-------------------------------------------------------------------
INTERSTATE NATIONAL DEALER SERVICES, INC.
-------------------------------------------------------------------
PROXY FOR THE ANNUAL MEETING OF STOCKHOLDERS
THIS PROXY IS SOLICITED BY MANAGEMENT
The undersigned stockholder of Interstate National Dealer Services, Inc.,
a Delaware corporation (the "Company"), hereby appoints Xxxxxxx X. Xxxx and
Xxxxx X. Xxxx, individually, as proxy for the undersigned, with full power of
substitution, to vote and otherwise represent all the shares that the
undersigned is entitled to vote at the Annual Meeting of Stockholders of the
Company to be held on Tuesday, April 6, 1999, at 11:00 a.m. in Xxxxxxxxx, Xxx
Xxxx 00000 and at any adjournment(s) or postponement(s) thereof, with the same
effect as if the undersigned were present and voting such shares, on the matters
and in the manner set forth below and as further described in the accompanying
Proxy Statement. The undersigned hereby revokes any proxy previously given with
respect to such shares.
The undersigned acknowledges receipt of the Notice of Annual Meeting of
Stockholders and the accompanying Proxy Statement.
THE SHARES REPRESENTED BY THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE
SPECIFICATIONS MADE. IF THIS PROXY IS EXECUTED BUT NO SPECIFICATION IS MADE, THE
SHARES REPRESENTED BY THIS PROXY WILL BE VOTED FOR THE NOMINEE AND IN THE
DISCRETION OF THE PROXY HOLDERS ON ANY OTHER MATTERS THAT MAY PROPERLY COME
BEFORE THE MEETING OR ANY ADJOURNMENT(S) OR POSTPONEMENT(S) THEREOF.
1. The election of the following person as director of the Company to serve
for the term as set forth in the accompanying Proxy Statement.
XXXXXX XXXXXX
_FOR such nominee _WITHHELD as to such nominee
2. To vote and otherwise represent the shares on any other matters which may
properly come before the meeting or any adjournment(s) or postponement(s)
thereof, in their discretion.
_ XXXX HERE IF YOU PLAN TO ATTEND THE MEETING
Please sign exactly as name appears hereon and date. If the
shares are held jointly, each holder should sign. When signing
as an attorney, executor, administrator, trustee, guardian or as
an officer signing for a corporation, please give full title
under signature.
Dated:________________________________________, 1999
----------------------------------------------
Signature
---------------------------------------------
Signature, if held jointly
Votes must be indicated by filling in (x) in black or blue ink.
Sign, Date and Return the Proxy Card Promptly Using the Enclosed Envelope
