---------------------------------------- OMB APPROVAL ---------------------------------------- OMB Number: 3236-0682 ---------------------------------------- Expires: March 31, 2012 ---------------------------------------- Estimated average burden hours per response...... 9.6 ---------------------------------------- ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY INVESTMENT COMPANY ACT FILE NUMBER 811-05620 ZWEIG TOTAL RETURN FUND, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) 900 THIRD AVENUE, NEW YORK, NY, 10022 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) MARC BALTUCH, C/O ZWEIG ADVISERS, 900 THIRD AVE, NY, NY 10022 (NAME AND ADDRESS OF AGENT FOR SERVICE) Registrant's telephone number, including area code: 212-451-1100 Date of fiscal year end: 12/31/10 Date of reporting period: 6/30/11 Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 ((S)(S)239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington. DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C.(S)3507. GENERAL INSTRUCTIONS A. RULE AS TO USE OF FORM N-PX. Form N-PX is to be used for reports pursuant to Section 30 of the Investment Company Act of 1940 (the "Act") and Rule 30b1-4 under the Act (17 CFR 270.30b1-4) by all registered management investment companies, other than small business investment companies registered on Form N-5 ((S)(S)239.24 and 274.5 of this chapter), to file their complete proxy voting record not later than August 31 of each year for the most recent twelve-month period ended June 30. B. APPLICATION OF GENERAL RULES AND REGULATIONS. The General Rules and Regulations under the Act contain certain general requirements that are applicable to reporting on any form under the Act. These general requirements should be carefully read and observed in the preparation and filing of reports on this form, except that any provision in the form or in these instructions shall be controlling. SEC 2451 (4-03) PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. Instructions 1. In the case of a registrant that offers multiple series of shares, provide the information required by this Item separately for each series. The term "series" means shares offered by a registrant that represent undivided interests in a portfolio of investments and that are preferred over all other series of shares for assets specifically allocated to that series in accordance with Rule 18f-2(a) under the Act (17 CFR 270.18f-2(a)). 2. The exchange ticker symbol or CUSIP number required by paragraph (b) or (c) of this Item may be omitted if it is not available through reasonably practicable means, e.g., in the case of certain securities of foreign issuers. ================================================================================ ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-05620 Reporting Period: 07/01/2010 - 06/30/2011 Zweig Total Return Fund Inc ========================= ZWEIG TOTAL RETURN FUND, INC ========================= ALASKA AIR GROUP, INC. Ticker: ALK Security ID: 011659109 Meeting Date: MAY 17, 2011 Meeting Type: Annual Record Date: MAR 18, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director William S. Ayer For For Management 2 Elect Director Patricia M. Bedient For For Management 3 Elect Director Marion C. Blakey For For Management 4 Elect Director Phyllis J. Campbell For For Management 5 Elect Director Jessie J. Knight, Jr. For For Management 6 Elect Director R. Marc Langland For For Management 7 Elect Director Dennis F. Madsen For For Management 8 Elect Director Byron I. Mallott For For Management 9 Elect Director J. Kenneth Thompson For For Management 10 Elect Director Bradley D. Tilden For For Management 11 Ratify Auditors For For Management 12 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 13 Advisory Vote on Say on Pay One Year One Year Management Frequency 14 Provide Right to Act by Written Against Against Management Consent 15 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- ALCOA INC. Ticker: AA Security ID: 013817101 Meeting Date: MAY 06, 2011 Meeting Type: Annual Record Date: FEB 11, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Klaus Kleinfeld For For Management 1.2 Elect Director James W. Owens For For Management 1.3 Elect Director Ratan N. Tata For For Management 2 Ratify Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Three Years One Year Management Frequency 5 Approve Executive Incentive Bonus For For Management Plan 6 Reduce Supermajority Vote For For Management Requirement Relating to Fair Price Protection 7 Reduce Supermajority Vote For For Management Requirement Relating to Director Elections 8 Reduce Supermajority Vote For For Management Requirement Relating to the Removal of Directors 9 Provide Right to Act by Written Against For Shareholder Consent 10 Declassify the Board of Directors Against For Shareholder -------------------------------------------------------------------------------- Page 1 ALTRIA GROUP, INC. Ticker: MO Security ID: 02209S103 Meeting Date: MAY 19, 2011 Meeting Type: Annual Record Date: MAR 28, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Elizabeth E. Bailey For For Management 2 Elect Director Gerald L. Baliles For For Management 3 Elect Director John T. Casteen III For For Management 4 Elect Director Dinyar S. Devitre For For Management 5 Elect Director Thomas F. Farrell II For For Management 6 Elect Director Thomas W. Jones For For Management 7 Elect Director George Munoz For For Management 8 Elect Director Nabil Y. Sakkab For For Management 9 Elect Director Michael E. Szymanczyk For For Management 10 