FGI Chicago

PROXY

Solicited by The Board of Directors of

The Fashion Group International of Chicago, Inc

The undersigned, revoking previous proxies, hereby appoints Lisa Ackerman, Regional Director; Kerri Hannen, Treasurer; and Monique Lyle, Secretary or each or any of them, with full power of substitution, as attorneys and proxies to appear and vote in the name of the undersigned, at the Annual Meeting of Members of The Fashion Group International of Chicago, Inc to be held on the 14^th day of January, 2014 at 5:30 pm, and at any and all adjournments thereof.  This Proxy will be voted on the Proposals described below as directed herein.  If this Proxy is returned as stated below and no direction is made, this Proxy will be voted FOR the Proposals.  As to any other matter, said attorneys shall vote in accordance with their best judgment.  The Board of Directors recommends a vote FOR each of the following Proposals:

To elect the (3) nominees specified below as the Officers of the Corporation;         [  ] FOR                               [  ] WITHHOLD

Regional Director, Treasurer and Secretary, each to serve a                                       all nominees                         authority to vote

term of two years commencing on January 14, 2014 and ending on                       (except as marked               for all nominees

December 31, 2015.                                                                                                            to the contrary)

Linda LaSala                                       Regional Director

Meredith Darnall                                 Treasurer

Erin Falbo                                             Secretary

_____________________________________

(Instruction: To withhold authority to vote for any individual nominee (s)

write the name of the nominee (s) on the line above.)

To elect the (9) nominees specified below as Directors of the Board of the               [  ] FOR                              [  ] WITHHOLD

Corporation, each to serve an initial term of two years commencing on                    all nominees                      authority to vote

 January 14, 2013 and ending on December 31, 2014.                                                                  (except as marked            for all nominees

                                                                                                                                                   to the contrary)

Kevin Sullivan, Birgit Rohm, Mimi Clark, Samantha Tobias

Julie Cameron, Xochil Scheer, Victoria Sinon, LeAnn Dahl, Susy Damon

____________________________________________

 (Instruction: To withhold authority to vote for any individual nominee (s)

write the name of the nominee (s) on the line above.)  

Upon any other business which may properly come before the meeting or any adjournment thereof.

All proxies must be received either by Email at sdambrosio@mmart.com, fax (312.527-7807) or mail to the Fashion Group of Chicago office, PO Box 4012, Chicago, IL, 60654, no later than noon on January 14, 2014, or by hand at the Annual Meeting of Members on January 14, 2014 commencing at 5:30 pm.  Receipt of the Notice of the Annual Meeting and this Proxy are hereby acknowledged.

Dated:   December 12, 2013

              Chicago, Illinois                                                                                                     __________________________________________

Executive Member Signature            Date

                                                                                                                                                __________________________________________

Executive Member Name Printed