Ben Franklin Financial, Inc.
          Stock Center -- 6 South Dryden -- Arlington Heights, IL 60004
                                 (847) 000-0000


Stock Order Form Instructions
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Items 1 and 2 -- Fill in the number of shares that you wish to purchase  and the
total  payment due. The amount due is determined  by  multiplying  the number of
shares by the subscription price of $10.00 per share. The minimum purchase is 25
shares. The maximum purchase  limitations are as follows: (i) the maximum number
of shares that any person (or persons on a single  account)  may purchase in the
Offering is 20,000 shares of Common Stock, and (ii) the maximum number of shares
that any  person  together  with any  associate  or group of  persons  acting in
concert  may  purchase  in the  Offering is 80,000  shares of Common  Stock.  No
person,  by himself or herself,  or with an Associate or group of persons acting
in concert,  may  subscribe  for or purchase  more than 20,000  shares of Common
Stock in the Public and/or Direct Community Offering.

Ben Franklin Financial, Inc. and Ben Franklin Bank of Illinois have reserved the
right to reject any order  received in the  Subscription  Offering and Community
Offering, in whole or in part.

Item 3 -- Payment  for shares may be made in cash (only if  delivered  by you in
person)  or by  check,  bank  draft,  or money  order  payable  to Ben  Franklin
Financial,  Inc. DO NOT MAIL CASH.  If you choose to make a cash  payment,  take
your Stock Order Form,  signed  Certification  Form,  and payment in person to a
branch of Ben Franklin  Bank of Illinois.  Your funds will earn  interest at the
Ben Franklin Bank of Illinois' passbook rate until the stock is issued.

Item 4 -- To pay by withdrawal  from a savings account or certificate of deposit
of Ben Franklin Bank of Illinois, insert the account number(s) and the amount(s)
you wish to withdraw from each  account.  If more than one signature is required
to  withdraw,  each person must sign in the  Signature  box on the bottom of the
front of the Stock  Order  Form.  To  withdraw  from an  account  with  checking
privileges, please write a check. No early withdrawal penalty will be charged on
funds used to purchase our stock.  A hold will be placed on the  account(s)  for
the amount(s) you indicate. Payments will remain in certificate account(s) until
the stock offering  closes and will continue to earn interest at the certificate
account rate until then. However, if a partial withdrawal reduces the balance of
a certificate account to less than the applicable minimum, the remaining balance
will earn interest at the passbook rate.

Item 5 -- Please  check this box if you were a depositor  with $50.00 or more on
the  Eligibility   Record  Date  (January  31,  1997)  and/or  the  Supplemental
Eligibility Record Date (March 31, 1998) and/or a depositor on the Voting Record
Date (April 30, 1998) and list all the names on the  account(s)  and all account
number(s)  of  those   accounts  you  had  at  these  dates  to  ensure   proper
identification of your purchase rights.

Items 6 and 7 -- The stock  transfer  industry has developed a uniform system of
shareholder  registrations  that we will  use in the  issuance  of Ben  Franklin
Financial,  Inc.  common  stock.  Print the  name(s) in which you want the stock
registered and the mailing address of the registration.  Include the first name,
middle initial, and last name of the shareholder. Avoid the use of two initials.
Please omit words that do not affect ownership  rights,  such as "Mrs.",  "Mr.",
"Drs.", "special account", etc. Subscription rights are not transferable. If you
are a qualified  member,  to protect  your  priority  over other  purchasers  as
described  in  the   Prospectus,   you  must  take  ownership  as  your  account
relationship  is  established.   If  you,  as  a  qualified  member,  include  a
non-qualified member on your order, your priority will be lowered or eliminated.
Enter the Social  Security  or Tax I.D.  number of one  registered  owner.  This
registered  owner must be listed on the first  "Name"  line.  Be sure to include
your telephone number,  because we will need to contact you if we cannot execute
your order as given.  Review the Stock  Ownership Guide on the back of this page
and refer to the  instructions  for Uniform Gift to  Minors/Uniform  Transfer to
Minors and Fiduciaries.