Ratify Auditors For For Management 11 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 12 Advisory Vote on Say on Pay None One Year Management Frequency 13 Cease Production of Flavored Against Against Shareholder Tobacco Products -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: JUN 07, 2011 Meeting Type: Annual Record Date: APR 11, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Jeffrey P. Bezos For For Management 2 Elect Director Tom A. Alberg For For Management 3 Elect Director John Seely Brown For For Management 4 Elect Director William B. Gordon For For Management 5 Elect Director Alain Monie For For Management 6 Elect Director Jonathan J. For For Management Rubinstein 7 Elect Director Thomas O. Ryder For For Management 8 Elect Director Patricia Q. For For Management Stonesifer 9 Ratify Auditors For For Management 10 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 11 Advisory Vote on Say on Pay Three Years One Year Management Frequency 12 Amend Bylaws--Call Special Meetings Against For Shareholder 13 Report on Climate Change Against For Shareholder -------------------------------------------------------------------------------- Page 2 AMKOR TECHNOLOGY, INC. Ticker: AMKR Security ID: 031652100 Meeting Date: MAY 03, 2011 Meeting Type: Annual Record Date: MAR 15, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James J. Kim For For Management 1.2 Elect Director Kenneth T. Joyce For For Management 1.3 Elect Director Roger A. Carolin For For Management 1.4 Elect Director Winston J. Churchill For For Management 1.5 Elect Director John T. Kim For For Management 1.6 Elect Director John F. Osborne For For Management 1.7 Elect Director Dong Hyun Park For For Management 1.8 Elect Director James W. Zug For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay One Year One Year Management Frequency 4 Ratify Auditors For For Management -------------------------------------------------------------------------------- AT&T INC. Ticker: T Security ID: 00206R102 Meeting Date: APR 29, 2011 Meeting Type: Annual Record Date: MAR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Randall L. Stephenson For For Management 2 Elect Director Gilbert F. Amelio For For Management 3 Elect Director Reuben V. Anderson For For Management 4 Elect Director James H. Blanchard For For Management 5 Elect Director Jaime Chico Pardo For For Management 6 Elect Director James P. Kelly For For Management 7 Elect Director Jon C. Madonna For For Management 8 Elect Director Lynn M. Martin For For Management 9 Elect Director John B. McCoy For For Management 10 Elect Director Joyce M. Roche For For Management 11 Elect Director Matthew K. Rose For For Management 12 Elect Director Laura D Andrea Tyson For For Management 13 Ratify Auditors For For Management 14 Approve Omnibus Stock Plan For For Management 15 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 16 Advisory Vote on Say on Pay Three Years One Year Management Frequency 17 Report on Political Contributions Against For Shareholder 18 Amend Articles/Bylaws/Charter -- Against For Shareholder Call Special Meetings 19 Provide Right to Act by Written Against For Shareholder Consent -------------------------------------------------------------------------------- Page 3 AUTOZONE, INC. Ticker: AZO Security ID: 053332102 Meeting Date: DEC 15, 2010 Meeting Type: Annual Record Date: OCT 18, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William C. Crowley For For Management 1.2 Elect Director Sue E. Gove For For Management 1.3 Elect Director Earl G. Graves, Jr. For For Management 1.4 Elect Director Robert R. Grusky For For Management 1.5 Elect Director . R. Hyde, III For For Management 1.6 Elect Director W. Andrew McKenna For For Management 1.7 Elect Director George R. For For Management Mrkonic, Jr. 1.8 Elect Director Luis P. Nieto For For Management 1.9 Elect Director William C. For For Management Rhodes, III 1.10 Elect Director Theodore W. Ullyot For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505104 Meeting Date: MAY 11, 2011 Meeting Type: Annual Record Date: MAR 16, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Mukesh D. Ambani For For Management 2 Elect Director Susan S. Bies For For Management 3 Elect Director Frank P. Bramble, Sr. For For Management 4 Elect Director Virgis W. Colbert For For Management 5 Elect Director Charles K. Gifford For For Management 6 Elect Director Charles O. For For Management Holliday, Jr. 7 Elect Director D. Paul Jones, Jr. For For Management 8 Elect Director Monica C. Lozano For For Management 9 Elect Director Thomas J. May For For Management 10 Elect Director Brian T. Moynihan For For Management 11 Elect Director Donald E. Powell For For Management 12 Elect Director Charles O. Rossotti For For Management 13 Elect Director Robert W. Scully For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay One Year One Year Management Frequency 16 Ratify Auditors For For Management 17 Disclose Prior Government Service Against Against Shareholder 18 Provide Right to Act by Written Against For Shareholder Consent 19 Require Audit Committee Review and Against For Shareholder Report on Controls Related to Loans, Foreclosure and Securitizations 20 Report on Lobbying Expenses Against For Shareholder 21 Report on Collateral in Derivatives Against For Shareholder Trading 22 Restore or Provide for Cumulative Against For Shareholder Voting 23 Claw-back of Payments under Against For Shareholder Restatements 24 Prohibit Certain Relocation Against For Shareholder Benefits to Senior Executives -------------------------------------------------------------------------------- Page 4 BEST BUY CO., INC. Ticker: BBY Security ID: 086516101 Meeting Date: JUN 21, 2011 Meeting Type: Annual Record Date: APR 25, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ronald James For For Management 1.2 Elect Director Sanjay Khosla For For Management 1.3 Elect Director George L. Mikan III For For Management 1.4 Elect Director Matthew H. Paull For For Management 1.5 Elect Director Richard M. Schulze For For Management 1.6 Elect Director Hatim A. Tyabji For For Management 2 Ratify Auditors For For Management 3 Change Range for Size of the Board For Against Management 4 Amend Omnibus Stock Plan For For Management 5 Approve Executive Incentive Bonus For For Management Plan 6 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 7 Advisory Vote on Say on Pay Three Years One Year Management Frequency 8 Declassify the Board of Directors Against For Shareholder -------------------------------------------------------------------------------- BIOGEN IDEC INC. Ticker: BIIB Security ID: 09062X103 Meeting Date: JUN 02, 2011 Meeting Type: Annual Record Date: APR 04, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Caroline D. Dorsa For For Management 2 Elect Director Stelios Papadopoulos For For Management 3 Elect Director George A. Scangos For For Management 4 Elect Director Lynn Schenk For For Management 5 Elect Director Alexander J. Denner For For Management 6 Elect Director Nancy L. Leaming For For Management 7 Elect Director Richard C. Mulligan For For Management 8 Elect Director Robert W. Pangia For For Management 9 Elect Director Brian S. Posner For For Management 10 Elect Director Eric K. Rowinsky For For Management 11 Elect Director Stephen A. Sherwin For For Management 12 Elect Director William D. Young For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay One Year One Year Management Frequency 16 Declassify the Board of Directors For For Management -------------------------------------------------------------------------------- BRISTOL-MYERS SQUIBB COMPANY Ticker: BMY Security ID: 110122108 Meeting Date: MAY 03, 2011 Meeting Type: Annual Record Date: MAR 10, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director L. Andreotti For For Management 2 Elect Director L.B. Campbell For For Management 3 Elect Director J.M. Cornelius For For Management 4 Elect Director L.J. Freeh For For Management 5 Elect Director L.H. Glimcher For For Management 6 Elect Director M. Grobstein For For Management 7 Elect Director L. Johansson For For Management 8 Elect Director A.J. Lacy For For Management 9 Elect Director V.L. Sato For For Management Page 5 10 Elect Director E. Sigal For For Management 11 Elect Director T.D. West, Jr. For For Management 12 Elect Director R.S. Williams For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named Executive Officers' Compensation For For Management 15 Advisory Vote on Say on Pay Frequency Three Years One Year Management 16 Increase Disclosure of Executive Compensation Against Against Shareholder 17 Provide Right to Act by Written Consent Against For Shareholder 18 Adopt Policy to Restrain Pharmaceutical Price Increases Against Against Shareholder -------------------------------------------------------------------------------- CATERPILLAR INC. Ticker: CAT Security ID: 149123101 Meeting Date: JUN 08, 2011 Meeting Type: Annual Record Date: APR 11, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David L. Calhoun For Withhold Management 1.2 Elect Director Daniel M. Dickinson For For Management 1.3 Elect Director Eugene V. Fife For For Management 1.4 Elect Director Juan Gallardo For For Management 1.5 Elect Director David R. Goode For For Management 1.6 Elect Director Jesse J. Greene, Jr. For For Management 1.7 Elect Director Peter A. Magowan For For Management 1.8 Elect Director Dennis A. Muilenburg For For Management 1.9 Elect Director Douglas R. Oberhelman For For Management 1.10 Elect Director William A. Osborn For For Management 1.11 Elect Director Charles D. Powell For For Management 1.12 Elect Director Edward B. Rust, Jr. For For Management 1.13 Elect Director Susan C. Schwab For For Management 1.14 Elect Director Joshua I. Smith For For Management 1.15 Elect Director Miles D. White For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay One Year One Year Management Frequency 6 Report on Political Contributions Against For Shareholder 7 Stock Retention/Holding Period Against For Shareholder 8 Require a Majority Vote for the Against For Shareholder Election of Directors 9 Amend Articles/Bylaws/Charter -- Against For Shareholder Call Special Meetings 10 Require Independent Board Chairman Against Against Shareholder 11 Review and Assess Human Rights Against For Shareholder Policies 12 Adopt a Policy in which the Company Against Against Shareholder will not Make or Promise to Make Any Death Benefit Payments to Senior Executives -------------------------------------------------------------------------------- Page 6 CENTURYLINK, INC. Ticker: CTL Security ID: 156700106 Meeting Date: MAY 18, 2011 Meeting Type: Annual Record Date: MAR 21, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Virginia Boulet For For Management 1.2 Elect Director Peter C. Brown For For Management 1.3 Elect Director Richard A. Gephardt For For Management 1.4 Elect Director Gregory J. McCray For For Management 1.5 Elect Director Michael J. Roberts For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay One Year One Year Management Frequency 6 Report on Political Contributions Against For Shareholder 7 