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Management does not now intend to bring before the Annual Meeting any
matters other than those disclosed in the Notice of Annual Meeting of
Stockholders and it does not know of any business which persons, other
than the management, intend to present at the meeting. Should any other
matters requiring a vote of the stockholders arise, the proxies in the
enclosed form confer discretionary authority on the Board of Directors
to vote on any other matter proposed by stockholders in accordance with
their best judgment. Votes against proposals or abstentions from voting
on proposals will not be used to adjourn or postpone the Annual Meeting.
The Company will bear the cost of soliciting proxies. To the extent necessary,
proxies may be solicited by Directors, officers and employees of the Company
in person, by telephone or through other forms of communication, but such
persons will not receive any additional compensation for such solicitation.
The Company will reimburse brokerage firms, banks and other custodians,
nominees and fiduciaries for reasonable expenses incurred by them in sending
proxy materials to the beneficial owners of the Company's shares. In addition
to solicitation by mail, the Company has made these materials available
via the Internet at www.amtd.com. The Company will supply banks, brokers,
dealers and other custodian nominees and fiduciaries with proxy materials
to enable them to send a copy of such materials by mail to each beneficial
owner of shares of the Common Stock which they hold of record and will,
upon request, reimburse them for their reasonable expenses in so doing.
By Order of the Board of Directors

J. Peter Ricketts, Secretary
Omaha, Nebraska
January 10, 2003
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