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REVOCABLE PROXY REVOCABLE PROXY
PROXY FOR COMMON SHARES SOLICITED ON BEHALF OF
THE BOARD OF DIRECTORS FOR THE SPECIAL MEETING OF THE SHAREHOLDERS OF
FIRST INDIANA CORPORATION
TO BE HELD ON SEPTEMBER 26, 2000
The undersigned hereby appoints Marni McKinney, Robert H. McKinney and Owen
B. Melton, Jr., and each of them, attorneys-in-fact and proxies, with full
power of substitution, to attend the Special Meeting of Shareholders to be
held on September 26, 2000 at 2:00 p.m. E.S.T., and at any adjournments or
postponements of the Special Meeting, and to vote as designated on the
reverse side hereof all shares of the Common Stock of First Indiana
Corporation which the undersigned would be entitled to vote if personally
present at the Special Meeting. The undersigned acknowledges receipt of the
Notice of Special Meeting of Shareholders and the proxy statement and
prospectus.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" PROPOSAL 1.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED ON
THE REVERSE SIDE HEREOF. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
"FOR" PROPOSAL 1.
(CONTINUED AND TO BE SIGNED ON REVERSE SIDE)
TRIANGLE FOLD AND DETACH HERE TRIANGLE
Whether or not you are able to attend the Special Meeting of Shareholders,
it is important that your shares be represented. Accordingly, please
complete and sign the proxy card printed above, tear at the perforation,
and mail the card in the enclosed postage paid envelope addressed to First
Indiana Corporation, c/o Computershare Investor Services, LLC.
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PLEASE MARK VOTE IN OVAL IN THE FOLLOWING MANNER USING DARK INK ONLY.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" PROPOSAL 1.
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1. Proposal to approve the merger of The Somerset Group, 2. In accordance with their discretion, to vote upon
Inc., an Indiana corporation and the owner of all other matters that may properly come before said
approximately 22% of the outstanding common stock of Special Meeting and any adjournment thereof, including
First Indiana Corporation, with and into First Indiana matters incidental to the conduct of the meeting.
Corporation and to approve the Agreement and Plan of
Reorganization by and between First Indiana and Somerset
dated as of April 19, 2000 (a copy of which is attached
as Annex A to the proxy statement and prospectus for the
Special Meeting).
FOR Against Abstain Dated:___________________, 2000
/ / / / / / Please Sign Here_______________
_______________________________
Note: Please date this proxy and sign it exactly
as your name or names appear. All joint owners of
shares should sign. State full title when signing
as executor, administrator, trustee, guardian, etc.
Please return signed proxy in the enclosed envelope.
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TRIANGLE FOLD AND DETACH HERE TRIANGLE
Whether or not you are able to attend the Special Meeting of Shareholders, it
is important that your shares be represented. Accordingly, please complete
and sign the proxy card printed above, tear at the perforation, and mail the
card in the enclosed postage paid envelope addressed to First Indiana
Corporation, c/o Computershare Investor Services, LLC.