Declassify the Board of Directors Against For Shareholder -------------------------------------------------------------------------------- CHESAPEAKE ENERGY CORPORATION Ticker: CHK Security ID: 165167107 Meeting Date: JUN 10, 2011 Meeting Type: Annual Record Date: APR 15, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aubrey K. McClendon For Withhold Management 1.2 Elect Director Don Nickles For Withhold Management 1.3 Elect Director Kathleen M. For For Management Eisbrenner 1.4 Elect Director Louis A. Simpson For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay One Year One Year Management Frequency 6 Advisory Vote to Ratify Directors' Against For Shareholder Compensation -------------------------------------------------------------------------------- CHEVRON CORPORATION Ticker: CVX Security ID: 166764100 Meeting Date: MAY 25, 2011 Meeting Type: Annual Record Date: APR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director L.F. Deily For For Management 2 Elect Director R.E. Denham For For Management 3 Elect Director R.J. Eaton For For Management 4 Elect Director C. Hagel For For Management 5 Elect Director E. Hernandez For For Management 6 Elect Director G.L. Kirkland For For Management 7 Elect Director D.B. Rice For For Management 8 Elect Director K.W. Sharer For For Management 9 Elect Director C.R. Shoemate For For Management 10 Elect Director J.G. Stumpf For For Management 11 Elect Director R.D. Sugar For For Management 12 Elect Director C. Ware For For Management 13 Elect Director J.S. Watson For For Management 14 Ratify Auditors For For Management Page 7 15 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 16 Advisory Vote on Say on Pay One Year One Year Management Frequency 17 Request Director Nominee with Against For Shareholder Environmental Qualifications 18 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 19 Include Sustainability as a Against Against Shareholder Performance Measure for Senior Executive Compensation 20 Adopt Guidelines for Country Against For Shareholder Selection 21 Report on Financial Risks of Against Against Shareholder Climate Change 22 Report on Environmental Impacts of Against For Shareholder Natural Gas Fracturing 23 Report on Offshore Oil Wells and Against Against Shareholder Spill Mitigation Measures -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 18, 2010 Meeting Type: Annual Record Date: SEP 20, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Carol A. Bartz For For Management 2 Elect Director M. Michele Burns For For Management 3 Elect Director Michael D. Capellas For For Management 4 Elect Director Larry R. Carter For For Management 5 Elect Director John T. Chambers For For Management 6 Elect Director Brian L. Halla For For Management 7 Elect Director John L. Hennessy For For Management 8 Elect Director Richard M. Kovacevich For For Management 9 Elect Director Roderick C. Mcgeary For For Management 10 Elect Director Michael K. Powell For For Management 11 Elect Director Arun Sarin For For Management 12 Elect Director Steven M. West For For Management 13 Elect Director Jerry Yang For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Ratify Auditors For For Management 16 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Environmental Sustainability 17 Report on Internet Fragmentation Against For Shareholder 18 Adopt Policy Prohibiting Sale of Against Against Shareholder Products in China if they Contribute to Human Rights Abuses -------------------------------------------------------------------------------- Page 8 CITIGROUP INC. Ticker: C Security ID: 172967101 Meeting Date: APR 21, 2011 Meeting Type: Annual Record Date: FEB 22, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Alain J.P. Belda For For Management 2 Elect Director Timothy C. Collins For For Management 3 Elect Director Jerry A. Grundhofer For For Management 4 Elect Director Robert L. Joss For For Management 5 Elect Director Michael E. O'Neill For For Management 6 Elect Director Vikram S. Pandit For For Management 7 Elect Director Richard D. Parsons For For Management 8 Elect Director Lawrence R. Ricciardi For For Management 9 Elect Director Judith Rodin For For Management 10 Elect Director Robert L. Ryan For For Management 11 Elect Director Anthony M. Santomero For For Management 12 Elect Director Diana L. Taylor For For Management 13 Elect Director William S. For For Management Thompson, Jr. 14 Elect Director Ernesto Zedillo For For Management 15 Ratify Auditors For For Management 16 Amend Omnibus Stock Plan For For Management 17 Approve Executive Incentive Bonus For For Management Plan 18 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 19 Advisory Vote on Say on Pay One Year One Year Management Frequency 20 Approve Reverse Stock Split For For Management 21 Affirm Political Non-Partisanship Against Against Shareholder 22 Report on Political Contributions Against For Shareholder 23 Report on Restoring Trust and Against Against Shareholder Confidence in the Financial System 24 Amend Articles/Bylaws/Charter -- Against For Shareholder Call Special Meetings 25 Require Audit Committee Review and Against For Shareholder Report on Controls Related to Loans, Foreclosure and Securitizations -------------------------------------------------------------------------------- CLIFFS NATURAL RESOURCES INC. Ticker: CLF Security ID: 18683K101 Meeting Date: MAY 17, 2011 Meeting Type: Annual Record Date: MAR 25, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joseph A. Carrabba For For Management 1.2 Elect Director Susan M. Cunningham For For Management 