EXHIBIT \2
ACCESS ONE COMMUNICATIONS CORP.
3427 NW 55th Street
Fort Lauderdale, Florida 33309
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF STOCKHOLDERS
TO BE HELD AUGUST 9, 2000
The undersigned hereby appoints Kenneth G. Baritz and Kevin Griffo, and each of
them, as attorneys of the undersigned, with full power of substitution, to vote
all shares of Access One common stock that the undersigned is entitled to vote
at the Special Meeting of Stockholders of Access One Communications Corp. to be
held on Wednesday, August 9, 2000, at the Sheraton Reston Hotel, 11810 Sunrise
Valley Drive, Reston, Virginia 20191, at 11:30 a.m., Eastern Daylight Time, and
at any adjournment or postponement thereof, upon the applicable matters set
forth in the Joint Proxy Statement/Prospectus for such Special Meeting. Messrs.
Baritz and Griffo are authorized to vote, in their discretion, upon such other
business as may properly come before the Special Meeting or any adjournment or
postponement thereof.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS. THE BOARD OF
DIRECTORS RECOMMENDS A VOTE FOR THE FOLLOWING PROPOSAL:
To approve the Agreement and Plan of Merger dated as of March 24, 2000, by
and among Talk.com Inc., Aladdin Acquisition Corp. and Access One
Communications Corp., as amended.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
THIS PROXY WILL BE VOTED ON THE ABOVE PROPOSAL AS DIRECTED. IF NO DIRECTION IS
INDICATED, THIS PROXY WILL BE VOTED FOR SUCH PROPOSAL.
(SEE OTHER SIDE)
FOLD AND DETACH HERE
Mark here if you plan to attend the Special Meeting [ ]
Receipt herewith of the Access One's Notice of Special Meeting of Stockholders
to be held on August 9, 2000, and the related joint proxy statement/prospectus
dated July 7, 2000, are hereby acknowledged.
When shares are held by joint tenant, both should sign. When signing as
attorney, executor, administrator, trustee, guardian, corporate officer or
partner, please give full title as such. If a corporation, please sign in
corporate name by president or other authorized officer. If a partnership,
please sign in partnership name by authorized person. This Proxy votes all
shares held in all capacities.
PLEASE BE SURE TO SIGN, DATE, AND MAIL THIS PROXY TODAY.
Signature: Signature:
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Print Name Print Name
Date , 2000
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