-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EKFkcZ/GIblCyRVYBUKS6yFsbcfY2ojYdg//ob4nZitbciU6gK2RisOhU3dBEiau 1sa+Re/AMbbVJ+R+IUyD/Q== 0000950123-06-009309.txt : 20060725 0000950123-06-009309.hdr.sgml : 20060725 20060724194031 ACCESSION NUMBER: 0000950123-06-009309 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060725 DATE AS OF CHANGE: 20060724 EFFECTIVENESS DATE: 20060725 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SunAmerica Focused Alpha Large-Cap Fund, Inc. CENTRAL INDEX KEY: 0001338170 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-21805 FILM NUMBER: 06977496 BUSINESS ADDRESS: STREET 1: HARBORSIDE FINANCIAL CENTER STREET 2: 3200 PLAZA 5 CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: 800-858-8850 MAIL ADDRESS: STREET 1: HARBORSIDE FINANCIAL CENTER STREET 2: 3200 PLAZA 5 CITY: JERSEY CITY STATE: NJ ZIP: 07311 FORMER COMPANY: FORMER CONFORMED NAME: SunAmerica Focused Alpha Growth & Income Fund, Inc. DATE OF NAME CHANGE: 20050907 DEFA14A 1 y23459defa14a.htm DEFA14A DEFA14A
 

SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant     þ
Filed by a Party other than the Registrant     o
Check the appropriate box:
o   Preliminary Proxy Statement
 
o   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
 
o   Definitive Proxy Statement
 
þ   Definitive Additional Materials
 
o   Soliciting Material Pursuant to Rule 14a-12
SunAmerica Focused Alpha Large-Cap Fund, Inc.
 
(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):
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     Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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SUNAMERICA FOCUSED ALPHA LARGE-CAP FUND, INC.
Harborside Financial Center
3200 Plaza 5
Jersey City, NJ 07311
July 25, 2006
Dear Shareholder:
     We are writing to follow-up on previous proxy materials that were mailed to you regarding the Special Meeting of Shareholders of the SunAmerica Focused Alpha Large-Cap Fund, Inc. (the “Fund”). As a shareholder of the Fund, it is important that you vote on a new subadvisory agreement between the Fund and BlackRock Advisors, Inc.
     Merrill Lynch & Co., Inc., (“Merrill Lynch”) and BlackRock, Inc. (“BlackRock”) have agreed to a transaction (the “Transaction”) to combine Merrill Lynch’s investment management business, operated by Merrill Lynch Investment Managers, L.P., and certain affiliates, including Mercury Advisors (“Mercury”), a subadviser to the Fund, with BlackRock to form a new asset management company. The Transaction, when it is consummated, will cause the Fund’s subadvisory agreement with Mercury to terminate. In order to ensure that the management of Mercury’s portion of the Fund’s assets continues without interruption, we are asking shareholders to approve a new subadvisory agreement. Your Fund’s Board of Directors, including all of the Independent Directors, recommends that you vote FOR approval of the new subadvisory agreement on the enclosed proxy card.
Whether or not you plan to attend the meeting, and regardless of the number of shares you own, your board urges you to vote for all proposals on the enclosed proxy card. Please help us avoid additional solicitation costs by voting your proxy now!
We thank you for your continued trust and support. If you need any assistance, or have any questions regarding the Fund’s proposal or how to vote your shares, please call our proxy solicitor, Georgeson Inc., at 1-800-790-6795.
Sincerely,
Gregory N. Bressler
Secretary

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