1.3 Elect Director Barry J. Eldridge For For Management 1.4 Elect Director Andres R. Gluski For For Management 1.5 Elect Director Susan M. Green For For Management 1.6 Elect Director Janice K. Henry For For Management 1.7 Elect Director James F. Kirsch For For Management 1.8 Elect Director Francis R. McAllister For For Management 1.9 Elect Director Roger Phillips For For Management 1.10 Elect Director Richard K. Riederer For For Management 1.11 Elect Director Richard A. Ross For For Management 1.12 Elect Director Alan Schwartz For For Management 2 Increase Authorized Common Stock For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay One Year One Year Management Frequency 5 Require a Majority Vote for the Against For Shareholder Election of Directors 6 Ratify Auditors For For Management -------------------------------------------------------------------------------- Page 9 COMCAST CORPORATION Ticker: CMCSA Security ID: 20030N101 Meeting Date: MAY 11, 2011 Meeting Type: Annual Record Date: MAR 08, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director S. Decker Anstrom For For Management 1.2 Elect Director Kenneth J. Bacon For For Management 1.3 Elect Director Sheldon M. Bonovitz For For Management 1.4 Elect Director Edward D. Breen For For Management 1.5 Elect Director Joseph J. Collins For For Management 1.6 Elect Director J. Michael Cook For For Management 1.7 Elect Director Gerald L. Hassell For For Management 1.8 Elect Director Jeffrey A. Honickman For For Management 1.9 Elect Director Eduardo G. Mestre For For Management 1.10 Elect Director Brian L. Roberts For For Management 1.11 Elect Director Ralph J. Roberts For For Management 1.12 Elect Director Judith Rodin For For Management 2 Ratify Auditors For For Management 3 Approve Nonqualified Employee Stock For For Management Purchase Plan 4 Amend Restricted Stock Plan For For Management 5 Amend Stock Option Plan For For Management 6 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 7 Advisory Vote on Say on Pay Three Years One Year Management Frequency 8 Provide for Cumulative Voting Against For Shareholder 9 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- CONOCOPHILLIPS Ticker: COP Security ID: 20825C104 Meeting Date: MAY 11, 2011 Meeting Type: Annual Record Date: MAR 14, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Richard L. Armitage For For Management 2 Elect Director Richard H. Auchinleck For For Management 3 Elect Director James E. For For Management Copeland, Jr. 4 Elect Director Kenneth M. Duberstein For For Management 5 Elect Director Ruth R. Harkin For For Management 6 Elect Director Harold W. McGraw III For For Management 7 Elect Director James J. Mulva For For Management 8 Elect Director Robert A. Niblock For For Management 9 Elect Director Harald J. Norvik For For Management 10 Elect Director William K. Reilly For For Management 11 Elect Director Victoria J. Tschinkel For For Management 12 Elect Director Kathryn C. Turner For For Management 13 Elect Director William E. Wade, Jr. For For Management 14 Ratify Auditors For For Management 15 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 16 Advisory Vote on Say on Pay None One Year Management Frequency 17 Approve Omnibus Stock Plan For For Management 18 Amend EEO Policy to Prohibit Against For Shareholder Discrimination based on Gender Identity 19 Report on Political Contributions Against For Shareholder 20 Report on Lobbying Expenses Against For Shareholder Page 10 21 Report on Accident Risk Reduction Against Against Shareholder Efforts 22 Adopt Policy to Address Coastal Against Against Shareholder Louisiana Environmental Impacts 23 Adopt Quantitative GHG Goals for Against For Shareholder Products and Operations 24 Report on Financial Risks of Against Against Shareholder Climate Change 25 Report on Environmental Impact of Against For Shareholder Oil Sands Operations in Canada -------------------------------------------------------------------------------- CONTINENTAL AIRLINES, INC. Ticker: CAL Security ID: 210795308 Meeting Date: SEP 17, 2010 Meeting Type: Special Record Date: AUG 12, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3 Please Mark For If Stock Owned None For Management Beneficially By You Is Owned and Controlled Only By U.S. Citizens Or Mark Against If Such Stock Is Owned Or controlled By Any Person Who Is Not A U.S. Citizen -------------------------------------------------------------------------------- CORNING INCORPORATED Ticker: GLW Security ID: 219350105 Meeting Date: APR 28, 2011 Meeting Type: Annual Record Date: FEB 24, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John Seely Brown For Against Management 2 Elect Director John A. Canning, Jr. For For Management 3 Elect Director Gordon Gund For Against Management 4 Elect Director Kurt M. Landgraf For Against Management 5 Elect Director H. Onno Ruding For Against Management 6 Elect Director Glenn F. Tilton For For Management 7 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 8 Advisory Vote on Say on Pay One Year One Year Management Frequency 9 Ratify Auditors For For Management 10 Amend Articles/Bylaws/Charter -- Against For Shareholder Call Special Meetings -------------------------------------------------------------------------------- Page 11 CUMMINS INC. Ticker: CMI Security ID: 231021106 Meeting Date: MAY 10, 2011 Meeting Type: Annual Record Date: MAR 14, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Theodore M. Solso For For Management 2 Elect Director N. Thomas Linebarger For For Management 3 Elect Director William I. Miller For For