DFAN14A 1 frfpostmeetpr.txt SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by Registrant [ ] Filed by a Party other than the Registrant [X] 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 Sec. 240.14a-11(c) or Sec. 240.14a-12 France Growth Fund, INC. - ------------------------------------------------------------- - (Name of Registrant as Specified in its Charter) - - OPPORTUNITY-PARTNERS L.P. - ------------------------------------------------------------- - (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: _____________________________________________ - (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: - _______ _______________________________________ - PRESS RELEASE June 20, 2002 Directors and Officers of the France Growth Fund Conspire to Change Election Outcome Phillip Goldstein, a shareholder of the France Growth Fund (the "Fund") (NYSE:FRF), today charged the directors and officers of the Fund with conspiring to tamper with an election that took place at the Fund's annual meeting on June 18, 2002. At the meeting, shareholders voted to defeat a series of proposals that would have radically altered the Fund's objective and management structure and dramatically increased the annual investment advisory fee. The only proposal approved was a shareholder proposal to expedite the process to ensure that the Fund's shares trade at net asset value. Rather than respect the will of the shareholders, the Fund's directors and officers conspired to keep the polls open with respect to the restructuring proposals in order to gain time to solicit several large shareholders to change their votes. To this end, the Fund has announced a coercive self-tender offer that would only be commenced if shareholders vote to approve the proposals when the illegally adjourned meeting reconvenes. Mr. Goldstein, a director-nominee who attended the meeting but who was not elected, stated: "Adjourning a meeting because the result is not to your liking is a blatant breach of fiduciary duty. In light of the recent scandals at Enron, Tyco, Adelphia and other corporations, it is especially shocking that the Fund's directors and officers would even contemplate attempting to change the outcome of a shareholder election after the fact." Mr. Goldstein also announced that he received a belated offer of a directorship in return for voting in favor of the defeated proposals when the illegally adjourned meeting reconvenes. He commented: "It is too little and much too late. The time for negotiations is before the votes are cast, not after. The meeting is over and we all have to abide by the results." For additional information please contact Phillip Goldstein at (914) 747-5262 or at oplp@att.net.