Exhibit 99.3

                              BRIGHT STATION PLC

                                 FORM OF PROXY

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 Name..........................................................................

 Address.......................................................................

       (Name and address to be inserted in BLOCK LETTERS by Shareholder.
    In the case of joint holdings, names of all joint holders to be stated)

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I/We, being (a) member(s) of the above-named Company, hereby appoint the
chairman of the meeting,

or (see note (1))...............................................................

(BLOCK LETTERS PLEASE) of.......................................................
as my/our proxy to attend and, on a poll, to vote on my/our behalf at the
Extraordinary General Meeting of the Company to be held at the offices of
Theodore Goddard, 150 Aldersgate Street, London EC1A 4EJ on 6 July 2001 at 10.00
a.m. and at any adjournment thereof. The proxy is instructed to vote in respect
of each resolution as specified below (see note 2). In the absence of
instructions the proxy may vote or abstain from voting as he or she thinks fit
on each resolution, or on any other business (including, without limitation, a
resolution to amend a resolution or to adjourn the meeting) which comes before
the meeting.

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               SPECIAL RESOLUTION                               For      Against
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  1. To approve the increase in the authorised share capital,
     to authorised the Directors to allot ordinary shares, to
     disapply pre-emption rights and to approve the Company's
     change of name to Smartlogik Group plc
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               ORDINARY RESOLUTIONS                             For      Against
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  2. To approve the amendments to the Share Schemes
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  3. To authorise the Directors to grant options to David
     Jefferies, James Bair and Alan Jeffries
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  4. To approve the appointment of David Jefferies as a
     director of the Company
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  5. To approve the appointment of Stephen Hill as a director
     of the Company
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  6. To approve the appointment of Simon Canham as a director
     of the Company
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  7. To approve the appointment of James Bair as a director
     of the Company
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  8. To elect Robert Lomnitz as a director of the Company
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Signature (see Note (4))........................................................

Date...............................2001

Notes:

(1) You may appoint a person other than the chairman of the meeting as your
    proxy by entering the name and address of the person you wish to appoint in
    the space provided and deleting the words "the chairman of the meeting, or".
    A proxy need not be a member of the Company. The chairman of the meeting
    will act as your proxy if no other name is inserted.
(2) Please indicate how the proxy is to vote by placing an X in the appropriate
    box opposite the Resolution.
(3) Any alteration of this form of proxy must be initialled.
(4) A corporation must execute under its common seal or under the hand of a duly
    authorised officer.
(5) This form of proxy and the authority (if any) under which it is executed, or
    a notarially certified copy of such authority, should be returned so as to
    reach the registrars of the Company at Computershare Investor Services PLC,
    PO Box 457, Owen House, 8 Bankhead Crossway North, Edinburgh EH11 0XG as
    soon as possible and in any event not later than 48 hours before the time
    appointed for holding the meeting, or adjourned meeting, at which the person
    named in the form of proxy proposes to vote. Completion and return of this
    form of proxy will not preclude a member of the Company from attending and
    voting in person.
(6) In the case of joint holders, any one of such holders may vote in person or
    by proxy, but if more than one of such holders is present personally or by
    proxy, the vote of the one whose name stands earliest in the Register in
    respect of the joint holding and who tenders a vote will be accepted to vote
    to the exclusion of the others.



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   BUSINESS REPLY SERVICE
         Licence No: EH59
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Postage paid within United Kingdom only

                                  Computershare Investor Services PLC

                                  PO Box 457

                                  Owen House

                                  8 Bankhead Crossway North

                                  EDINBURGH

                                  EH11 0XG