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PROXY                                                                     PROXY

             CENTRAL INVESTORS LIFE INSURANCE COMPANY OF ILLINOIS

               THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS

         The undersigned shareholder of Central Investors Life Insurance
Company of Illinois ("Central") acknowledges receipt of the Notice of Special
Meeting of Shareholders, to be held on ________, 1995, at
__________________________________, Peoria, Illinois, at ____ a.m., Central
Time, and hereby appoints Robert W. Kreutz, Frank J. Wilkins and Robert D.
Wilkins, each of them with the power of substitution, as attorneys and proxies
to vote all the shares of the undersigned at said Special Meeting and at all
adjournments thereof, hereby ratifying and confirming all that said attorneys
and proxies may do or cause to be done by virtue hereof.  The above-named
attorneys and proxies are instructed to vote all of the undersigned's shares as
follows:

         THE DIRECTORS RECOMMEND A VOTE FOR THE ITEMS INDICATED BELOW:

1.       A proposal to approve and adopt the Plan and Agreement of Merger and
         Exchange dated November 28, 1994 under which Insurance Investors &
         Holding Co. will exchange Citizens, Inc. Class A Common Stock for all
         shares of Central Common Stock not held by Insurance Investors &
         Holding Co. as described in the accompanying Proxy
         Statement-Prospectus.

         FOR  _____                AGAINST  _____           ABSTAIN  _____

2.       To transact such other business as may properly come before the
         Special Meeting or any adjournment thereof.

         THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED AS DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER.  IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR PROPOSAL 1.

         Dated this ______ day of ________________, 1995.

                                        _______________________________
                                        Signature
                                        
                                        _______________________________
                                        Signature
                                        
                                        Please sign your name exactly as it
                                        appears on your stock certificate(s). 
                                        If shares are held jointly, each holder
                                        should sign.  Executors, trustees, and  
                                        other fiduciaries should so indicate
                                        when signing.
                                        
                                        Please sign, date and return this proxy
                                        immediately.