Items 8 and 9 -- See instructions on the form.

Item 10 -- Be sure all required persons sign.

Be sure to read and sign the  Certification  Form on the back of the Stock Order
Form.


4111-Ben Franklin Stock Order Form Instructions           (Emerald Services)




Stock Ownership Guide
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Individual -- The stock is to be registered in an  individual's  name only.  You
may not list beneficiaries for this ownership.

Joint Tenants -- Joint tenants with rights of survivorship (WROS) identifies two
or more owners. When stock is held by joint tenants with rights of survivorship,
ownership  automatically  passes to the surviving joint tenant(s) upon the death
of any joint tenant. You may not list beneficiaries for this ownership.

Tenants in Common -- Tenants in common  may also  identify  two or more  owners.
When  stock is held by  tenants  in  common,  upon the  death of one  co-tenant,
ownership  of the stock will be held by the  surviving  co-tenant(s)  and by the
heirs of the deceased co-tenant.  All parties must agree to the transfer or sale
of shares  held by tenants in common.  You may not list  beneficiaries  for this
ownership.

Individual  Retirement Account -- Individual  retirement account ("IRA") holders
may  make  stock   purchases   from  their   deposits   through  a  pre-arranged
"trustee-to-trustee"  transfer.  Stock may only be held in a self-directed  IRA.
Ben Franklin Bank does not offer a  self-directed  IRA. Please contact the Stock
Center if you have any  questions  about your IRA account or to obtain a list of
brokers who will open a self-directed IRA, or check with your broker. There will
be  no  early  withdrawal  or  IRS  penalties   incurred  by  properly  executed
transactions.

Uniform  Gift to  Minors/Uniform  Transfer  to Minors -- For  residents  of many
states,  stock may be held in the name of a custodian for the benefit of a minor
under the Uniform  Transfer to Minors Act. For residents in other states,  stock
may be held in a similar type of ownership  under the Uniform Gift to Minors Act
of the individual states. For either ownership, the minor is the actual owner of
the stock with the adult  custodian being  responsible for the investment  until
the minor reaches legal age.

Instructions:  See your  legal  advisor  if you are  unsure  about  the  correct
registration of your stock.

On the first "Name" line, print the first name, middle initial, and last name of
the  custodian,  with the  abbreviation  "CUST" after the name.  Print the first
name, middle initial, and last name of the minor on the second "Name" line. Only
one custodian and one minor may be designated.

Corporation/Partnership

Corporations/Partnerships    may   purchase    stock.    Please    provide   the
Corporation/Partnership's  legal name and Tax I.D. To have depositor rights, the
Corporation/Partnership  must have an account in the legal name.  Please contact
the Stock Center to verify depositor rights and purchase limitations.

Fiduciary/Trust

Generally,  fiduciary  relationships  (such as Trusts,  Estates,  Guardianships,
etc.) are  established  under a form of trust  agreement  or pursuant to a court
order.  Without a legal  document  establishing a fiduciary  relationship,  your
stock may not be registered in a fiduciary capacity.

Instructions:  On the first "Name" line,  print the first name,  middle initial,
and  last  name of the  fiduciary  if the  fiduciary  is an  individual.  If the
fiduciary is a corporation,  list the corporate  title on the first "Name" line.
Following  the name,  print the  fiduciary  "title"  such as trustee,  executor,
personal representative, etc.

On the second "Name" line, print either the name of the maker,  donor or estator
OR the name of the beneficiary.  Following the name,  indicate the type of legal
document establishing the fiduciary relationship (agreement, court order, etc.).
In the  blank  after  "Under  Agreement  Dated",  fill the date of the  document
governing the relationship.  The date of the document need not be provided for a
trust created by a will.

An example of  fiduciary  ownership  of stock in the case of a trust is: John D.
Smith, Trustee for Thomas A. Smith Under Agreement Dated 06/09/87.


4111 -- Ben Franklin Stock Order Form Instructions          (Emerald Services)