EXHIBIT 99.1

P R O X Y Southern Michigan Bancorp, Inc.
51 West Pearl Street
Coldwater, Michigan 49036

Special Meeting of Shareholders-January 12, 2005

                    The undersigned shareholder appoints Jaylen T. Johnson and Danice L. Chartrand, or either of them, each with the power to appoint his or her substitute, attorneys and proxies to represent the shareholder and to vote and act with respect to all shares that the shareholder would be entitled to vote at the special meeting of shareholders of Southern Michigan Bancorp, Inc., to be held on January 12, 2005, and at any adjournment of that meeting, on all matters that come before the meeting.

	1.	Proposal to approve the Agreement and Plan of Merger:
o  FOR             o  Against             o  Abstain
Your Board of Directors recommends that you vote FOR the proposal.
	2.	Proposal to adopt an amendment to the Articles of Incorporation to add new Article XIV (contingent on shareholder approval of the Agreement and Plan of Merger):
o  FOR             o  Against             o  Abstain
Your Board of Directors recommends that you vote FOR the proposal.

                    This proxy is solicited by the Board of Directors. If this proxy is properly signed and delivered, the shares represented by this proxy will be voted as specified. If the shareholders do not approve the Agreement and Plan of Merger, no vote will be taken on the proposed amendment to the Articles of Incorporation. If no specification is made, the shares will be voted for the Agreement and Plan of Merger and, if the Agreement and Plan of Merger is approved, for the proposed amendment. The shares represented by this proxy will be voted in the discretion of the proxies on any other matter that may come before the meeting or any adjournment of the meeting, including any proposal to adjourn the meeting. As of the date of the Company's proxy statement for this meeting, the Company was not aware of any proposal which is to be presented at the meeting other than those listed above. Because the only business which may be considered at a special meeting is the purpose for which it is called and stated in the notice, there will be no other substantive proposal to consider at this special meeting.

Dated:  ______________, 2004	Please sign exactly as your name appears on this proxy. If signing for estates, trusts or corporations, title or capacity should be stated. If shares are held jointly, each holder should sign.
	X
	Signature
	X
	Signature if held jointly

IMPORTANT

Please sign, date and return this proxy
promptly in the enclosed envelope.