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EXHIBIT 99.1
VOTE BY TELEPHONE:
Have your proxy card
available when you CALL THE
TOLL-FREE NUMBER
1-800-250-9081 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.VOTEFAST.COM.
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.
Michigan law allows proxy
voting by electronic means.
VOTE BY MAIL:
Please mark, sign and date
your proxy card and return
it in the postage-paid
envelope provided or return
it to: Corporate Election
Services, P.O. Box 1150,
Pittsburgh, Pennsylvania
15230.
VOTE BY TELEPHONE VOTE BY INTERNET VOTE BY MAIL
Call TOLL-FREE using a Access the WEBSITE and Return your proxy
Touch-Tone phone Cast your vote in the POSTAGE-PAID
1-800-250-9081 http://www.votefast.com Envelope provided
VOTE 24 HOURS A DAY, 7 DAYS A WEEK!
Your telephone and Internet vote MUST BE RECEIVED BY 11:59 P.M.
EASTERN STANDARD TIME ON , 2001 to be counted in the
final tabulation.
IF YOU VOTE BY TELEPHONE OR INTERNET, PLEASE DO NOT SEND YOUR
PROXY BY MAIL.
YOUR CONTROL NUMBER IS:
IF YOU DO NOT VOTE BY TELEPHONE OR INTERNET, PLEASE SIGN, DATE AND MAIL THIS
PROXY IN THE ACCOMPANYING POSTAGE-PAID ENVELOPE.
* PLEASE FOLD AND DETACH CARD AT PERFORATION BEFORE MAILING. *
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OLD KENT FINANCIAL CORPORATION REVOCABLE PROXY
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
FOR THE SPECIAL MEETING OF SHAREHOLDERS ON , 2001.
The undersigned being a shareholder of Old Kent Financial
Corporation ("Old Kent") hereby appoints ,
and , or any one of them, with full
powers of substitution, to act as proxies for the undersigned,
to vote all shares of common stock of Old Kent which the
undersigned is entitled to vote at the special meeting of
shareholders, to be held at , , Grand
Rapids, Michigan on , 2001 at 10:00 a.m., and at any
and all adjournments or postponements thereof. The affirmative
vote of a majority of the shares represented at the special
meeting may authorize the adjournment of the special meeting;
provided, however, that no proxy which is voted against the
proposal will be voted in favor of adjournment to solicit
further proxies for the proposal.
The undersigned acknowledges receipt from Old Kent prior to the
execution of this proxy of notice of the special meeting and a
proxy statement/prospectus dated , 2001.
.............................
Signature(s)
.............................
Signature(s)
Please sign exactly as your
name appears hereon. When
signing as attorney,
executor, trustee or
guardian, please give your
full title. If shares are
held jointly, each holder
should sign.
Dated: ................, 2001
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IF YOU DO NOT VOTE BY TELEPHONE OR INTERNET, PLEASE SIGN, DATE AND MAIL THIS
PROXY IN THE ACCOMPANYING POSTAGE-PAID ENVELOPE.
* PLEASE FOLD AND DETACH CARD AT PERFORATION BEFORE MAILING. *
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THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE PROPOSAL
TO APPROVE THE AGREEMENT AND PLAN OF MERGER.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF OLD KENT
FINANCIAL CORPORATION. THIS PROXY WILL BE VOTED AS DIRECTED, BUT
IF NO INSTRUCTIONS ARE SPECIFIED, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL STATED. IF ANY OTHER BUSINESS IS PRESENTED AT THE
SPECIAL MEETING, THIS PROXY WILL BE VOTED IN THE DISCRETION OF
THOSE NAMED IN THIS PROXY. AT THE PRESENT TIME, THE BOARD OF
DIRECTORS KNOWS OF NO OTHER BUSINESS TO BE PRESENTED AT THE
SPECIAL MEETING. THIS PROXY CONFERS DISCRETIONARY AUTHORITY ON
THE HOLDERS THEREOF TO VOTE WITH RESPECT TO MATTERS INCIDENT TO
THE CONDUCT OF THE SPECIAL MEETING. ALL FORMER PROXIES ARE
HEREBY REVOKED.
1. Proposal to approve an agreement and plan of merger dated as of
November 20, 2000 between Fifth Third Bancorp and Old Kent Financial
Corporation, as amended.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