Management 4 Elect Director Alexis M. Herman For For Management 5 Elect Director Georgia R. Nelson For For Management 6 Elect Director Carl Ware For For Management 7 Elect Director Robert K. Herdman For For Management 8 Elect Director Robert J. Bernhard For For Management 9 Elect Director Franklin R. For For Management Chang-Diaz 10 Elect Director Stephen B. Dobbs For For Management 11 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 12 Advisory Vote on Say on Pay One Year One Year Management Frequency 13 Ratify Auditors For For Management -------------------------------------------------------------------------------- DARDEN RESTAURANTS, INC. Ticker: DRI Security ID: 237194105 Meeting Date: SEP 14, 2010 Meeting Type: Annual Record Date: JUL 21, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Leonard L. Berry For For Management 1.2 Elect Director Odie C. Donald For For Management 1.3 Elect Director Christopher J. For For Management Fraleigh 1.4 Elect Director Victoria D. Harker For For Management 1.5 Elect Director David H. Hughes For For Management 1.6 Elect Director Charles A. For For Management Ledsinger Jr 1.7 Elect Director William M. Lewis, Jr. For For Management 1.8 Elect Director Senator Connie For For Management Mack, III 1.9 Elect Director Andrew H. Madsen For For Management 1.10 Elect Director Clarence Otis, Jr. For For Management 1.11 Elect Director Michael D. Rose For For Management 1.12 Elect Director Maria A. Sastre For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- DRYSHIPS INC. Ticker: DRYS Security ID: Y2109Q101 Meeting Date: SEP 06, 2010 Meeting Type: Annual Record Date: JUL 19, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Chryssoula Kandylidis as For For Management Director 1.2 Elect George Demathas as Director For For Management 2 Ratify Ernst & Young (Hellas) For For Management Certified Auditors Accountants S.A. as Auditors -------------------------------------------------------------------------------- Page 12 DUKE ENERGY CORPORATION Ticker: DUK Security ID: 26441C105 Meeting Date: MAY 05, 2011 Meeting Type: Annual Record Date: MAR 10, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Barnet, III For For Management 1.2 Elect Director G. Alex For For Management Bernhardt, Sr. 1.3 Elect Director Michael G. Browning For For Management 1.4 Elect Director Daniel R. DiMicco For For Management 1.5 Elect Director John H. Forsgren For For Management 1.6 Elect Director Ann Maynard Gray For For Management 1.7 Elect Director James H. Hance, Jr. For For Management 1.8 Elect Director E. James Reinsch For For Management 1.9 Elect Director James T. Rhodes For For Management 1.10 Elect Director James E. Rogers For For Management 1.11 Elect Director Philip R. Sharp For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay One Year One Year Management Frequency 5 Report on Global Warming Lobbying Against Against Shareholder Activities 6 Report on Financial Risks of Coal Against Against Shareholder Reliance 7 Require a Majority Vote for the Against For Shareholder Election of Directors -------------------------------------------------------------------------------- E. I. DU PONT DE NEMOURS AND COMPANY Ticker: DD Security ID: 263534109 Meeting Date: APR 27, 2011 Meeting Type: Annual Record Date: MAR 02, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Richard H. Brown For For Management 2 Elect Director Robert A. Brown For For Management 3 Elect Director Bertrand P. Collomb For For Management 4 Elect Director Curtis J. Crawford For For Management 5 Elect Director Alexander M. Cutler For For Management 6 Elect Director Eleuthere I. du Pont For For Management 7 Elect Director Marillyn A. Hewson For For Management 8 Elect Director Lois D. Juliber For For Management 9 Elect Director Ellen J. Kullman For For Management 10 Elect Director William K. Reilly For For Management 11 Ratify Auditors For For Management 12 Amend Omnibus Stock Plan For For Management 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 14 Advisory Vote on Say on Pay One Year One Year Management Frequency 15 Amend Articles/Bylaws/Charter -- Against For Shareholder Call Special Meetings 16 Report on Genetically Engineered Against Against Shareholder Seed 17 Report on Pay Disparity Against Against Shareholder -------------------------------------------------------------------------------- Page 13 EL PASO CORPORATION Ticker: EP Security ID: 28336L109 Meeting Date: MAY 17, 2011 Meeting Type: Annual Record Date: MAR 22, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Juan Carlos Braniff For For Management 2 Elect Director David W. Crane For For Management 3 Elect Director Douglas L. Foshee For For Management 4 Elect Director Robert W. Goldman For For Management 5 Elect Director Anthony W. Hall, Jr. For For Management 6 Elect Director Thomas R. Hix For For Management 7 Elect Director Ferrell P. McClean For For Management 8 Elect Director Timothy J. Probert For For Management 9 Elect Director Steven J. Shapiro For For Management 10 Elect Director J. Michael Talbert For For Management 11 Elect Director Robert F. Vagt For For Management 12 Elect Director John L. Whitmire For For Management 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 14 Advisory Vote on Say on Pay One Year One Year Management Frequency 15 Ratify Auditors For For Management -------------------------------------------------------------------------------- ELI LILLY AND COMPANY Ticker: LLY Security ID: 532457108 Meeting Date: APR 18, 2011 Meeting Type: Annual Record Date: FEB 15, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director