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Exhibit 99.1
IMPERIAL BANCORP
2001 SPECIAL MEETING PROXY
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS.
The undersigned appoints George L. Graziadio, Jr. and Norman P. Creighton as
proxies, each with the power to appoint his substitute, and authorizes them to
represent and to vote, as designated on the reverse, all the shares of common
stock of Imperial Bancorp held of record by the undersigned on December 5, 2000,
at the Special Meeting of Shareholders to be held on January 18, 2001, and at
all postponements or adjournments thereof.
(Continued and to be signed on other side)
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SPECIAL MEETING OF SHAREHOLDERS of
IMPERIAL BANCORP
January 18, 2001
Proxy Voting Instruction Card
To Vote By Mail
Please sign, date and mail your proxy card in the envelope provided as soon
as possible.
To Vote By Telephone (Touch-Tone Phones Only)
Please call toll-free 1-800-PROXIES and follow the instructions. Have your
control number and the proxy card available when you call.
To Vote By Internet
Please access the web page at "www.voteproxy.com" and follow the on-screen
instructions. Have your control number available when you access the web page.
YOUR CONTROL NUMBER IS:
-----------------------
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Please date, sign and mail your proxy
card back as soon as possible!
Special Meeting of Shareholders
IMPERIAL BANCORP
January 18, 2001
[Please Detach and Mail in the Envelope Provided]
Please mark your |
A [X] votes as in this |
example. |
-----
1. Approval and adoption of the principal terms of the merger of Imperial
Bancorp with and into a wholly owned subsidiary of Comerica Incorporated as
provided in the Agreement and Plan of Merger, dated as of October 31, 2000,
by and among Imperial Bancorp, Comerica Incorporated and Comerica Holdings
Incorporated.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
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" PROPOSAL (1) AND IN THE DISCRETION OF THE PROXIES NAMED HEREIN WITH
RESPECT TO ANY OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING.
PLEASE SIGN EXACTLY AS NAME APPEARS HEREON. WHEN SHARES ARE HELD BY JOINT
TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, AS 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.
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Signature(s) Date , 2001.
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NOTE: Please mark, sign, date and mail this proxy card promptly using the
enclosed envelope.
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IMPERIAL BANCORP
SPECIAL MEETING OF SHAREHOLDERS
DIRECTION CARD
Imperial Bancorp Employee Stock Ownership Plan
TO: American Stock Transfer and Trust Company
You are hereby directed to report to U.S. Trust Company National Association,
Trustee, to vote with respect to the proposals listed on the reverse, the number
of shares of Imperial Bancorp Common Stock held for my account in the Imperial
Bancorp Employee Stock Ownership Plan at the Special Meeting of Shareholders of
Imperial Bancorp on January 18, 2001, and any adjournments thereof, as follows:
(Continued and to be signed on other side)
<PAGE> 6
SPECIAL MEETING OF SHAREHOLDERS of
IMPERIAL BANCORP
January 18, 2001
Proxy Voting Instruction Card
To Vote By Mail
Please sign, date and mail your proxy card in the envelope provided as soon
as possible.
To Vote By Telephone (Touch-Tone Phones Only)
Please call toll-free 1-800-PROXIES and follow the instructions. Have your
control number and the proxy card available when you call.
To Vote By Internet
Please access the web page at "www.voteproxy.com" and follow the on-screen
instructions. Have your control number available when you access the web page.
YOUR CONTROL NUMBER IS:
-----------------------
<PAGE> 7
Please date, sign and mail your
direction card back as soon as possible!
Direction Card for Meeting of Shareholders
IMPERIAL BANCORP
January 18, 2001
[Please Detach and Mail in the Envelope Provided]
Please mark your |
A [X] votes as in this |
example. |
-----
1. Approval and adoption of the principal terms of the merger of Imperial
Bancorp with and into a wholly owned subsidiary of Comerica Incorporated as
provided in the Agreement and Plan of Merger, dated as of October 31, 2000,
by and among Imperial Bancorp, Comerica Incorporated and Comerica Holdings
Incorporated.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
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" PROPOSAL (1) AND IN THE DISCRETION OF THE PROXIES NAMED HEREIN WITH
RESPECT TO ANY OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING.
PLEASE SIGN EXACTLY AS NAME APPEARS HEREON. WHEN SHARES ARE HELD BY JOINT
TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, AS 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.
