FEDERATED PURCHASER, INC.
Proxy For the 1998 Special Meeting of Shareholder
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF THE
COMPANY
The undersigned shareholder hereby appoints HARRY J. FALLON and EDMUND L.
HOENER the proxies of the undersigned, with full power of substitution, hereby
revoking any proxy heretofore given, to attend the 1998 Special Meeting of
Shareholders of FEDERATED PURCHASER, INC. to be held on May 28, 1998, at the
time and place set forth in the Notice of Meeting, and any adjournment(s)
thereof and to vote and act with respect to the number of shares of Common
Stock, par value $.01 per share, of FEDERATED PURCHASER, INC., standing in the
name of the undersigned as the undersigned would be entitled to vote or act if
personally present, as follows.
1. Amendment of the Company's Certificate of Incorporation to increase
the number of shares of Common Stock authorized from 5,000,000 to 10,000,000.
FOR ____ AGAINST ____ ABSTAIN ____
2. In their discretion, to vote and act with respect to such other
business as may properly come before the Meeting or any adjournment(s) thereof.
(Continued and to be signed and
dated, on reverse side.)
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THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE INSTRUCTIONS GIVEN HEREIN.
IF NO INSTRUCTIONS ARE INDICATED, THE PERSONS NAMED PROXY HEREIN WILL VOTE ALL
SHARES IN THE NAME OF THE UNDERSIGNED FOR THE AMENDMENT OF THE COMPANY'S
CERTIFICATE OF INCORPORATION AND, IN THEIR DISCRETION, FOR ANY OTHER BUSINESS
WHICH MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT(S) THEREOF.
Please mark, date, sign and promptly return this proxy in the accompanying
envelope. No postage is required if mailed within the United States.
Date
Signature
Signature
INSTRUCTIONS: Please sign
exactly as your name appears
on this proxy. If signing for
an estate, trust, minor,
partnership or corporation,
title or capacity should be
stated. If shares are held
jointly, each holder must
sign.
