EX-2 3 dex2.htm PROXY CARD

Proxy Card

Exhibit 2

ANNUAL GENERAL MEETING OF SHAREHOLDERS OF

ELBIT SYSTEMS LTD.

November 27, 2005

Please date, sign and mail

your proxy card in the envelope provided as soon

as possible.

¯  Please detach along perforated line and mail in the envelope provided.  ¯

PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x

FOR

AGAINST

ABSTAIN

1. Election of Directors:

2.

RE-APPOINTMENT OF THE COMPANY’S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005:

¨

¨

¨

NOMINEES:

¨ ¨ ¨

FOR ALL NOMINEES WITHHOLD AUTHORITY FOR ALL NOMINEES FOR ALL EXCEPT (See instructions below)

O O O O O O O

Moshe Arad Avraham Asher Rina Baum Jonathan Kolber Michael Federmann Yigal Ne’eman Dov Ninveh

FOR

AGAINST

ABSTAIN

3.

APPROVAL OF THE AMENDMENTS TO THE COMPANY’S ARTICLES OF ASSOCIATION

¨ ¨ YES

¨ ¨ NO

¨

Indicate whether you do or do not have a personal interest in the matters underlying the Proposal.

FOR

AGAINST

ABSTAIN

4.

APPROVAL OF PROVIDING AMENDED LETTERS OF INDEMNIFICATION TO DIRECTORS.

¨ ¨ YES

¨ ¨ NO

¨

Indicate whether you do or do not have a personal interest in the matters underlying the Proposal.

Any proxies previously given are hereby revoked.

INSTRUCTION: To withhold authority to vote for any individual nominee(s), mark “FOR ALL EXCEPT” and fill in the circle next to each nominee you wish to withhold, as shown here:

The below-signed hereby acknowledge(s) receipt of the Notice of Annual General Meeting of Shareholders and the accompanying Proxy Statement.

To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method.

¨

Signature of Shareholder   Date:   Signature of Shareholder   Date: 

Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.

ELBIT SYSTEMS LTD.

THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS

FOR THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

TO BE HELD ON NOVEMBER 27, 2005

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby appoints MICHAEL FEDERMANN, JOSEPH ACKERMAN and ILAN PACHOLDER, and each of them, the true and lawful proxies of the undersigned, with full power of substitution, to vote with respect to all of the undersigned’s ordinary shares of ELBIT SYSTEMS LTD. (the “Company”), at the Annual General Meeting of Shareholders of the Company to be held at the Company’s offices at the Advanced Technology Center, Haifa, Israel on Sunday, November 27, 2005, at 3 p.m. local time, and at any adjournments, with all power that the undersigned would have if personally present and especially (but without limitation) to vote as follows:

The shares represented by this Proxy will be voted in the manner directed, and if no instructions to the contrary are indicated, will be voted “FOR” all Proposals listed on the reverse side, subject to indicating for the applicable Proposals whether or not there is a personal interest in the matter underlying the Proposal.

(Continued and to be signed on the reverse side)

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