Exhibit 99-A

                             MUSKEGON COMMERCE BANK

                    PROXY FOR SPECIAL MEETING OF SHAREHOLDERS

                         To Be Held On December 29, 2000

               THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS.

     The undersigned shareholder of MUSKEGON COMMERCE BANK hereby appoints
Robert McCarthy and Paul R. Ballard, or either of them, to represent the
undersigned at the special meeting of the shareholders of MUSKEGON COMMERCE BANK
to be held on December 29, 2000, at 9:00 a.m. (local time), at Muskegon Commerce
Bank, 255 Seminole Road, Muskegon, Michigan 49444, and at any adjournments or
postponements thereof, and to vote the number of shares the undersigned would be
entitled to vote if personally present at the meeting on the matters listed
below.

     When properly executed, this proxy will be voted in the manner directed by
the undersigned shareholder and in the discretion of the proxy holder as to any
other matter that may come before the special meeting of shareholders and at any
adjournment or postponement thereof. If no direction is given, this proxy will
be voted "FOR" the proposal to approve and adopt the Plan of Share Exchange and
in the discretion of the proxy holder as to any other matter that may properly
come before the meeting or any adjournments or postponements thereof.

     WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, YOU ARE URGED TO COMPLETE,
DATE, AND PROMPTLY RETURN THIS PROXY IN THE ENCLOSED POSTAGE-PAID ENVELOPE SO
THAT YOUR SHARES MAY BE REPRESENTED AT THE MEETING.

     THE BOARD OF DIRECTORS OF MUSKEGON COMMERCE BANK RECOMMENDS A VOTE "FOR"
THE APPROVAL OF THE PLAN OF SHARE EXCHANGE.


     1. Proposal to approve and adopt the Plan of Share Exchange, dated as of
December 31, 2000, between and among CAPITOL BANCORP LTD. and the shareholders
of MUSKEGON COMMERCE BANK to exchange the shares of common stock of MUSKEGON
COMMERCE BANK not now held by CAPITOL BANCORP LTD. for shares of common stock of
CAPITOL BANCORP LTD. according to the terms of the Plan of Share Exchange. After
the share exchange, MUSKEGON COMMERCE BANK will be a wholly owned subsidiary of
CAPITOL BANCORP LTD.

                [ ] FOR         [ ] AGAINST         [ ] ABSTAIN

[SIGNATURES ON REVERSE]

Dated: DECEMBER ________, 2000

                                       -----------------------------------------
                                       Number of Shares of Muskegon Common Stock

                                       -----------------------------------------
                                          Signature (and title if applicable)

                                       -----------------------------------------
                                             Signature (if held jointly)

                                       Please sign your name exactly as it
                                       appears on your 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 the President or
                                       other authorized officer. If a
                                       partnership, please sign in partnership
                                       name by authorized person.