M.L. Eskew For For Management 2 Elect Director A.G. Gilman For For Management 3 Elect Director K.N. Horn For For Management 4 Elect Director J.C. Lechleiter For For Management 5 Ratify Auditors For For Management 6 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 7 Advisory Vote on Say on Pay One Year One Year Management Frequency 8 Declassify the Board of Directors For For Management 9 Reduce Supermajority Vote For For Management Requirement 10 Approve Executive Incentive Bonus For For Management Plan -------------------------------------------------------------------------------- FIRSTENERGY CORP. Ticker: FE Security ID: 337932107 Meeting Date: MAY 17, 2011 Meeting Type: Annual Record Date: MAR 28, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul T. Addison For Withhold Management 1.2 Elect Director Anthony J. Alexander For Withhold Management 1.3 Elect Director Michael J. Anderson For Withhold Management 1.4 Elect Director Carol A. Cartwright For Withhold Management 1.5 Elect Director William T. Cottle For Withhold Management 1.6 Elect Director Robert B. For Withhold Management Heisler, Jr. 1.7 Elect Director Julia L. Johnson For For Management 1.8 Elect Director Ted J. Kleisner For For Management 1.9 Elect Director Ernest J. Novak, Jr. For Withhold Management 1.10 Elect Director Catherine A. Rein For Withhold Management 1.11 Elect Director George M. Smart For Withhold Management 1.12 Elect Director Wes M. Taylor For Withhold Management 1.13 Elect Director Jesse T. For Withhold Management Williams, Sr. Page 14 2 Ratify Auditors For For Management 3 Provide Right to Call Special For For Management Meeting 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay One Year One Year Management Frequency 6 Report on Coal Combustion Waste Against For Shareholder Hazard and Risk Mitigation Efforts 7 Provide Right to Act by Written Against For Shareholder Consent 8 Require a Majority Vote for the Against For Shareholder Election of Directors 9 Report on Financial Risks of Coal Against For Shareholder Reliance -------------------------------------------------------------------------------- FOSTER WHEELER AG Ticker: FWLT Security ID: H27178104 Meeting Date: FEB 24, 2011 Meeting Type: Special Record Date: DEC 27, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Umberto della Sala as Director For For Management 2 Authorize Repurchase of Issued For For Management Share Capital 3 Transact Other Business (Voting) For Against Management -------------------------------------------------------------------------------- FOSTER WHEELER AG Ticker: FWLT Security ID: H27178104 Meeting Date: MAY 03, 2011 Meeting Type: Annual Record Date: MAR 08, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Clayton C. Daley, Jr. as For For Management Director 1.2 Elect Edward G. Galante as Director For For Management 1.3 Elect Raymond J. Milchovich as For For Management Director 2 Ratify PricewaterhouseCoopers AG as For For Management Auditors 3 Ratify PricewaterhouseCoopers LLP For For Management as Independent Registered Public Accounting Firm 4 Accept Financial Statements and For For Management Statutory Reports 5 Approve Discharge of Board and For For Management Senior Management 6 Approve Creation of CHF 187 Million For For Management Pool of Capital without Preemptive Rights 7 Approve CHF 13 Million Reduction in For For Management Share Capital via Cancellation of Repurchased Shares 8 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 9 Advisory Vote on Say on Pay One Year One Year Management Frequency 10 Approve Re-allocation of Free For For Management Reserves to Legal Reserves from Capital Contribution 11 Broadridge note: IN THE EVENT For Abstain Management COUNTERPROPOSALS, ALTERATIONS OR AMENDMENTS OF THEAGENDA ITEMS OR OTHER MATTERS ARE RAISED AT THE ANNUAL GENERALMEETING, I INSTRUCT THE APPOINTED PROXIES TO VOTE AS FOLLOWS -------------------------------------------------------------------------------- Page 15 FREEPORT-MCMORAN COPPER & GOLD INC. Ticker: FCX Security ID: 35671D857 Meeting Date: JUN 15, 2011 Meeting Type: Annual Record Date: APR 19, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard C. Adkerson For For Management 1.2 Elect Director Robert J. For For Management Allison, Jr. 1.3 Elect Director Robert A. Day For For Management 1.4 Elect Director Gerald J. Ford For For Management 1.5 Elect Director H. Devon Graham, Jr. For For Management 1.6 Elect Director Charles C. Krulak For For Management 1.7 Elect Director Bobby Lee Lackey For For Management 1.8 Elect Director Jon C. Madonna For For Management 1.9 Elect Director Dustan E. McCoy For For Management 1.10 Elect Director James R. Moffett For For Management 1.11 Elect Director B.M. Rankin, Jr. For For Management 1.12 Elect Director Stephen H. Siegele For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay One Year One Year Management Frequency 4 Ratify Auditors For For Management 5 Request Director Nominee with Against For Shareholder Environmental Qualifications -------------------------------------------------------------------------------- GILEAD SCIENCES, INC. Ticker: GILD Security ID: 375558103 Meeting Date: MAY 12, 2011 Meeting Type: Annual Record Date: MAR 16, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Cogan For For Management 1.2 Elect Director Etienne F. Davignon For For Management 1.3 Elect Director James M. Denny For For Management 1.4 Elect Director Carla A. Hills For For Management 1.5 Elect Director Kevin E. Lofton For For Management 1.6 Elect Director John W. Madigan For For