<PAGE> 1
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 Only (as permitted by
Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to 240.14a-11(c) or 240.14a-12
WESCO FINANCIAL CORPORATION
- --------------------------------------------------------------------------------
(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:
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(2) Aggregate number of securities to which transaction applies:
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(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):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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[ ] 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
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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<PAGE> 2
[WESCO LOGO]
WESCO FINANCIAL CORPORATION
301 EAST COLORADO BOULEVARD, SUITE 300, PASADENA, CALIFORNIA 91101-1901
(626) 585-6700
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD MAY 19, 1999
The annual meeting of shareholders of Wesco Financial Corporation ("Wesco")
will be held at the University Club of Pasadena, 175 North Oakland Avenue,
Pasadena, California, on Wednesday, May 19, 1999 at 4:00 p.m. for the following
purposes:
1. To elect seven directors to hold office until the next annual meeting of
shareholders or until their respective successors shall have been duly
elected and qualified.
2. To transact such other business as may properly come before the meeting
or any adjournment thereof.
The Board of Directors has fixed March 25, 1999, at the close of business,
as the record date for the determination of shareholders entitled to this notice
and to vote at such annual meeting or any adjournment or adjournments thereof. A
list of the shareholders as of such record date will be open to examination by
any shareholder for any purpose germane to the meeting during ordinary business
hours at Wesco's principal office at 301 East Colorado Boulevard, Suite 300,
Pasadena, California for a period of at least ten days prior to May 19, 1999.
All shareholders are requested to sign, date and complete the enclosed form
of proxy promptly and return it in the accompanying postage-prepaid,
self-addressed envelope, whether or not they expect to attend the meeting, to
assure that their shares will be represented. Any shareholder giving a proxy has
the right to revoke it at any time before it is voted at the meeting.
By Order of the Board of Directors
Margery A. Patrick
Secretary
Pasadena, California
April 5, 1999
IMPORTANT
WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE COMPLETE,
DATE AND SIGN THE ENCLOSED FORM OF PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED
ENVELOPE.
For directions to annual meeting and free parking, please refer to the stub
attached to the enclosed form of proxy.
Requests for additional copies of this Notice and accompanying Proxy
Statement should be addressed to Margery A. Patrick, Secretary, Wesco Financial
Corporation, at the above address.
1
<PAGE> 3
[WESCO LOGO]
WESCO FINANCIAL CORPORATION
301 EAST COLORADO BOULEVARD, SUITE 300, PASADENA, CALIFORNIA 91101-1901
(626) 585-6700
PROXY STATEMENT
FOR ANNUAL MEETING OF SHAREHOLDERS
MAY 19, 1999
This Proxy Statement is furnished in connection with the solicitation by
the Board of Directors of WESCO FINANCIAL CORPORATION ("Wesco") of proxies to be
voted at the May 19, 1999 Annual Meeting of the Shareholders of Wesco. This
Proxy Statement is expected to be mailed to shareholders on or about April 5,
1999, together with Wesco's combined Annual Report to Shareholders and Annual
Report to the Securities and Exchange Commission on Form 10-K for the calendar
year ended December 31, 1998.
PROXIES AND REVOCATION
The shares represented by each properly executed, unrevoked form of proxy
received in time for the meeting will be voted in accordance with the
instructions contained thereon. Any shareholder giving a proxy has the power to
revoke it at any time before it is voted at the meeting, and it shall be
suspended if the shareholder is present at the meeting and desires to vote in
person.
Wesco intends to solicit proxies principally by the use of the mail. It
will also request banks, brokerage firms and other custodians, nominees and
fiduciaries to forward copies of the form of proxy and Proxy Statement to
persons for whom they hold stock of Wesco and request authority for the
execution of proxies. Wesco will reimburse such banks, brokerage firms,
custodians, nominees and fiduciaries for their actual expenditures incurred in
connection therewith at not higher than usual and customary rates; facsimile
transmissions are not considered necessary, and expenditures related thereto
will not be reimbursed. Officers of Wesco may solicit proxies to a limited
extent by telephone, but without incremental cost to Wesco, except actual
out-of-pocket communication charges, which are expected to be insignificant.
Thus, the cost of soliciting proxies will be paid by Wesco.
