EXHIBIT 99.2 WESTWOOD FINANCIAL CORPORATION 700-88 BROADWAY WESTWOOD, NEW JERSEY SPECIAL MEETING OF STOCKHOLDERS FEBRUARY 24, 1998 The undersigned hereby appoints the Board of Directors of Westwood Financial Corporation ("WFC"), or its designee, with full powers of substitution, to act as attorneys and proxies for the undersigned, to vote all shares of capital stock of WFC which the undersigned is entitled to vote at the Special Meeting of Stockholders ("Meeting"), to be held at the _____________, _____________, New Jersey, on Tuesday, February 24, 1998 at ____:____ ____.m. local time, and at any and all adjournments thereof, as follows: FOR AGAINST ABSTAIN --- ------- ------- 1. To consider and vote upon a proposal to approve an Agreement and Plan of Reorganization, dated September 10, 1997 (the "Reorganization Agreement") by and between WFC, Westwood Savings Bank ("WSB"), and Lakeview Financial Corp. ("LFC"), a New Jersey corporation and the holding company for Lakeview Savings Bank, a New Jersey stock savings bank ("LSB") and LSB. Pursuant to the Reorganization Agreement, WFC will be merged with and into LFC, and as soon as practicable thereafter, WSB will be merged with and into LSB (together, the "Merger"). According to the terms of the Reorganization Agreement, shareholders of WFC may elect, subject to certain election and allocation procedures, to exchange their shares of WFC common stock for $29.25, payable in the aggregate form of 50% cash and 50% LFC common stock. |_| |_| |_| The Board of Directors recommends a vote "FOR" the above listed proposition. - -------------------------------------------------------------------------------- THIS SIGNED PROXY WILL BE VOTED AS DIRECTED, BUT IF NO INSTRUCTIONS ARE SPECIFIED, THIS SIGNED PROXY WILL BE VOTED FOR THE PROPOSITION STATED. IF ANY OTHER BUSINESS IS PRESENTED AT THE MEETING, THIS SIGNED PROXY WILL BE VOTED BY THOSE NAMED IN THIS PROXY IN THEIR BEST JUDGMENT. AT THE PRESENT TIME, THE BOARD OF DIRECTORS KNOWS OF NO OTHER BUSINESS TO BE PRESENTED AT THE MEETING. - -------------------------------------------------------------------------------- THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS Should the undersigned be present and elect to vote at the Meeting, or at any adjournments thereof, and after notification to the Secretary of WFC at the Meeting of the stockholder's decision to terminate this proxy, the power of said attorneys and proxies shall be deemed terminated and of no further force and effect. The undersigned may also revoke this proxy by filing a subsequently dated proxy or by notifying the Secretary of WFC of his or her decision to terminate this proxy. The undersigned acknowledges receipt from WFC prior to the execution of this proxy of Notice of the Meeting, and a Proxy Statement dated January 23, 1998. Please check here if you Dated: , 1998 plan to attend the Meeting |_| ----------------------------- - ------------------------------------------ ------------------------------------ PRINT NAME OF STOCKHOLDER PRINT NAME OF STOCKHOLDER - ------------------------------------------ ------------------------------------ SIGNATURE OF STOCKHOLDER SIGNATURE OF STOCKHOLDER Please sign exactly as your name appears on this Proxy card. When signing as attorney, executor, administrator, trustee or guardian, please give your full title. If shares are held jointly, each holder should sign. - -------------------------------------------------------------------------------- PLEASE COMPLETE, DATE, SIGN AND MAIL THIS PROXY PROMPTLY IN THE ENCLOSED POSTAGE-PREPAID ENVELOPE. - --------------------------------------------------------------------------------