THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS MAXIMUS, INC. PROXY FOR THE ANNUAL MEETING OF SHAREHOLDERS FEBRUARY 23, 2000 The undersigned shareholder of MAXIMUS, Inc. (the "Company") hereby appoints David V. Mastran, Raymond B. Ruddy and F. Arthur Nerret, and each of them acting singly, the attorneys and proxies of the undersigned, with full power of substitution, to vote on behalf of the undersigned all the shares of capital stock of the Company entitled to vote at the Annual Meeting of Shareholders of the Company to be held on February 23, 2000, and at all adjournments thereof, hereby revoking any proxy heretofore given with respect to such shares. (Continued and to be signed on the reverse side) SEE REVERSE SIDE Please date, sign and mail your proxy card back as soon as possible! Annual Meeting of Shareholders MAXIMUS, INC. February 23, 2000 Please Detach and Mail in the Envelope Provided ................................................................................ [X] Please mark your votes as in this example. WITHHELD FOR from all all nominees nominees 1. Election of Nominees: Lynn P. Davenport Class III [ ] [ ] Thomas A. Grissen Directors. David V. Mastran Raymond B. Ruddy FOR, except vote withheld from the following nominee(s): - ---------------------------------------------- - ---------------------------------------------- - ---------------------------------------------- FOR AGAINST ABSTAIN 2. To approve an amendment to the MAXIMUS Amended and Restated Articles of Incorporation to increase the [ ] [ ] [ ] number of authorized shares of common stock of MAXIMUS from 30,000,000 shares to 60,000,000 shares. FOR AGAINST ABSTAIN 3. To ratify the selection of Ernst & Young LLP as independent public accountants. [ ] [ ] [ ]
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDERS. IF NO SPECIFICATION IS MADE, THIS PROXY WILL BE VOTED "FOR" PROPOSALS 1, 2 AND 3. IN THEIR DISCRETION, THE PROXIES ARE ALSO AUTHORIZED TO VOTE UPON SUCH MATTERS AS MAY PROPERLY COME BEFORE THE MEETING. MARK HERE FOR MARK HERE IF YOU ADDRESS CHANGE [ ] PLAN TO ATTEND THE [ ] AND NOTE BELOW MEETING Address change: ---------------------------------------------------------- ------------------------------------------------------------------------- Signature_______________ Date_________ Signature______________ Date_________ Note: Please sign exactly as name appears on stock certificate. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such. If a corporation, please sign in full corporate name by President or other authorized officer. If a partner, please sign in partnership name by authorized person.