SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 14A
                                 (Rule 14A-101)

                            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
[ ] Definitive Proxy Statement                [ ] Confidential, for Use of the
[X] Definitive Additional Materials               Commission Only (as permitted)
[ ] Soliciting Material Pursuant to               by Rule 14a-6(e)(2)
    Rule 14a-12


                          UNITED INDUSTRIAL CORPORATION
- --------------------------------------------------------------------------------
                (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)(4) and 0-11.

    (1) Title of each class of securities to which transaction applies:
        Not applicable
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    (2) Aggregate number of securities to which transaction applies:  Not
        applicable.
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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): Not
        applicable.
        ------------------------------------------------------------------------
    (4) Proposed maximum aggregate value of transaction:  Not applicable.
        ------------------------------------------------------------------------
    (5) Total Fee Paid:  Not applicable.
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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:  Not applicable.
        ------------------------------------------------------------------------
    (2) Form, Schedule or Registration Statement No.:  Not applicable.
        ------------------------------------------------------------------------
    (3) Filing Party:  Not applicable.
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    (4) Date Filed:  Not applicable.
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                          UNITED INDUSTRIAL CORPORATION


Dear Shareholder:

Please accept our thanks for sending in your WHITE proxy card.

To avoid any possible dispute as to the validity of your proxy for the reason(s)
indicated below, we are requesting that you sign, date and mail the enclosed
additional WHITE proxy card with the correction indicated below in the
self-addressed envelope provided for your convenience. This new proxy card will
automatically revoke any previously granted proxy when it is returned.

[ ]    YOUR PREVIOUS WHITE PROXY CARD WAS UNSIGNED. (If signing as attorney,
       executor, administrator, personal representative of an estate, corporate
       officer, partner, trustee, custodian or guardian, please sign and give
       your full title as such.)

[ ]    YOUR PREVIOUS WHITE PROXY CARD WAS UNDATED. (Please date, sign and return
       the enclosed WHITE Proxy Card in the enclosed envelope.)

[ ]    YOUR PREVIOUS WHITE PROXY CARD OMITTED YOUR TITLE OR AUTHORITY. (If
       signing as attorney, executor, administrator, personal representative of
       an estate, corporate officer, partner, trustee, custodian or guardian,
       please sign and give your full title as such.)

[ ]    YOUR PREVIOUS WHITE PROXY CARD, AS SIGNED, DID NOT CONFORM TO THE NAME
       SHOWN ON THE PROXY. (Please date and sign the enclosed WHITE proxy card
       exactly as the registration appears on the proxy, including your full
       title if signing other than in an individual capacity.) If the
       registration is in the name of a custodian for the benefit of a minor,
       the custodian must sign and indicate his/her capacity. If you are a
       beneficiary 18 years or older, you may sign as long as you indicate your
       age.

[ ]    YOUR PREVIOUS WHITE PROXY CARD WAS NOT SIGNED BY ALL JOINT OWNERS. (If
       shares are registered in the name of more than one person, each such
       person should sign the enclosed WHITE Proxy Card. If a joint tenant is
       deceased, please indicate that you are the surviving joint owner.)

[ ]    YOUR PREVIOUS WHITE PROXY CARD, AS MARKED, DID NOT CLEARLY SPECIFY YOUR
       INSTRUCTIONS. Please sign, date and clearly mark your proxy.

       OTHER
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Since time is of the essence, we would greatly appreciate your signing, dating
and mailing the enclosed WHITE proxy card as soon as possible. Please mail it in
the envelope provided for your convenience. If you have any questions, please
call Innisfree M&A Incorporated, the firm assisting us, toll-free at
877-266-1890. Once again, we greatly appreciate your support.


Sincerely,

UNITED INDUSTRIAL CORPORATION