FBR MARYLAND TAX-FREE PORTFOLIO
Proxy for Special Meeting of Shareholders - February 24, 2006
KNOW ALL PERSONS BY THESE PRESENTS that the undersigned shareholder of FBR
Maryland Tax-Free Portfolio (the "Fund"), a portfolio of The FBR Funds (the
"Trust"), hereby appoints each of _______, ________, _______, and ______,
collectively or individually, true and lawful attorneys, with the power of
substitution of each, to vote all shares of the Fund, which the undersigned
is entitled to vote at the Special Meeting of Shareholders (the "Special
Meeting") to be held on February 24, 2006, at the principal executive offices
of the Trust at 1001 Nineteenth Street North, Arlington, VA 22209, at 10:00
a.m., and at any adjournment thereof.
The attorneys named will vote the shares represented by this proxy in
accordance with the choices made on this ballot. If no choice is indicated as
to the item, this proxy will be voted affirmatively on the matter.
Discretionary authority is hereby conferred as to all other matters as may
properly come before the Special Meeting or any adjournment thereof.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE TRUST.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED BY
THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE PROPOSAL.
To vote by Telephone
1) Read the Proxy Statement and have the proxy card below at hand.
2) Call 1-800-690-6903
3) Enter the 14-digit control number set forth on the proxy card and follow
the simple instructions.
To vote by Internet
1) Read the Proxy Statement and have the proxy card below at hand.
2) Go to Website www.proxyweb.com
3) Enter the 14-digit control number set forth on the proxy card and follow
the simple instructions.
To vote by Mail
1) Read the Proxy Statement.
2) Check the appropriate boxes on the proxy card below.
3) Sign and date the proxy card.
4) Return the proxy card in the envelope provided.
Proposal 1.
To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which MTB Maryland Municipal Bond Fund (MTB Maryland) would
acquire all of the assets of the Fund in exchange solely for Class A Shares
of MTB Maryland, to be distributed pro rata by the Fund to its shareholders,
in complete termination and liquidation of the Fund..
FOR [ ]
AGAINST [ ]
ABSTAIN [ ]
Proposal 2.
To approve or disapprove the payment of fees held in escrow pursuant to an
Interim Sub-Advisory Agreement dated November 1, 2004, to Asset Management,
Inc., for the period November 1, 2004 through October 26, 2005.
FOR [ ]
AGAINST [ ]
ABSTAIN [ ]
Proposal 3.
To approve or disapprove the payment of fees held in escrow pursuant to an
Interim Sub-Advisory Agreement dated October 27, 2005, to Chevy Chase Trust
Company, for the period since October 27, 2005.
FOR [ ]
AGAINST [ ]
ABSTAIN [ ]
I. YOUR VOTE IS IMPORTANT
Please complete, sign and
return
this card as soon as possible.
Dated
Signature
Please sign this proxy exactly as your name appears on the books of the
Trust. 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.
Exhibit 17(b)
FBR VIRGINIA TAX-FREE PORTFOLIO
Proxy for Special Meeting of Shareholders - February 24, 2006
KNOW ALL PERSONS BY THESE PRESENTS that the undersigned shareholder of FBR
Virginia Tax-Free Portfolio (the "Fund"), a portfolio of The FBR Funds (the
"Trust"), hereby appoints each of _______, ________, _______, and ______,
collectively or individually, true and lawful attorneys, with the power of
substitution of each, to vote all shares of the Fund, which the undersigned
is entitled to vote at the Special Meeting of Shareholders (the "Special
Meeting") to be held on February 24, 2006, at the principal executive offices
of the Trust at 1001 Nineteenth Street North, Arlington, VA 22209, at 10:00
a.m., and at any adjournment thereof.
The attorneys named will vote the shares represented by this proxy in
accordance with the choices made on this ballot. If no choice is indicated as
to the item, this proxy will be voted affirmatively on the matter.
Discretionary authority is hereby conferred as to all other matters as may
properly come before the Special Meeting or any adjournment thereof.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE TRUST.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED BY
THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE PROPOSAL.
To vote by Telephone
1) Read the Proxy Statement and have the proxy card below at hand.
2) Call 1-800-690-6903
3) Enter the 14-digit control number set forth on the proxy card and follow
the simple instructions.
To vote by Internet
1) Read the Proxy Statement and have the proxy card below at hand.
2) Go to Website www.proxyweb.com
3) Enter the 14-digit control number set forth on the proxy card and follow
the simple instructions.
To vote by Mail
1) Read the Proxy Statement.
2) Check the appropriate boxes on the proxy card below.
3) Sign and date the proxy card.
4) Return the proxy card in the envelope provided.
Proposal 1.
To approve or disapprove a proposed Agreement and Plan of Reorganization
pursuant to which MTB Virginia Municipal Bond Fund (MTB Virginia) would
acquire all of the assets of the Fund in exchange solely for MTB Virginia's
assumption of the Fund's liabilities and Class A Shares of MTB Virginia, to
be distributed pro rata by the Fund to its shareholders, in complete
termination and liquidation of the Fund.
FOR [ ]
AGAINST [ ]
ABSTAIN [ ]
Proposal 2.
To approve or disapprove the payment of fees held in escrow pursuant to an
Interim Sub-Advisory Agreement dated November 1, 2004, to Asset Management,
Inc., for the period November 1, 2004 through October 26, 2005.
FOR [ ]
AGAINST [ ]
ABSTAIN [ ]
Proposal 3.
To approve or disapprove the payment of fees held in escrow pursuant to an
Interim Sub-Advisory Agreement dated October 27, 2005, to Chevy Chase Trust
Company, for the period since October 27, 2005.
FOR [ ]
AGAINST [ ]
ABSTAIN [ ]
II. YOUR VOTE IS IMPORTANT
Please complete, sign and
return
this card as soon as possible.
Dated
Signature
Please sign this proxy exactly as your name appears on the books of the
Trust. 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.