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PROXY
THIS PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF
DURA AUTOMOTIVE SYSTEMS, INC.
SPECIAL MEETING OF STOCKHOLDERS
March 23, 1999
The undersigned stockholder of Dura Automotive Systems, Inc., a Delaware corporation (the "Company"), hereby appoints X.X.
Xxxxxxx, Xxxx X. Xxxxxxx and Xxxxxx X. Xxxxx, or any of them, each with full power of substitution, as proxies or proxy of
the undersigned, to vote all the shares of Class A Common Stock, par value $.01 per share ("Class A Common Stock"), and
Class B Common Stock, par value $.01 per share, of the Company which the undersigned would be entitled to vote if personally
present at the Special Meeting of Stockholders of the Company to be held on March 23, 1999 at 9:00 a.m., local time, at
Dura's operating headquarters, 0000 Xxxxxxxx Xxxxx, Xxxxxxxxx Xxxxx, Xxxxxxxx, and at any adjournment or postponement
thereof, upon the proposals set forth on the reverse side and as described in the Joint Proxy Statement/Prospectus dated
February 17, 1999, and, in their discretion, upon all matters incident to the conduct of the Special Meeting and such other
matters as may properly be brought before the Special Meeting.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED STOCKHOLDER. IF NO
DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSALS.
This signed Proxy revokes all proxies previously given by the undersigned to vote at the Special Meeting of
Stockholders or any adjournment for postponement thereof. The undersigned hereby acknowledges receipt of the Notice of
Special Meeting of Stockholders and the Joint Proxy Statement/Prospectus relating to the Special Meeting of Stockholders.
IMPORTANT--THIS PROXY MUST BE SIGNED AND DATED ON THE REVERSE SIDE
(CONTINUED ON REVERSE SIDE)
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------- PLEASE XXXX
YOUR VOTES AS
X INDICATED IN
------- THIS EXAMPLE
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE FOLLOWING PROPOSALS
1. Proposal to approve the issuance of shares of the Company's Class A Common Stock pursuant to an FOR AGAINST ABSTAIN
Agreement and Plan of Merger, dated as of January 19, 1999, by and among the Company, Excel
Industries, Inc. ("Excel") and Windows Acquisition Corporation under which Excel will become a / / / / / /
wholly owned subsidiary of the Company.
FOR AGAINST ABSTAIN
2. Proposal to approve and adopt the 1998 Dura Automotive Systems, Inc. 1998 Stock Incentive Plan
/ / / / / /
Signature(s) Date: , 1999
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Note: This Proxy should be dated, signed by the stockholder(s) exactly as the name(s) appear(s) hereon, and returned
promptly in the enclosed envelope. Joint owners should each sign. Trustees, executors and others signing in a representative
capacity should indicate this capacity. An authorized officer may sign on behalf of a corporation and should indicate the
name of the corporation and his or her capacity.
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