ELECTION OF DIRECTORS
At the annual meeting, the seven nominees for Director receiving the
highest number of affirmative votes will be elected Wesco directors
("Directors"). The term of each Director will expire at the time of the 2000
annual meeting expected to be held in May 2000 or upon the election and
qualification of his or her respective successor. Each nominee is currently a
Director of Wesco. Additional information concerning the nominees is set forth
on page 3.
2
<PAGE> 4
<TABLE>
<CAPTION>
Name Principal Occupation, Business Experience During
(Director Since) Past Five Years, Age, and Other Information
- -----------------------------------------------------------------------------------------------
<S> <C>
Charles T. Munger Mr. Munger, age 75, has been Chairman of the Board and Chief
(3-20-73) Executive Officer of Wesco since January 1984. He also has
been Chairman of the Board of Blue Chip Stamps ("Blue Chip")
since 1976, having joined its board in 1969; Blue Chip, the
parent of Wesco, is engaged in the trading stamp business.
Since 1978, Mr. Munger has been Vice Chairman of Berkshire
Hathaway Inc. ("Berkshire"), parent of Blue Chip; Berkshire
is engaged in diverse businesses, including property and
casualty insurance and reinsurance, flight training,
fractional aircraft ownership, manufacturing and/or
retailing of boxed chocolates, jewelry, footwear and home
furnishings, and newspaper and encyclopedia publishing. Mr.
Munger is also Chairman of the Board of Daily Journal
Corporation, publisher of specialty newspapers in
California. Since 1997, he has also served as a director of
Costco Companies, Inc., operator of a large chain of
membership warehouses.
Robert H. Bird Mr. Bird, age 67, has been President of Wesco since June
(12-21-89) 1992. He has also served as President and a director of MS
Property Company, a wholly owned Wesco subsidiary, since its
activation in 1993. He has also served as President of Blue
Chip since 1987 and, prior thereto, served in various
financial and other offices of Blue Chip after joining it in
1968. Mr. Bird has also served as a director of Blue Chip
since 1978.
Carolyn H. Carlburg Ms. Carlburg, age 52, has been the Executive Director of
(5-23-91) Community Housing Services, Inc. since 1997. Prior thereto,
she practiced law under the name Carolyn H. Carlburg &
Associates, specializing in land use matters and business
litigation.
William T. Caspers Mr. Caspers, age 76, has been engaged in personal
(3-18-59) investments since 1977, after serving Wesco as a Vice
President starting in 1960. He has been a director of MS
Property Company since 1993.
James N. Gamble Mr. Gamble, age 76, has been engaged in the investment
(1-19-65) counseling business since 1956, currently under the name
Gamble, Jones, Morphy & Bent.
Elizabeth Caspers Peters Mrs. Peters, age 73, is engaged in personal investments.
(7-18-67) Before she began continuous service as a Director in 1967
she served on the Board in 1959 and 1960. She has been a
director of MS Property Company since 1993.
David K. Robinson Mr. Robinson, age 80, is of counsel to Hahn & Hahn,
(3-18-59) attorneys at law, and is legal counsel for Wesco.
</TABLE>
Mr. Caspers and Mrs. Peters are brother and sister. There are no other family
relationships among Wesco's Directors and officers.
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<PAGE> 5
In addition to Messrs. Munger and Bird, Wesco has two executive officers
who are listed below. All officers are elected to serve for one year or until
their successors shall have been elected and qualified.
<TABLE>
<CAPTION>
Principal Occupation, Business Experience During
Name Past Five Years, Age, and Other Information
- -----------------------------------------------------------------------------------------
<S> <C>
Jeffrey L. Jacobson Mr. Jacobson, age 51, has served as Vice President and Chief
Financial Officer of Wesco since 1984. He has also served MS
Property as Vice President and Chief Financial Officer since
1993. He has also served in various financial and other
offices of Blue Chip since joining it in 1977 -- currently
he is Vice President and Chief Financial Officer -- and has
served as a Blue Chip director since 1987.
Robert E. Sahm Mr. Sahm, age 71, has, since 1971, served Wesco as Vice
President in charge of building management and, ultimately,
all real estate operations; prior thereto, he served as
Building Manager from 1967. Since 1993, he has also served
MS Property Company as Senior Vice President in charge of
property management, development and sales, and as a
director.
