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Exhibit 99.1
CNB Holdings, Inc.
Proxy Solicited on Behalf of the Board of Directors
The undersigned hereby appoints ___________________ and
_________________, jointly and severally, proxies, with full power to act alone,
and with full power of substitution, to represent the undersigned and to vote,
as designated below and upon any and all other matters that may properly be
brought before such meeting, all shares of Common Stock that the undersigned
would be entitled to vote at a Special Meeting of Shareholders of CNB Holdings,
Inc. ("CNB") to be held at the _____________________________________, Virginia,
on ___________ __, 2000 at ___ _.m., local time, or any adjournments thereof,
for the following purposes:
1. To approve the Agreement and Plan of Merger, dated as of July 10,
2000, by and between CNB and FNB Corporation ("FNB"), and a related
Plan of Merger, which provides for the merger of CNB and FNB resulting
in Community National Bank becoming a wholly-owned subsidiary of FNB.
The Plan of Merger is enclosed with the accompanying Proxy Statement
as Appendix A.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
2. In their discretion, the proxies are authorized to vote upon any other
business that may properly come before the meeting, or any adjournment
thereof, including to vote in favor of an adjournment of the meeting,
if necessary, in order to solicit additional votes in favor of
approval of the Agreement and Plan of Merger.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER
DIRECTED HEREIN BY THE SHAREHOLDER. IF NO DIRECTION IS GIVEN, THIS PROXY WILL BE
VOTED FOR ITEM 1.
_______________________________ _____________________________________
Printed Name Signature
_____________________________________
Signature
Dated: _____________, 2000
(If signing as Attorney, Administrator,
Executor, Guardian or Trustee, please
add your title as such.)
PLEASE MARK, SIGN, DATE AND RETURN PROMPTLY
