INSTRUCTIONS BY BENEFICIAL OWNERS TO BROKERS OR OTHER NOMINEES
The undersigned acknowledge(s) receipt of your letter and the enclosed
materials referred to therein relating to the offering of non-transferable
rights ("Rights") to purchase shares of Common Stock, par value $.001 per share
(the "Common Stock"), of Main Street and Main Incorporated (the "Company").
This will instruct you whether to exercise Rights to purchase the Common
Stock distributed with respect to the Company's Common Stock held by you for the
account of the undersigned, pursuant to the terms and subject to the conditions
set forth in the Prospectus and the related "Instructions for Use of Main Street
and Main Incorporated Subscription Certificates."
Box 1. [ ] Please do not exercise Rights for shares of the Common Stock.
Box 2. [ ] Please exercise Rights for shares of the Common Stock as set forth
below:
Number of Subscription
Shares Price Payment
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Basic Subscription Privilege: _________ X $2.375 = $_______ (Line 1)
Over-Subscription Privilege: _________ X $2.375 = $_______ (Line 2)
Total Payment Required = $_______ (Sum of Lines 1 and 2
must equal total of amounts in
boxes 3 and 4 below)
Box 3. [ ] Payment in the following amount is enclosed: $__________
Box 4. [ ] Please deduct payment from the following account maintained by you as
follows:
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Name(s) in which Account is/are Registered Account No.
$
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Type of Account Amount enclosed or
to be deducted
Date:_________________, 2000
Signature(s) of Beneficial Owner(s):
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Print Name:
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Title or Capacity:
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(if applicable)
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Print Name:
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Title or Capacity:
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(if applicable)
Address:
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Telephone (day):
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(evening):
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