</TABLE>
VOTING SECURITIES AND HOLDERS THEREOF
On March 25, 1999, the record date for determination of shareholders
entitled to notice of and to vote at the annual meeting, a total of 7,119,807
shares of capital stock were outstanding. All information regarding stock
ownership is given as of that date. Shareholders have the right to elect
Directors by cumulative voting in accordance with Wesco's Bylaws: Each share has
votes equal to the number of Directors to be elected (seven), and the votes may
be cast for one candidate or distributed among two or more candidates. On all
other matters, each share has one vote. Votes withheld as to specific Directors
on forms of proxy are treated as votes cast in determining if a quorum is
present to transact business but are excluded from the votes cast in favor of
such Directors. Any portion of the shares held by a broker or other party that
is not voted on an omnibus proxy is neither counted in determining if a quorum
is present nor treated as votes cast for any purpose.
The persons appointed as proxies on the accompanying form of proxy have
informed Wesco of their intent to distribute, in such proportion as they see
fit, the votes represented by proxies (i) in favor of the election of the seven
nominees named above, or (ii), in the event one or more of said nominees is or
are unable to serve, for the remainder of the nominees named above supplemented
by any substitute nominee or nominees selected by the Board of Directors.
Blue Chip, a wholly owned subsidiary of Berkshire, owns 5,703,087 shares
(80.1%) of Wesco capital stock. Warren E. Buffett, Chairman of the Board and
Chief Executive Officer of Berkshire, has sole voting power with respect to
34.9% and shared voting power with respect to 2.7% of Berkshire's common stock.
Mr. Buffett may be deemed to be in control of Berkshire; and Mr. Buffett, as
well as Berkshire, may be deemed to be in control of Blue Chip and Wesco.
Charles T. Munger, Chairman of the Board of Wesco, is also Vice Chairman of the
Board of Berkshire; he has sole voting power with respect to 1.3% of Berkshire's
common stock. Mr. Munger consults with Mr. Buffett with respect to Wesco's
investment decisions and major capital allocations, but Mr. Buffett has no
active participation in Wesco's management, other than as a director of
Wesco-Financial Insurance Company ("Wes-FIC") and Precision Steel Warehouse,
Inc., wholly owned subsidiaries of Wesco.
Wes-FIC is headquartered in Omaha, Nebraska, where its business is
administered by employees of wholly owned Berkshire insurance subsidiaries. From
time to time, Berkshire has offered to Wes-FIC, and Wes-FIC and Wesco have
accepted, retrocessions of portions of insurance or reinsurance contracts in
excess of amounts the Berkshire subsidiaries have wished to retain, under
arrangements described in Wesco's 1998 Annual Report on Form 10-K. Wesco's and
Wes-FIC's boards believe all such retrocessions have been entered into at terms
more favorable than Wes-FIC could have obtained elsewhere. In 1998, Berkshire
subsidiaries received $64,000 in ceding commissions under such arrangements.
Kansas Bankers Surety Company ("KBS"), wholly owned by Wes-FIC, is supervised by
Berkshire subsidiaries. Effective in January
4
<PAGE> 6
1998, KBS restructured its program for the reinsurance of its losses: Identical
contracts were entered into with an unaffiliated reinsurer and with a Berkshire
subsidiary, whereby each was ceded $391,000 in premiums during 1998 to reinsure
50% of a layer of KBS's exposure above a certain amount. In addition to the
aforementioned ceding commission and ceded premiums, Berkshire subsidiaries in
1998 received $89,000 in administrative fees and expenses relative to Wes-FIC
and KBS.
Berkshire's principal executive offices are located at 1440 Kiewit Plaza,
Omaha, Nebraska 68131, which is also Mr. Buffett's principal address. Blue
Chip's principal executive offices are located at 301 East Colorado Boulevard,
Suite 300, Pasadena, California 91101-1901.
Blue Chip is the only company or person known to Wesco's management to own
beneficially 5% or more of its outstanding capital stock. Beneficial ownership
of Wesco's capital stock by Blue Chip and by all Directors and executive
officers who own shares is set forth below.