Management 1.7 Elect Director John C. Martin For For Management 1.8 Elect Director Gordon E. Moore For For Management 1.9 Elect Director Nicholas G. Moore For For Management 1.10 Elect Director Richard J. Whitley For For Management 1.11 Elect Director Gayle E. Wilson For For Management 1.12 Elect Director Per Wold-Olsen For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Reduce Supermajority Vote For For Management Requirement 5 Provide Right to Call Special For For Management Meeting 6 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 7 Advisory Vote on Say on Pay One Year One Year Management Frequency -------------------------------------------------------------------------------- Page 16 HALLIBURTON COMPANY Ticker: HAL Security ID: 406216101 Meeting Date: MAY 19, 2011 Meeting Type: Annual Record Date: MAR 21, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Alan M. Bennett For For Management 2 Elect Director James R. Boyd For For Management 3 Elect Director Milton Carroll For For Management 4 Elect Director Nance K. Dicciani For For Management 5 Elect Director S. Malcolm Gillis For For Management 6 Elect Director Abdallah S. Jum'ah For For Management 7 Elect Director David J. Lesar For For Management 8 Elect Director Robert A. Malone For For Management 9 Elect Director J Landis Martin For For Management 10 Elect Director Debra L. Reed For For Management 11 Ratify Auditors For For Management 12 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 13 Advisory Vote on Say on Pay One Year One Year Management Frequency 14 Review and Assess Human Rights Against For Shareholder Policies 15 Report on Political Contributions Against For Shareholder -------------------------------------------------------------------------------- HCP, INC. Ticker: HCP Security ID: 40414L109 Meeting Date: APR 28, 2011 Meeting Type: Annual Record Date: MAR 04, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James F. Flaherty III For For Management 2 Elect Director Christine N. Garvey For For Management 3 Elect Director David B. Henry For For Management 4 Elect Director Lauralee E. Martin For For Management 5 Elect Director Michael D. McKee For For Management 6 Elect Director Peter L. Rhein For For Management 7 Elect Director Kenneth B. Roath For For Management 8 Elect Director Richard M. Rosenberg For For Management 9 Elect Director Joseph P. Sullivan For For Management 10 Ratify Auditors For For Management 11 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 12 Advisory Vote on Say on Pay One Year One Year Management Frequency -------------------------------------------------------------------------------- Page 17 HEWLETT-PACKARD COMPANY Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 23, 2011 Meeting Type: Annual Record Date: JAN 24, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director M. L. Andreessen For For Management 2 Elect Director L. Apotheker For For Management 3 Elect Director L.T. Babbio, Jr. For Against Management 4 Elect Director S.M. Baldauf For Against Management 5 Elect Director S. Banerji For For Management 6 Elect Director R.L. Gupta For For Management 7 Elect Director J.H. Hammergren For For Management 8 Elect Director R.J. Lane For For Management 9 Elect Director G.M. Reiner For For Management 10 Elect Director P.F. Russo For For Management 11 Elect Director D. Senequier For For Management 12 Elect Director G.K. Thompson For Against Management 13 Elect Director M.C. Whitman For For Management 14 Ratify Auditors For For Management 15 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 16 Advisory Vote on Say on Pay One Year One Year Management Frequency 17 Approve Qualified Employee Stock For For Management Purchase Plan 18 Amend Executive Incentive Bonus Plan For For Management -------------------------------------------------------------------------------- HUDSON CITY BANCORP, INC. Ticker: HCBK Security ID: 443683107 Meeting Date: APR 19, 2011 Meeting Type: Annual Record Date: MAR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Ronald E. For For Management Hermance, Jr. 2 Elect Director William G. Bardel For For Management 3 Elect Director Scott A. Belair For For Management 4 Elect Director Cornelius E. Golding For For Management 5 Ratify Auditors For For Management 6 Approve Omnibus Stock Plan For For Management 7 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 8 Advisory Vote on Say on Pay One Year One Year Management Frequency 9 Declassify the Board of Directors Against For Shareholder -------------------------------------------------------------------------------- INTEL CORPORATION Ticker: INTC Security ID: 458140100 Meeting Date: MAY 19, 2011 Meeting Type: Annual Record Date: MAR 21, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Charlene Barshefsky For For Management 2 Elect Director Susan L. Decker For For Management 3 Elect Director John J. Donahoe For For Management 4 Elect Director Reed E. Hundt For For Management 5 Elect Director Paul S. Otellini For For Management 6 Elect Director James D. Plummer For For Management 7 Elect Director David S. Pottruck For For Management 8 Elect Director Jane E. Shaw For For Management 9 Elect Director Frank D. Yeary For For Management 10 Elect Director David B. Yoffie For For Management 11 Ratify Auditors For For Management Page 18 12 Amend Omnibus Stock Plan For For Management 13 Amend Qualified Employee Stock For For Management Purchase Plan 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay None One Year Management Frequency -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORPORATION