DFAN14A 1 dfan14a.txt SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant [ ] Filed by a Party other than the Registrant [x] Bulldog Investors, LLC Attn: Phillip Goldstein 250 Pehle Avenue, Suite 708 Saddle Brook, NJ 07663 Phone: 201 881-7100 Fax: 201 556-0097 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 [ ] Definitive Additional Materials [x] Soliciting Material Pursuant to ss.240.14a-11(c) or ss.240.14a- 12 Alliance California Municipal Income Fund, Inc. (Name of Registrant as Specified in Its Charter) Bulldog Investors, LLC Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required [x]. 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: THE TWELVE INNING BASEBALL GAME Imagine a baseball game where the umpire is a member of the home team. It is the bottom of the ninth inning and the home team is trailing by four runs. The last batter strikes out but instead of the players heading to the locker room, the ump says, "Let's not end the game now. Let's play three more innings and see what happens." Unethical? Illegal? Outrageous? Consider what management of Alliance California Municipal Income Fund has done. It convened a shareholder meeting on October 11th to vote on a proposal to award a new advisory contract to Alliance. Shareholders owning more than 50% of the Fund's shares were present. Management knew that its proposal had failed by a wide margin. However, instead of accepting the results, management announced that the meeting would be "adjourned" for a month to solicit more votes. (In a previous version of this letter which was filed with the SEC but not mailed, we mistakenly said that the Fund is paying for the additional solicitation. We have been informed that Alliance, the primary beneficiary of the proposal, is absorbing the costs.) You should ask yourself whether Alliance can be trusted to manage your hard-earned money. There are plenty of attractive alternatives for investors that want to receive income that is free of Federal and California state tax including closed-end funds managed by Blackrock, Nuveen, Eaton Vance, and Pimco. And many of those funds are trading at deep discounts to their net asset values. By voting against the new contract on our GREEN proxy card, you can send a message to the Fund's management that you don't approve of its actions and you want to eliminate the discount by having the Fund convert from a closed-end fund to an open-end fund whose shares can be redeemed at any time at NAV. PLEASE RETURN OUR GREEN PROXY CARD TO SEND A STRONG MESSAGE TO MANAGEMENT. IF YOUR SHARES ARE HELD BY A BANK OR BROKER, YOU MAY VOTE ONLINE AT WWW.PROXYVOTE.COM OR BY TELEPHONE AT 1-800-454-8683. IF YOU HAVE ANY QUESTIONS ABOUT HOW TO VOTE YOUR PROXY, PLEASE CALL INVESTORCOM AT 1-877-972-0090. Very truly yours, /s/ Phillip Goldstein Phillip Goldstein Managing Member Bulldog Investors, LLC