March 13, 2000

Dear Shareholder:

I am pleased to invite you to our annual meeting to be held on April 20, 2000. We are holding the meeting again this year at the O.J. Miller Auditorium in our Charlotte headquarters building. You will hear about our 1999 performance and our goals for 2000 and will have the opportunity to ask questions. Enclosed with this proxy statement are your proxy card and voting instructions and the 1999 annual report.

You will notice that we have used a more "plain English" style and format in this year’s proxy statement. We hope you will like the new format and find the materials easier to read.

For your convenience, we are now offering you the chance to cast your vote by telephone or online via the Internet. Whether you choose to vote by proxy card, telephone or computer, it would help if you would vote as soon as possible.

I look forward to seeing you at the annual meeting.

Sincerely,

R.B. PRIORY
Chairman of the Board, President
and Chief Executive Officer

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