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EXHIBIT 99.1
REVOCABLE PROXY
INTERBANCORP, INC.
SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON _______________, 2000
THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS
The undersigned hereby appoints ________________________________________
(with full power to act alone and to designate substitutes) as attorney and
proxy of the undersigned with authority to vote and act with respect to all
shares of stock of Interbancorp, Inc. ("Interbancorp"), which the undersigned
would be entitled to vote at the Special Meeting of Shareholders to be held on
___________________, 2000 at __:00 __.m., local time, at 15305 Main Street N.E.,
Duvall, Washington, and any adjournments or postponements thereof, with all the
powers the undersigned would possess if personally present, upon matters noted
below and upon such other matters as may properly come before the meeting.
(When properly executed, this Proxy will be voted in accordance with your
instructions. If you give no instructions, this Proxy will be voted FOR Proposal
1).
The shares represented by this Proxy shall be voted as follows:
1. A proposal to approve the Agreement and Plan of Merger, dated as of October
23, 2000 (the "Merger Agreement"), between Interbancorp and Frontier
Financial Corporation ("Frontier"), under the terms of which: (i)
Interbancorp will merge into Frontier, and (ii) each outstanding share of
common stock of Interbancorp will be converted into shares of Frontier
common stock in accordance with the terms of the Merger Agreement.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE ABOVE PROPOSAL.
2. In their discretion, the proxy is authorized to vote upon such other
business as may properly come before the Special Meeting of Shareholders.
Should the undersigned be present and elect to vote at the Special Meeting
or at any adjournment thereof and after notification to the Secretary of
Interbancorp at the Special Meeting of the shareholder's decision to terminate
this proxy, then the power of said attorney and proxy shall be deemed terminated
and of no further force and effect.
The undersigned acknowledges receipt from Interbancorp prior to the
execution of this proxy of notice of the Meeting, the Prospectus/Proxy Statement
dated November _____, 2000.
DATE: ________________________, 2000.
_____________________________________ _____________________________________
Print Name of Shareholder Print Name of Shareholder
_____________________________________ _____________________________________
Signature Signature
Please sign exactly as name appears above. When shares are held by joint
tenants, both should sign. When signing as attorney, 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.
THIS PROXY WILL BE VOTED AS DIRECTED, BUT IF NO INSTRUCTIONS ARE SPECIFIED,
THIS PROXY WILL BE VOTED FOR THE PROPOSITION STATED. IF ANY OTHER BUSINESS IS
PRESENTED AT SUCH MEETING, THIS PROXY WILL BE VOTED BY THOSE NAMED IN THIS PROXY
IN THEIR BEST JUDGEMENT. AT THE PRESENT TIME, THE BOARD OF DIRECTORS KNOW OF NO
OTHER BUSINESS TO BE PRESENTED AT THE MEETING.
(PLEASE MARK, SIGN, DATE AND RETURN THE PROXY PROMPTLY
USING THE ENCLOSED ENVELOPE.)
