SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, For Use of the Commission [ ] Definitive Proxy Statement Only (as permitted by [ ] Definitive Additional Materials Rule 14a-6(e)(2)) [X] Soliciting Material Under Rule 14a-12 Chicago Mercantile Exchange Holdings 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): [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: The following communication was distributed to owners of shares of Class B-2 common stock of Chicago Mercantile Exchange Holdings Inc. on or about March 21, 2003: Dear B-2 Shareholder/FCM, We the undersigned have known and/or served on the Board of Directors of Chicago Mercantile Exchange Inc. with David Wescott and can attest that his dedication and drive are second to none. His willingness to take on every responsibility big or small is the catalyst behind our supporting him in his candidacy for the Board of Directors of Chicago Mercantile Exchange Inc. Please join us in his quest to once again be a part of the leadership of this Exchange BOB PROSI JOHN GELDERMAN DENIS DUFFEY /s/ Bob Prosi /s/ John Gelderman /s/ Denis Duffey Board of Director 1988-2001 Chairman of the Board Board of Director 1985-96 1974,75,89,90 1st Vice Chairman 1972-73 Board of Director 1968-95 IRWIN ROSEN DOUG GERARD LARRY ROSENBERG /s/ Irwin Rosen /s/ Doug Gerard Board of Director 1997-2001 /s/ Larry Rosenberg Board of Director 1993-94 1991-92 Chairman of the Board 1977-79 1st Vice Chairman 1976,83-88 2nd Vice Chairman 1974-75 DON HUZINGA Board of Director 1970-93 MIKE SAVOCA Legislative Liaison 1989-90 /s/ Don Huzinga Senior Policy Advisor 1991 Board of Director 1993-94 /s/ Mike Savoca Board of Director 1984-89 D. ROBERT JORDAN PATRICK MULCHRONE ANDY SCHREIBER /s/ D. Robert Jordan /s/ Patrick Mulchrone Board of Director 1988-1995 /s/ Andy Schreiber Board of Director 1991-96, Board of Director 1985-86 1998-2001 2nd Vice Chairman 1993-96 TONY MCCORMICK DAVID SILVERMAN /s/ Tony McCormick LOU SCHWARTZ Board of Director 1995-97 /s/ David Silverman Board of Director 1990-91 /s/ Lou Schwartz 1995-2001 Board of Director 1981-90 MIKE MOSS 2nd Vice Chairman 1983-85 /s/ Mike Moss Board of Director 1991-92 SCOTT SLUTSKY MIKE DOWD /s/ Scott Slutsky NORMA NEWBERGER Board of Director 1989-90 /s/ Mike Dowd Board of Director 1995-98 /s/ Norma Newberger Board of Director 1988-94 TOM STEWART JIM DUBOIS CRAIG NORRIS /s/ Tom Stewart Board of Director 1990-93 /s/ Jim Dubois /s/ Craig Norris Board of Director 1992-93 Board of Director 1997 Chicago Mercantile Exchange Holdings Inc. has filed a definitive proxy statement with the Securities and Exchange Commission ("SEC") regarding the Annual Meeting of Shareholders to be held on April 22, 2003. Shareholders of Chicago Mercantile Exchange Holdings Inc. are urged to read the definitive proxy statement and any other relevant materials filed by Chicago Mercantile Exchange Holdings Inc. with the SEC because they contain, or will contain, important information about Chicago Mercantile Exchange Holdings Inc. and the Annual Meeting. The definitive proxy statement and other relevant materials (when they become available), and any other documents filed by Chicago Mercantile Exchange Holdings Inc. with the SEC, may be obtained free of charge at the SEC's web site at www.sec.gov. In addition, shareholders may obtain free copies of these documents by contacting Chicago Mercantile Exchange Holdings Inc., Shareholder Relations and Membership Services, 30 South Wacker Drive, Chicago, Illinois 60606. Shareholders are urged to read the definitive proxy statement and the other relevant materials (when they become available) before making any voting decision with respect to matters to be acted on at the Annual Meeting. The preceding letter was prepared and distributed solely by the candidate. The views and opinions expressed therein are solely those of the candidate and do not necessarily reflect the views or opinions of Chicago Mercantile Exchange Holdings Inc. or its directors, officers or employees, nor have these views or opinions been approved or sanctioned by any of them.