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CHILMARK CAPITAL MAILS PROXY FIGHT MATERIAL AGAINST UJB FINANCIAL; SEEKS TO ELECT FIVE DIRECTORS COMMITTED TO SALE OR MERGER OF UJB

 CHILMARK CAPITAL MAILS PROXY FIGHT MATERIAL AGAINST UJB FINANCIAL;
 SEEKS TO ELECT FIVE DIRECTORS COMMITTED TO SALE OR MERGER OF UJB
 SADDLE RIVER, N.J., March 19 /PRNewswire/ -- Chilmark Capital Corp. announced today that it has commenced its proxy solicitation against UJB Financial Corp., (NYSE: UJB) to select five nominees to the UJB board of directors committed to a sale or tax-free merger of the company. UJB Financial Corp., a bank-holding company based in Princeton, N.J., has scheduled its annual meeting for April 20, 1992.
 Chilmark Capital, a money management firm in Saddle River, beneficially owns nearly 4.6 million common shares, or 9.9 percent of the company. This block of shares has a current market value of more than $80 million.
 In a letter mailed to UJB shareholders yesterday, Neil J. Weisman, president of Chilmark Capital, writes "...we strongly believe that in this period of increasing consolidation of banks and other financial institutions, the best way to enhance the value of our UJB stock is to merge it ...through a tax free stock exchange with a strong regional banking partner which pays a meaningful dividend."
 Weisman's letter goes on to sharply criticize the company's Chairman and CEO, T. Joseph Semrod, for his lucrative compensation package in 1991 which consisted of a $728,000+ salary and stock and options worth approximately $1.6 million and points out how shareholders have suffered as a result of the UJB board's decision to cut shareholders' dividends by nearly 50 percent in 1990. Weisman's letter states, "We believe that Mr. Semrod has done a great deal to enhance the value of his interest in UJB. Isn't it time for him to do the same for all UJB shareholders?"
 The letter also criticizes the entrenchment tactics of UJB management during Semrod's tenure, which include the adoption of a "poison pill," a classified board, and "golden parachute" severance agreements with Semrod and 12 other UJB executives.
 In addition to electing its five nominees to the UJB board, Chilmark also seeks approval for five proposals to: seek a merger of UJB in a transaction advantageous for all of UJB's shareholders, limit the annual compensation paid to UJB executives, eliminate all "golden parachute" agreements, prohibit "greenmail" payments by UJB and limit the number of management directors on the UJB board to one.
 -0- 3/19/92
 /NOTE TO EDITORS: A copy of Weisman's letter to UJB shareholders and Chilmark's proxy materials is available from MacKenzie Partners, Inc. at 212-929-5940./
 /CONTACT: Stanley J. Kay or Daniel H. Burch of MacKenzie Partners, Inc., 212-929-5940/
 (UJB) CO: Chilmark Capital Corp.; UJB Financial Corp. ST: New Jersey IN: FIN SU:


AH-SH -- NY067 -- 9763 03/19/92 14:42 EST
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Publication:PR Newswire
Date:Mar 19, 1992
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