship with any of them other than as
independent accountants. During the fiscal year ended December 31, 1998, the
audit services provided to the Trust by PricewaterhouseCoopers LLP included
examination of financial statements, review of filings with the SEC and
preparation of tax returns. No non-audit services were provided to the Trust.

It is intended that proxies not limited to the contrary will be voted in
favor of ratifying the selection of PricewaterhouseCoopers LLP under Section
32(a) of the 1940 Act as independent public accountants to certify every
financial statement of the Trust required by any law or regulation to be
certified by independent public accountants and filed with the SEC in respect
of all or any part of the fiscal year ending December 31, 1999.
PricewaterhouseCoopers LLP has no direct or material indirect interest in the
Trust. Representatives of PricewaterhouseCoopers LLP are not expected to be
present at the Meeting, but have been given the opportunity to make a statement
if they so desire and will be available should any matter arise requiring their
presence.

Recommended Shareholder Action and Required Vote.

The Trustees recommend that the selection of PricewaterhouseCoopers LLP be
ratified. A majority of the votes cast on the matter at the Meeting, in person
or by proxy, is required for approval of this item.

3. OTHER MATTERS AND DISCRETION OF PERSONS NAMED AS PROXIES

While the Meeting is called to act upon any business that may properly come
before it, at the date of this Proxy Statement the only business which
management intends to present or knows that others will present is the business
mentioned in the Notice of the Meeting. If any other matters lawfully come
before the Meeting, and on all procedural matters at said Meeting, it is
intended that the enclosed proxy shall be voted in accordance with the best
judgment of the persons named as proxies therein, or their substitutes, present
and acting at the Meeting. A proxy may confer discretionary authority to vote
on matters brought before an annual meeting of shareholders if the Trust did
not have notice of the matter at least 45 days before the date on which the
Trust first mailed its proxy materials for the prior year's annual meeting of
shareholders (or date specified by an advance notice provision).

Date for Receipt of Shareholder Proposals.

No proposals were submitted by Shareholders for presentation at the
Meeting. Shareholder proposals which are intended to be presented at the Annual
Meeting in 2000 must be received at the principal executive offices of the
Trust, 440 Lincoln Street, Worcester, MA 01653, on or before November 1, 1999,
for inclusion in the proxy statement and proxy related to such meeting.

INFORMATION PERTAINING TO ALLMERICA FINANCIAL CORPORATION

The following table lists the executive officers of the Trust, each of whom
is an employee of AFC or its affiliates:

Name and Age of Officers as
of 3/3/99 Position with the Trust Served Since
- --------------------------- --------------------------------- ------------

John F. O'Brien (55) Chairman of the Board and Trustee 1989
Richard M. Reilly (60) President and Trustee 1991
John P. Kavanaugh (44) Vice President and Trustee 1995
David J. Mueller (46) Vice President and Treasurer 1999
(Principal Accounting Officer)
Lisa M. Coleman (39) Vice President 1994
Stephen W. Bright (44) Vice President 1997
George M. Boyd (54) Secretary 1997

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Messrs. O'Brien, Reilly, Kavanaugh and Mueller have been employees of AFC or
its affiliates for the last five years. Ms. Coleman was Deputy Manager, Brown
Brothers Harriman, 1989-1994; Mr. Bright was Client Relationship Manager,
Connecticut Mutual, 1994-1995, and Investment Officer, Travelers, 1986-1994;
and Mr. Boyd was Director, Mutual Fund Administration--Legal and Regulatory,
Investors Bank & Trust Company, 1995-1996, and Vice President and Counsel, 440
Financial Group of Worcester, Inc. and First Data Investor Services Group,
Inc., 1992-1995.

Quorum and Method of Tabulation.

Thirty percent (30%) of the shares entitled to vote, present in person or
represented by proxy, constitute a quorum for the transaction of business at
the Meeting. Votes cast by proxy or in person at the Meeting will be counted by
persons appointed by the Trust to act as tellers for the Meeting.

