EXHIBIT 99
PROXY ADVANTAGE HEALTH CORPORATION PROXY
SPECIAL MEETING OF STOCKHOLDERS -- MARCH 14, 1996
THIS PROXY IS SOLICITED ON BEHALF OF
THE BOARD OF DIRECTORS
The undersigned hereby appoints Raymond J. Dunn, III or Robert E. Spencer,
and each of them, with several powers of substitution, proxies to vote the
shares of Common Stock, par value $0.01 per share, of Advantage Health
Corporation ("Advantage Health") which the undersigned could vote if personally
present at the Special Meeting of Stockholders of Advantage Health to be held at
New England Rehabilitation Hospital's auditorium located on the Hospital's
second floor, Two Rehabilitation Way, Woburn, Massachusetts 01801, on March 14,
1996, at 9:30 a.m., E.S.T., and any adjournment thereof:
PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE
Please sign this proxy exactly as your name appears on the books of the
Corporation. Joint owners should each sign personally. Trustees and other
fiduciaries should indicate the capacity in which they sign, and where more than
one name appears, a majority must sign. If a corporation, this signature should
be that of an authorized officer who should state his or her title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
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ADVANTAGE HEALTH CORPORATION -- RECORD DATE SHARES:
1. Approval and adoption of an Agreement and Plan of Merger, dated as of
December 16, 1995, attached as Annex A to the Prospectus-Proxy Statement that
has been transmitted in connection with the Special Meeting, pursuant to which
Aladdin Acquisition Corporation, a wholly-owned subsidiary of HEALTHSOUTH
Corporation ("HEALTHSOUTH"), will merge with and into Advantage Health, and
stockholders of Advantage Health will receive a specified number of shares of
HEALTHSOUTH Common Stock for each share of Advantage Health Common Stock
surrendered for exchange, all as described in said Prospectus-Proxy Statement.
FOR AGAINST ABSTAIN
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2. In their discretion to act upon any matters incidental to the foregoing
and such other business as may properly come before the Special Meeting or any
adjournment thereof.
This Proxy, when properly executed, will be voted in the manner directed
herein by the undersigned stockholder. If no direction is made, this Proxy will
be voted FOR Item 1. Any stockholder who wishes to withhold the discretionary
authority referred to in Item 2 above should mark a line through the entire
Item.
Mark box at right if comments or address change have been noted on the reverse
side of this card [ ]
Please be sure to sign and date this Proxy.
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Date
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Shareholder sign here
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Co-owner sign here
Detach Card
ADVANTAGE HEALTH CORPORATION
Dear Stockholder:
Please take note of the important information enclosed with this Proxy Ballot.
There are a number of issues related to the management and operation of
Advantage Health Corporation that require your immediate attention and approval.
These are discussed in detail in the enclosed proxy materials. Your vote counts,
and you are strongly encouraged to exercise your right to vote your shares.
Please mark the boxes on the proxy card to indicate how your shares shall be
voted. Then sign the card, detach it and return your proxy vote in the enclosed
postage paid envelope. Your vote must be received prior to the Special Meeting
of Stockholders, March 14, 1996. Thank you in advance for your prompt
consideration of these matters. Sincerely, Advantage Health Corporation