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                                                                    EXHIBIT 99.3

[EXTENDICARE LOGO]                                          [COMPUTERSHARE LOGO]

                                           Computershare Trust Company of Canada
                                                9th Floor, 100 University Avenue
                                                        Toronto, Ontario M5J 2Y1
                                                           www.computershare.com

                                         SECURITY CLASS       Subordinate Voting

                                         HOLDER ACCOUNT NUMBER

                                         Please print in ink. Print in CAPITAL
                                         letters inside the grey areas as shown
                                         in this example.

                                         [A B C]     [1 2 3]     [X]

FORM OF PROXY - ANNUAL TO BE HELD ON MAY 6, 2004

NOTES TO PROXY

1.   EVERY HOLDER HAS THE RIGHT TO APPOINT SOME OTHER PERSON OF THEIR CHOICE,
     WHO NEED NOT BE A HOLDER, TO ATTEND AND ACT ON THEIR BEHALF AT THE MEETING.
     IF YOU WISH TO APPOINT A PERSON OTHER THAN THE PERSONS WHOSE NAMES ARE
     PRINTED HEREIN, PLEASE INSERT THE NAME OF YOUR CHOSEN PROXYHOLDER IN THE
     SPACE PROVIDED (SEE REVERSE).

2.   If the securities are registered in the name of more than one owner (for
     example, joint ownership, trustees, executors, etc.), then all those
     registered should sign this proxy. If you are voting on behalf of a
     corporation or another individual you may be required to provide
     documentation evidencing your power to sign this proxy with signing
     capacity stated.

3.   This proxy should be signed in the exact manner as the name appears on the
     proxy.

4.   If this proxy is not dated, it will be deemed to bear the date on which it
     is mailed by Management to the holder.

5.   THE SECURITIES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED BY THE
     HOLDER, HOWEVER, IF SUCH A DIRECTION IS NOT MADE IN RESPECT OF ANY MATTER,
     THIS PROXY WILL BE VOTED AS RECOMMENDED BY MANAGEMENT.

ELECTRONIC DELIVERY OF SECURITYHOLDER COMMUNICATIONS

We are implementing a voluntary program for delivery to securityholders of
company documents by electronic means. This will result in increased convenience
to securityholders, benefits to our environment and reduced costs. This new
initiative will give securityholders the ability to electronically access
important company documents easily and quickly.

TO RECEIVE DOCUMENTS ELECTRONICALLY

     -    You can enrol to receive future securityholder communications
          electronically by visiting www.computershare.com - click "Investors"
          and then "Electronic Shareholder Communications".

Proxies submitted must be received by 5:00 p.m., EST on Monday, May 3, 2004

THANK YOU

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THIS FORM OF PROXY IS SOLICITED BY AND ON BEHALF OF MANAGEMENT.

APPOINTMENT OF PROXYHOLDER

<TABLE>
<S>                                                       <C>     <C>                                                  <C>
I/WE BEING HOLDER(S) OF EXTENDICARE HEREBY APPOINT(S):
David J. Hennigar, Chairman, or failing him H. Michael            PRINT THE NAME OF THE PERSON YOU ARE APPOINTING IF   -------------
Burns, Deputy , Chairman or failing him Mel               OR      THIS PERSON IS SOMEONE OTHER THAN THE
Rhinelander, President and Chief Executive Officer                CHAIRMAN OF THE MEETING.                             -------------
</TABLE>

as my/our proxyholder with full power of substitution and to vote in accordance
with the following direction (or if no directions have been given, as the
proxyholder sees fit) and all other matter that may properly come before the
Annual Meeting of Extendicare to be held at The Glenn Gould Studio, Canadian
Broadcasting Centre, 250 Front Street West, Toronto, Ontario on Thursday, May 6,
2004 at 4:00 p.m. and at any adjournment thereof.

1. ELECTION OF DIRECTORS The nominees proposed by Management are:
Sir Graham Day; David J. Hennigar; Frederick B. Ladly; and J. Thomas MacQuarrie.

FOR all nominees:                  [ ]

WITHHOLD vote for all nominees:    [ ]

2. APPOINTMENT OF AUDITORS

<TABLE>
<CAPTION>
                                                                          FOR   Withhold
<S>                                                                       <C>   <C>
Appointment of KPMG LLP as Auditors of the Corporation for the ensuing    [ ]       [ ]
year and authorizing the Audit Committee to fix their remuneration.
</TABLE>

AUTHORIZED SIGNATURE(S) - SIGN HERE - THIS SECTION MUST BE COMPLETED FOR YOUR
INSTRUCTIONS TO BE EXECUTED. I/We authorize you to act in accordance with my/our
instructions set out above. I/We hereby revoke any proxy previously given with
respect to the Meeting. IF NO VOTING INSTRUCTIONS ARE INDICATED ABOVE, THIS
PROXY WILL BE VOTED AS RECOMMENDED BY MANAGEMENT.

Signature(s)
________________________________

________________________________                  ______________________________
                                                  Day          Month        Year

INTERIM FINANCIAL STATEMENTS REQUEST        ANNUAL REPORTS

<TABLE>
<S>                                    <C>  <C>                     <C>                                    <C>  <C>
In accordance with securities          [ ]  Mark this box if you    As a registered holder you will        [ ]  Mark this box if you
regulations, shareholders may elect         would like to receive   receive an annual report. If you DO         DO NOT want to
annually to receive interim financial       Quarterly Financial     NOT want to receive an annual report,       receive the Annual
statements, if they so request. If          Statements by mail.     please  mark the box. If you do not         Report by mail.
you wish to receive such mailings,                                  mark the box, you will continue to
please mark your selection                                          receive an annual report.
</TABLE>

You can also receive these documents electronically - see reverse for
instructions to enrol for electronic delivery.

- EXEQ