The tellers will count the total number of votes cast "for" approval of the
proposals for purposes of determining whether sufficient affirmative votes have
been cast. The tellers will count shares represented by proxies that withhold
authority to vote for a nominee for election as a trustee or that reflect
abstentions or "broker nonvotes" (i.e., shares held by brokers or nominees as
to which (i) instructions have not been received from the beneficial owners or
persons entitled to vote and (ii) the broker or nominee does not have the
discretionary voting power on a particular matter) as shares that are present
and entitled to vote on the matter for purposes of determining the presence of
a quorum. With respect to the election of Trustees and ratification of
accountants, neither withholding authority to vote nor abstentions nor broker
nonvotes have any effect on the outcome of the voting on the matter.

SHAREHOLDERS ARE URGED TO VOTE, SIGN
AND MAIL THEIR PROXIES IMMEDIATELY.

John F. O'Brien
Chairman

March 15, 1999
Worcester, MA

ALLMERICA SECURITIES TRUST
PROXY
This Proxy is solicited on behalf of the Board of Trustees

The undersigned hereby appoints Richard M. Reilly, David J. Mueller and
George M. Boyd, and each of them, attorneys and proxies of the undersigned, with
full power of substitution, and does hereby request that the votes attributable
to all of the undersigned's shares be cast as directed, with all powers the
undersigned would possess if personally present, at the Annual Meeting of
Shareholders of Allmerica Securities Trust to be held at 440 Lincoln Street,
Worcester, Massachusetts 01653, on Wednesday, April 21, 1999 at 9:00 a.m., local
time, and at any adjournment thereof.

This Proxy when properly executed will be voted in the manner directed
by the Shareholder. If no direction is made, the Proxy will be voted "FOR" all
proposals. A proxy marked in such manner as not to withhold authority to vote
for the election of any nominee shall be deemed to grant such authority.

Votes must be indicated
(x) in Black or Blue ink. [x]

1. ELECTION OF TRUSTEES FOR all nominees [ ] WITHHOLD AUTHORITY to vote [ ]
listed below. for all nominees listed below. *EXCEPTIONS [ ]

Nominees: P. Kevin Condron, Cynthia A. Hargadon, Gordon Holmes, John P.
Kavanaugh, Bruce E. Langton, John F. O'Brien, Attiat F. Ott, Paul D. Paganucci,
Richard M. Reilly and Ranne P. Warner.

(INSTRUCTIONS: To withhold authority to vote for any individual nominee,
mark the "Exceptions" box and write that nominee's name in the space provided
below.)

*Exceptions
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2. PROPOSAL TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT ACCOUNTANTS.

FOR [ ] AGAINST [ ] ABSTAIN [ ]

3. In their discretion, the named proxies are authorized to vote upon such
other business as may properly come before the Meeting, or any adjournment
thereof.

Please sign exactly as the name appears
hereon. When signing as executor,
administrator, attorney, trustee or
guardian, please give full title. If a
corporation, please sign in full
corporate name by president or other
authorized officer. If partnership,
please sign in partnership name by
authorized person. If joint owners, each
owner should sign. Note: the undersigned
hereby acknowledges receipt of the
Notice of Meeting and Proxy Statement
and revokes any proxy heretofore given
with respect to the votes covered by
this proxy.

Dated: , 1999
----------------------------------

Signature

Signature if held jointly

Sign, Date and Return the Proxy Card Promptly Using the Enclosed Envelope.

ALLMERICA SECURITIES TRUST
440 LINCOLN STREET, WORCESTER, MASSACHUSETTS 01653

March 15, 1999

Dear Shareholders:

Enclosed is a Notice of the Annual Meeting of Shareholders to be held on
April 21, 1999, to consider the election of Trustees and the ratification of
the selection of accountants.

Your Trustees unanimously recommend that you vote for the proposals by
marking, dating and signing the enclosed proxy and returning it promptly.

Respectfully,

/s/ John F. O'Brien

JOHN F. O'BRIEN
Chairman

NOTICE: IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AT THE MEETING,
REGARDLESS OF THE NUMBER OF SHARES YOU HOLD. PLEASE SIGN AND RETURN
PROMPTLY THE ENCLOSED PROXY IN THE ACCOMPANYING POSTAGE PAID ENVELOPE.