Please detach here
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1. PROPOSAL TO APPROVE THE CONSOLIDATION AGREEMENT AMONG XXXXX CORPORATION,
CITADEL HOLDING CORPORATION AND READING ENTERTAINMENT, INC.
[_] For [_] Against [_] Abstain
THIS PROXY WILL BE VOTED AS SPECIFIED. IF A CHOICE IS NOT SPECIFIED, THIS PROXY
WILL BE VOTED FOR THE ABOVE PROPOSAL.
THIS PROXY SHOULD BE DATED, SIGNED BY THE STOCKHOLDER EXACTLY AS SUCH
STOCKHOLDER'S NAME APPEARS ON SUCH STOCKHOLDER'S STOCK CERTIFICATE AND RETURNED
PROMPTLY TO THE COMPANY C/O MELLON INVESTOR SERVICES, LLC, IN THE ENCLOSED
ENVELOPE. PERSONS SIGNING IN AS A BENEFICIARY CAPACITY SHOULD SO INDICATE.
Date _________________________, 2001
[__________________________________]
Signature(s) in Box
Please sign name(s) exactly as
registered (If there are co-owners,
both should sign)
Telephone Number ___________________
XXXXX CORPORATION
SPECIAL MEETING OF STOCKHOLDERS
Wednesday, December , 2001
10:00 A.M. Local Time
[ 000 Xxxxx Xxxx Xxxxxx, Xxxxx 0000 ]
[ Xxx Xxxxxxx, XX 00000 ]
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Xxxxx Corporation
000 Xxxxx Xxxx Xxxxxx, Xxxxx 0000, Xxx Xxxxxxx, Xxxxxxxxxx 00000 Proxy
________________________________________________________________________________
This Proxy is Solicited on Behalf of the Board of Directors
The undersigned hereby revokes all prior proxies and constitutes and
appoints Xxxxx X. Xxxxxx and X. Xxxxx Xxxxxxxx, and each or any of them, proxies
of the undersigned, with full power of substitution, to vote all of the shares
of Common Stock and Class A Common Preference Stock of Xxxxx Corporation (the
"Company") which the undersigned may be entitled to vote at the Special Meeting
of Stockholders of the Company to be held at 10:00 A.M., local time on, December
26, 2001 at , , California, for the following purposes
and any adjournment or postponement thereof, as follows:
See reverse for voting instructions.