<TABLE>
<CAPTION>
Amount and Nature
of Beneficial Percent
Name Ownership(1) of Class
- -----------------------------------------------------------------------------------------------
<S> <C> <C>
Blue Chip Stamps 5,703,087(2) 80.1%
William T. Caspers 3,200(3) *
Elizabeth Caspers Peters 86,693(4) 1.2
David K. Robinson 300 *
Robert E. Sahm 3,150 *
All Directors and executive officers as a group 93,343(3,4,5) 1.3
</TABLE>
- ---------------
* Less than 1%.
(1) Beneficial owner has sole voting and investment power, and economic
interest, except as indicated.
(2) Voting and investment power may be deemed to be controlled by Berkshire and
Warren E. Buffett by virtue of the relationships described on page 4.
(3) Includes 1,300 shares held by a trust of which Mr. Caspers is trustee and
income beneficiary.
(4) Includes 16,843 shares held by a trust of which Mrs. Peters is a co-trustee
with her children and income beneficiary.
(5) Does not include the 5,703,087 shares (80.1%) held by Blue Chip, of which
Wesco Directors Charles T. Munger and Robert H. Bird are directors and
executive officers.
REQUIREMENTS FOR REPORTING SECURITIES OWNERSHIP
Section 16(a) of the Securities Exchange Act of 1934 requires Wesco's
executive officers and Directors, and persons who own more than ten percent of a
registered class of Wesco's equity securities, to file reports of ownership and
changes in ownership with the Securities and Exchange Commission and the
American Stock Exchange. Executive officers, Directors and shareholders owning
more than ten percent are required by SEC regulation to furnish Wesco with
copies of all such Section 16(a) reports they file.
Based solely on its review of the copies of such Section 16(a) reports
received by it, or written representations from certain persons subject to
Section 16(a) reporting that no such reports were required to be filed, Wesco
believes that its executive officers, Directors, and beneficial owners of more
than ten percent complied with all applicable filing requirements during 1998.
BOARD OF DIRECTOR INTERLOCKS AND INSIDER PARTICIPATION
Charles T. Munger, Chairman of the Board of Wesco, is also Chairman of the
Board of Blue Chip and Vice Chairman of the Board of Berkshire. Robert H. Bird,
President of Wesco, is also a director of and President of Blue Chip. Jeffrey L.
Jacobson, Vice President and Chief Financial Officer of Wesco, is also a
director of and Chief Financial Officer of Blue Chip.
5
<PAGE> 7
COMMITTEES AND MEETINGS
Wesco has a standing Audit Committee whose members are William T. Caspers,
Chairman; Carolyn H. Carlburg; James N. Gamble; and David K. Robinson. The
primary functions of the Audit Committee are to review the audited financial
statements and the results of the audit, and to inquire into important internal
control, accounting and financial reporting matters. Wesco does not have
nominating, compensation, or other committees.
During 1998, the Board of Directors held five regularly scheduled meetings
and the Audit Committee held one meeting. No Director attended fewer than 75
percent of the combined total number of meetings of the Board of Directors and
Audit Committee (if a member thereof) held during the year.
COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS
Directors who are not officers currently receive an annual fee of $3,600,
plus $300 for each special meeting which they attend. The Chairman of the Audit
Committee receives an annual fee of $1,800. Additionally, he and his dependents
are covered under a health and dental insurance program maintained by a wholly
owned subsidiary. The cost of such company-paid coverage was $8,888 in 1998.
Other members of the Audit Committee receive $300 for each meeting attended. No
members of the Audit Committee are officers of the Company.
The following table shows compensation paid by Wesco and its subsidiaries
to its executive officers for the three years ended December 31, 1998.
