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EXHIBIT 99.3
FORM OF PROXY
FRANKLIN BANK, N.A.
PROXY FOR SPECIAL MEETING OF STOCKHOLDERS
, 2000
_________
[TIME]
[PLACE]
(THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF
FRANKLIN BANK, N.A.)
The undersigned stockholder of Franklin Bank, N.A. hereby appoints Edgar M.
Fenton and Dean A. Friedman, and each of them, with full power of substitution,
proxies to vote the shares of stock which the undersigned could vote if
personally present at the Special Meeting of Stockholders of Franklin Bank, N.A.
upon all subjects that may properly come before the meeting. The Board of
Directors knows of no other matters that may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR ITEM 1.
(1) APPROVAL OF THE AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER
DATED MAY 16, 2000, BY AND BETWEEN FRANKLIN AND BINGHAM FINANCIAL SERVICES
CORPORATION.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
Please date and sign exactly as your name appears on the envelop in which this
material was mailed. If shares are held jointly, each stockholder should sign.
Executors, administrators, trustees, etc. should use full title and, if more
than one, all should sign. If the stockholder is a corporation, please sign full
corporate name by an authorized officer. If the stockholder is a partnership,
please sign full partnership name by an authorized person.
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Receipt of the joint proxy statement/prospectus dated , 2000
is hereby acknowledged.
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Name(s) of Stockholder
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Signature(s) of Stockholder
Dated: , 2000
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Please detach proxy at perforation before mailing.
IF YOU ARE VOTING BY TELEPHONE OR THE INTERNET, PLEASE DO NOT MAIL YOUR PROXY.
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VOTE BY TELEPHONE VOTE BY INTERNET VOTE BY MAIL
Call TOLL-FREE using a Access the WEBSITE and Return your proxy in the
Touch-Tone phone cast your vote POSTAGE-PAID envelope
provided.
1-800- http://www.
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VOTE 24 HOURS A DAY, 7 DAYS A WEEK!
Your telephone or internet vote must be received by 5:00 p.m. eastern daylight
time on to be counted in the final tabulation.
YOUR CONTROL NUMBER IS [ ]
VOTE BY TELEPHONE
Have your proxy card available when you call the Toll-Free number 1-800-
using a Touch-Tone phone. You will be prompted to enter your control number
and then you can follow the simple prompts that will be presented to you to
record your vote.
VOTE BY INTERNET
Have your proxy card available when you access the website http://www. .
You will be prompted to enter your control number and then you can follow the
simple prompts that will be presented to you to record your vote.
VOTE BY MAIL
Please mark, sign and date your proxy card and return it in the postage paid
envelope provided or return it to:
TO CHANGE YOUR VOTE
Any subsequent vote by any means will change your prior vote. For example, if
you voted by telephone, a subsequent internet vote will change your vote. The
last vote received before 5:00 p.m. eastern standard time, will be the
one counted. You may also revoke your proxy by voting in person at the special
meeting.
