Appraisal Written Election Form (Page 3 of 4) in pdf

PART II.

HOLDINGS ON MARCH 9, 2012 THAT YOU SEEK FOR INCLUSION IN THE APPRAISAL PROCEEDING

Are you also submitting a Proof of Claim form for a distribution from the Common Fund for Shares other

than those that you are electing to participate in the Appraisal Proceeding?

State the number of Shares of Winn-Dixie common stock surrendered pursuant to the Merger on March

Proof Enclosed?

9, 2012 for which you seek for inclusion in the Appraisal Proceeding. Documentation includes brokerage

statements from March 9, 2012 or proof of stock certificate surrender (see below for more details if your

Shares were held in certificate form):

STOCK CERTIFICATE NUMBERS (If applicable)

Provide the stock certificate numbers for all Winn-Dixie common stock surrendered pursuant to the Merger

Proof Enclosed?

on March 9, 2012 for which you seek for inclusion in the Appraisal Proceeding, for all Shares NOT HELD IN

A BROKERAGE ACCOUNT. Be sure to attach documentation of surrender such as a letter accompanying

a payment for surrendered Shares from the transfer agent or your broker:

CERTIFICATE 1:

CERTIFICATE 2:

CERTIFICATE 3:

CERTIFICATE 4:

CERTIFICATE 5:

IF YOU NEED ADDITIONAL SPACE TO LIST YOUR TRANSACTIONS PLEASE PHOTOCOPY THIS PAGE,

WRITE YOUR NAME ON THE COPY AND FILL THIS CIRCLE:

IF YOU DO NOT FILL THIS CIRCLE THESE ADDITIONAL PAGES MAY NOT BE REVIEWED.

YOU MUST SIGN THE APPRAISAL WRITTEN ELECTION FORM ON PAGE 4

PART III:

DEPOSIT OF $1 PER SHARE YOU THAT YOU SEEK FOR INCLUSION IN THE APPRAISAL PROCEEDING

In order to validly elect the Appraisal Proceeding option, you must deposit the requisite $1 per Share. To satisfy this requirement,

please send $1 per Share by check or money order to the Appraisal Escrow Agent with your signed and completed Appraisal

Written Election Form. Checks and money orders should be made payable to “The Winn-Dixie Appraisal Fund.” Cash is not an

acceptable form of payment.

Please note, if you intend to deposit $1,000.00 or more into the Appraisal Fund and would prefer to wire that money, please contact

the Claims Administrator at for wiring instructions.

PART IV:

RELEASE AND CERTIFICATION

On behalf of myself (ourselves) or the beneficial owner, I (we) am (are) authorized to file this Appraisal Written Election Form, and

on behalf of each of my (our, his, her, its) heirs, agents, executors, trustees, administrators, predecessors, successors, and assigns,

I (we, he, she, it) hereby acknowledge that as of the Effective Date (as defined in the Stipulation), I (we, he, she, it) shall (i) be

deemed to have fully, finally, and forever waived, released, discharged, and dismissed each and every one of the Released Claims

(as defined in the long form notice attached as Exhibit 2 to the Stipulation (the “Notice”)), as against each and every one of the

Released Parties; (ii) forever be barred and enjoined from commencing, instituting, prosecuting, or maintaining any of the Released

Claims against any of the Released Parties; and (iii) be deemed to have covenanted not to sue any Released Party on the basis of

any Released Claim.

By signing and submitting this Appraisal Written Election Form, the claimant(s) or the person(s) who represent(s) the claimant(s)

certifies (certify) as follows:

1. The claimant(s) is (are) a Class Member(s), as defined in the Notice, and is (are) not excluded from the Class;

2. The claimant(s) owned the Winn-Dixie common stock identified in the Appraisal Written Election Form and has (have) not

assigned the claim against the Released Parties to another, or that, in signing and submitting this Appraisal Written Election

Form, the claimant(s) has (have) the authority to act on behalf of the owner(s) thereof;

*WINNDXEWETHIRD*

Appraisal Written Election Form Page 3

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