EXHIBIT 99.2 CCB FINANCIAL CORPORATION 111 Corcoran Street Post Office Box 931 Durham, North Carolina 27702 REVOCABLE APPOINTMENT OF PROXY SOLICITED BY THE BOARD OF DIRECTORS The undersigned hereby appoints W. Harold Parker, Jr., Leo P. Pylypec and Manuel L. Rojas (the "Proxies"), and each of them, with full power of substitution and hereby authorizes them to represent and vote, as directed below, all shares of the common stock of CCB Financial Corporation ("CCB") held of record by the undersigned on April 30, 1997 at the Special Meeting of Shareholders of CCB (the "Special Meeting") to be held at the Durham Omni Hotel, 201 Foster Street, Durham, North Carolina at 11:00 o'clock, a.m., E.D.S.T., on Thursday, June 26, 1997, and at any adjournments thereof. The undersigned hereby directs that the shares represented by this appointment of proxy be voted as follows on the proposals listed below: 1. PROPOSAL TO APPROVE MERGER. Proposal to approve the Agreement and Plan of Reorganization, dated as of February 17, 1997, between CCB and American Federal Bank, FSB ("AFB") and the related Plan of Merger and Combination (collectively, the "Merger Agreement"), and to approve the transactions described therein, including without limitation the issuance of up to a maximum of 5,102,030 shares of CCB's $5.00 par value common stock (each with an attached preferred stock purchase right) in exchange for the outstanding shares of AFB's common stock, with the result that AFB will become a wholly-owned subsidiary of CCB. ( ) FOR ( ) AGAINST ( ) ABSTAIN 2. OTHER BUSINESS. On such other matters as properly come before the Special Meeting, the Proxies are authorized to vote the shares represented by this appointment of proxy in accordance with their best judgment. PLEASE MARK, SIGN AND DATE THIS APPOINTMENT OF PROXY ON THE REVERSE SIDE AND PROMPTLY RETURN IT USING THE ENCLOSED ENVELOPE. THE SHARES REPRESENTED BY THIS APPOINTMENT OF PROXY WILL BE VOTED AS DIRECTED ABOVE. IN THE ABSENCE OF ANY DIRECTION, THE PROXIES WILL VOTE THE SHARES REPRESENTED BY THIS APPOINTMENT OF PROXY FOR PROPOSAL 1. SHOULD OTHER MATTERS PROPERLY COME BEFORE THE SPECIAL MEETING, THE PROXIES WILL BE AUTHORIZED TO VOTE THE SHARES REPRESENTED BY THIS APPOINTMENT OF PROXY IN ACCORDANCE WITH THEIR BEST JUDGMENT. THIS APPOINTMENT OF PROXY MAY BE REVOKED BY THE HOLDER OF THE SHARES TO WHICH IT RELATES AT ANY TIME BEFORE IT IS EXERCISED BY FILING WITH THE SECRETARY OF CCB A WRITTEN INSTRUMENT REVOKING IT OR A DULY EXECUTED APPOINTMENT OF PROXY BEARING A LATER DATE OR BY ATTENDING THE SPECIAL MEETING AND ANNOUNCING HIS OR HER INTENTION TO VOTE IN PERSON. By signing this proxy, the undersigned hereby acknowledges receipt of the Notice of Special Meeting dated May , 1997, and the accompanying Prospectus/Joint Proxy Statement of CCB and AFB. Dated: , 1997 Signature of Owner of Shares Signature of Joint Owner of Shares, if any INSTRUCTION: Please sign above exactly as your name appears on this appointment of proxy. Joint owners of shares should both sign. Fiduciaries or other persons signing in a representative capacity should indicate the authorized capacity in which they are signing. IMPORTANT: TO ENSURE THAT A QUORUM IS PRESENT AT THE SPECIAL MEETING, PLEASE SEND IN YOUR APPOINTMENT OF PROXY WHETHER OR NOT YOU PLAN TO ATTEND. EVEN IF YOU SEND IN YOUR APPOINTMENT OF PROXY, YOU WILL BE ABLE TO VOTE IN PERSON AT THE SPECIAL MEETING IF YOU SO DESIRE.