SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934

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240.14a-12

The SMALLCap Fund, Inc.
- - -------------------------------------------------------------
- - (Name of Registrant as Specified in its Charter)
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- - Ralph W. Bradshaw
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Ralph W. Bradshaw
One West Pack Square, Suite 1650
Asheville, NC 28801
Phone (828) 210-8184    FAX (828) 210-8183

March 31, 2003

Dear Fellow Shareholder of The SmallCap Fund, Inc,

VOTE THE GREEN PROXY TODAY -- DO NOT BE FOOLED BY THE FUND'S "DIRTY TRICKS".

What is it that the Fund is trying desperately to keep from you?

>> The Fund refuses to address its terrible investment performance.

Over just the last two years, the Fund has returned 20% less than its benchmark,
costing stockholders about $30 million in lost value.  Anyone who held the Fund
for the prior 1, 3, 5, or 10 years would have under-performed the benchmark for
EVERY SINGLE ONE of these periods.

>> The GREEN proxy lets you demand full net asset value.

You deserve an option to receive full net asset value ("NAV") for your shares.
Demand NAV by voting for the Shareholder Value Proposal.  Fund management
belittles my Shareholder Value Proposal.  They disqualified it last year, in
spite of substantial support from stockholders, and call it a gimmick this year.
The Fund could have offered NAV at any time, if they wanted - they did not.
They still could.

>> The Fund does not tell the truth and does not trust stockholders to decide
their own fate.

My proxy unequivocally states that neither my advisory firm nor I will accept an
investment management contract from the Fund under any circumstances and,
furthermore, I am not advocating a change from small-cap stocks.  Last year, my
proxy recommended in favor of the merger proposal and I gathered a large number
of votes supporting it even after I had worked, unsuccessfully, for an even
better proposal from the Board.  Facing defeat last year by a clear vote of
stockholders, the Fund used procedural slight-of-hand to keep control by packing
the Board with the defeated chairman's business associates.  Since then, they
created unusual Bylaws to rig this and future elections to favor their
nominees.

Vote to bring Directors with experience and integrity to the Board.  Former U.S.
Attorney General Edwin Meese and Thomas Lenagh are men of vast experience and
impeccable character.  Both have years of service with closed-end funds and
their background goes far beyond their involvement with me.  Contrast this with
the Fund's nominees.  One, a business associate of the defeated former chairman,
was appointed as part of the Board packing last year.  He had no prior closed-
end fund experience and was never supported by stockholder vote.  The other is
the portfolio manager responsible for the Fund's miserable performance.

The Fund will spend a huge amount of stockholder money on mailing after mailing,
and all those annoying phone calls, all in an attempt to fool you into voting
against your best interests.  Do not let them!

VOTE THE GREEN PROXY -- Demand full NAV and elect Directors who will fight for
you.

Thank you for taking the time to help decide the future of your investment in
our Fund.  If I may answer any questions or provide additional information,
please call me at (828) 210-8184.

Sincerely,
Ralph W. Bradshaw