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[FORM OF PROXY]
XXXXXXX.XXX INC.
PROXY FOR THE SPECIAL MEETING OF STOCKHOLDERS ____________________, 2000
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Xxxxxx X. Xxxxx and Xxxxxxx X. Xxxxx, and each of them, with full power to appoint a
substitute, to vote all shares the undersigned is entitled to vote at the Special Meeting of Stockholders of Xxxxxxx.xxx Inc. to
be held on _________________________, 2000, and at all adjournments thereof, as specified below on the matters referred to, and,
in their discretion, upon any other matters which may be brought before the meeting:
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THIS PROXY WILL BE VOTED AS DIRECTED, OR IF NO DIRECTION IS INDICATED, WILL BE VOTED "FOR" THE PROPOSALS. Please xxxx
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS. your votes as /X/
indicated in
this example
FOR AGAINST
THE THE
MERGER MERGER ABSTAIN FOR AGAINST ABSTAIN
1. To approve the Agreement and / / / / / / 2. To vote with discretionary / / / / / /
Plan of Merger dated authority on any other
January 20, 2000, as amended, business as may properly
among Xxxxxxx.xxx Inc., be presented at the meeting.
Shamu Inc. and XxxxXxx.xxx
Acquisition, Inc.
This Proxy, when properly executed, will be voted in the
manner directed herein by the undersigned shareholder. If no
direction is made, this proxy will be voted "FOR" Item 1.
When shares are held by joint tenants, both should sign.
When signing as attorney, executor, administrator, trustee
or guardian, please give full title as such. If a
corporation, please sign in full corporate name by President
or other authorized officer. If a partnership, please sign
in partnership name by authorized person.
PLEASE XXXX, SIGN, DATE AND RETURN THIS PROXY PROMPTLY.
Signature(s)__________________________________________________________________________ Dated_______________________________, 2000
PLEASE COMPLETE, SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE
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