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EXHIBIT 99(A)
PROXY
THE GLEN ROCK STATE BANK
57-59 Main Street
P. O. Box
Glen Rock, PA 17327
Telephone: (717) 235-1146
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF
DIRECTORS OF THE GLEN ROCK STATE BANK
The undersigned hereby appoints Robert G. Coradi and J. Scott Sturgill as
Proxies, each with the power to appoint his substitute, and authorizes them to
represent and vote, as designated below, all the shares of Common Stock of The
Glen Rock State Bank held on record by the undersigned on January , 2001 at the
Special Meeting of Shareholders to be held on January , 2001 or any adjournments
thereof.
1. APPROVAL, RATIFICATION AND CONFIRMATION OF THE AGREEMENT AND PLAN OF
MERGER, DATED NOVEMBER 7, 2000, BETWEEN COMMUNITY BANKS, INC.
("COMMUNITY"); THE GLEN ROCK STATE BANK ("GLEN ROCK"); AND THE PEOPLES
STATE BANK ("PEOPLES") PROVIDING FOR THE MERGER OF GLEN ROCK WITH AND INTO
PEOPLES ("MERGER"), A STATE CHARTERED BANKING SUBSIDIARY OF COMMUNITY.
FOR AGAINST ABSTAIN
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2. APPROVAL OF A PROPOSAL TO POSTPONE OR ADJOURN THE SPECIAL MEETING TO
ANOTHER TIME AND/OR PLACE FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES
IN THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE
SPECIAL MEETING TO APPROVE THE MERGER AND THE AGREEMENT AND PLAN OF
MERGER.
FOR AGAINST ABSTAIN
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3. OTHER BUSINESS: Take action on other business which may properly come
before the meeting.
FOR AGAINST ABSTAIN
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THE SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO
SPECIFICATION OR DIRECTION IS MADE, THEY WILL BE VOTED FOR EACH OF THE
PROPOSALS LISTED ABOVE. THIS PROXY MAY BE REVOKED PRIOR TO ITS EXERCISE.
PLEASE RETURN THIS PROXY AS SOON AS POSSIBLE IN THE ENCLOSED POSTAGE PAID
ENVELOPE.
Dated the day of , 2001. (SEAL)
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Signature
(SEAL)
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Signature
Please date and sign exactly as
your name appears hereon. When
signing as an Attorney, Executor,
Administrator, Trustee or
Guardian, please give full title.
If more than one Trustee, all
must sign. All joint owners must
sign.