<TABLE>
<CAPTION>
Annual Compensation
Name and Capacity ---------------------
in Which Served Year Salary(1) Bonus(2)
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Charles T. Munger -- Chairman of the Board and Chief 1998 $ -- $ --
Executive Officer of Wesco 1997 -- --
1996 -- --
Robert H. Bird -- President of Wesco and MS Property Company 1998 90,000
1997 96,000 --
1996 96,000 --
Jeffrey L. Jacobson -- Vice President and Chief Financial 1998 144,000 --
Officer of Wesco and MS Property Company 1997 132,000 --
1996 132,000 --
Robert E. Sahm -- Vice President of Wesco and Senior Vice 1998 151,200 12,900
President of MS Property Company 1997 144,000 12,300
1996 136,800 11,700
</TABLE>
- ---------------
(1) Messrs. Munger, Bird and Jacobson are employees of, and compensated by, Blue
Chip but spend a portion of their time on the activities of Wesco and its
subsidiaries. Figures shown for Messrs. Bird and Jacobson represent amounts
paid to Blue Chip by Wesco or its subsidiaries for their services. Blue Chip
was not compensated by Wesco or its subsidiaries for Mr. Munger's services
during the three-year period. Mr. Munger was paid a total of $100,000 by
Blue Chip for each of the three years; in addition, he received directors'
fees in cash or deferred phantom equity interest from certain companies in
which Berkshire, Wesco and/or their subsidiaries have significant minority
investments, valued at $81,300 in 1997 and $65,000 in 1996. Mr. Sahm is
compensated by MS Property Company.
(2) Mr. Sahm's bonus is based on a length-of-service formula applicable to all
employees of MS Property Company and is equal to one month's salary.
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<PAGE> 8
REPORT ON EXECUTIVE COMPENSATION*
Wesco's program of executive compensation is believed different from most
public corporations' programs. Messrs. Munger, Bird and Jacobson are not
employees of Wesco or a Wesco subsidiary, nor are they remunerated directly by
Wesco or a Wesco subsidiary for their services. All three are employed by, and
constitute the board of directors of, Blue Chip. Wesco and its subsidiaries
reimburse Blue Chip for the services of Messrs. Bird and Jacobson based on Blue
Chip's cost of their compensation, including related taxes and benefits, and an
estimate of the relative time each individual devotes to the business of each
company. Wesco and its subsidiaries do not reimburse Blue Chip for Mr. Munger's
services.
The Board of Directors of Wesco, at least annually, reviews and approves
the compensation of, or any reimbursement to Blue Chip for, Wesco's executive
officers based on the recommendation of Mr. Munger. Factors considered annually
by Mr. Munger are typically subjective and include individual performance,
changes in responsibility and inflation. Neither the profitability of Wesco nor
the market price of Wesco's stock is considered in setting executive
compensation.
- ---------------
* Submitted by the Wesco Board of Directors: Charles T. Munger, Robert H. Bird,
Carolyn H. Carlburg, William T. Caspers, James N. Gamble, Elizabeth Caspers
Peters and David K. Robinson.
STOCK PERFORMANCE GRAPH
The following graph compares the value of $100 invested in Wesco capital
stock from December 31, 1993 through December 31, 1998 with similar investments
in the Standard and Poor's ("S&P") 500 Stock Index and the S&P Property-Casualty
Insurance Index, assuming reinvestment of dividends.
<TABLE>
<CAPTION>
WESCO FINANCIAL CORP. S&P 500 INDEX PROPERTY-CASUALTY INSURANCE
--------------------- ------------- ---------------------------
<S> <C> <C> <C>
'1993' 100.00 100.00 100.00
'1994' 89.63 101.32 104.90
'1995' 142.77 139.40 142.02
'1996' 147.56 171.40 172.58
'1997' 237.72 228.59 251.04
'1998' 282.06 293.91 233.59
</TABLE>
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<PAGE> 9
INDEPENDENT PUBLIC ACCOUNTANTS
Representatives from Deloitte & Touche, the independent public accounting
firm for Wesco and its subsidiaries for the year ended December 31, 1998, are
expected to be present at the May 19, 1999 annual meeting of shareholders. They
will be given the opportunity to make a statement if they so desire and to
respond to any appropriate questions. The Board of Directors has not yet
selected the independent accounting firm for Wesco and its subsidiaries for the
year ending December 31, 1999.
PROPOSALS OF SHAREHOLDERS
Any shareholder proposal intended to be considered for inclusion in the
proxy statement for presentation at the annual meeting of shareholders expected
to be held in May 2000 (the "2000 annual meeting") must be received by Wesco by
December 10, 1999. The proposal must be in accordance with the provisions of
Rule 14a-8 promulgated by the Securities and Exchange Commission under the
Securities Exchange Act of 1934 (the "Act"). It is suggested the proposal be
submitted by certified mail, return receipt requested. Shareholders intending to
present proposals from the floor of the 2000 annual meeting in compliance with
Rule 14a-4 promulgated under the Act must notify Wesco of such intentions before
February 29, 2000; if notification is received by Wesco after such date, Wesco's
form of proxy in connection with the 2000 annual meeting may confer
discretionary authority on the Board to vote on such proposals.
OTHER MATTERS
As far as Wesco is aware, there are no other matters to be brought before
the May 19, 1999 annual meeting other than the election of Directors. Should any
other matters come before the meeting, action will be taken thereon by the
persons appointed as proxies on the accompanying form of proxy, or their
substitutes, according to their discretion.
By Order of the Board of Directors
Margery A. Patrick
Secretary
Pasadena, California
April 5, 1999
8
<PAGE> 10
PROXY
WESCO FINANCIAL CORPORATION
PROXY FOR ANNUAL MEETING OF SHAREHOLDERS
MAY 19, 1999
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints CHARLES T. MUNGER and MARGERY A. PATRICK, or
either of them, as Proxies, each with the power to appoint his or her
substitute, and hereby authorizes them to represent and to vote, as directed on
the other side hereof, all shares of capital stock of WESCO FINANCIAL
CORPORATION held of record by the undersigned on March 25, 1999 at the annual
meeting of shareholders to be held at the University Club of Pasadena, 175 North
Oakland Avenue, Pasadena, California, on Wednesday, May 19, 1999, at 4:00 p.m.,
or at any adjournment or adjournments thereof.
(CONTINUED AND TO BE SIGNED ON THE OTHER SIDE)
- --------------------------------------------------------------------------------
FOLD AND DETACH HERE
[LOGO]
WESCO FINANCIAL CORPORATION
<PAGE> 11
Please mark
your votes as [X]
indicated in
this sample.
(CONTINUED FROM THE OTHER SIDE)
WESCO FINANCIAL
1. ELECTION OF DIRECTORS (until the next annual meeting of shareholders or
until their respective successors shall have been duly elected and
qualified.
WITHHOLD
FOR AUTHORITY
all nominees listed [ ] [ ] Charles T. Munger, Robert H. Bird,
at the right (except Carolyn H. Carlburg, William T.
as marked to the Caspers, James N. Gamble, Elizabeth
contrary) Caspers Peters, David K. Robinson
INSTRUCTION: TO WITHHOLD AUTHORITY
TO VOTE FOR ANY INDIVIDUAL NOMINEE,
DRAW A LINE THROUGH HIS OR HER NAME
ABOVE.
2. In their discretion, the Proxies are
authorized to vote upon such other
business as may properly come before
the meeting.
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 THE ELECTION AS DIRECTORS OF ALL NOMINEES LISTED IN PROPOSAL 1 OR, IN
THE EVENT ONE OR MORE OF SUCH NOMINEES IS UNABLE TO SERVE, ANY SUBSTITUTE
NOMINEES SELECTED BY THE PRESENT BOARD OF DIRECTORS.
PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY CARD PROMPTLY USING THE ENCLOSED
ENVELOPE.
Signature(s)______________________________________________________ Date_________
Please sign exactly as name appears herein. If shares are held by joint tenants,
both should sign. If signing as attorney, executor, administrator, trustee or
guardian, please give full title as such. If signing on behalf of a corporation,
an authorized officer such as the president should sign in full corporate name
together with signature and title. If signing on behalf of a partnership, an
authorized person should sign in full partnership name together with signature
and position.
- --------------------------------------------------------------------------------
FOLD AND DETACH HERE
DIRECTIONS TO ANNUAL MEETING
MEETING -- The annual shareholders' meeting of Wesco Financial Corporation will
be held at the University Club of Pasadena (the "University Club"), 175 North
Oakland Avenue, Pasadena, California, at 4:00 p.m., on Wednesday, May 19, 1999.
PARKING -- Free parking for the shareholders' meeting will be available in a
large lot owned by the Women's City Club one block to the east of the University
Club. For faster parking, persons driving to the meeting are encouraged to go
directly to the Women's City Club lot and avoid the congestion in front of the
University club and in its parking lot. The entrance to the Women's City Club
lot is on the west side of Madison Avenue. Another lot to the north separates it
from Walnut Street. The University Club is a short walk to the west, directly
across Oakland Avenue from the Women's City Club.
MAP OF AREA (not drawn to scale) --
[MAP]
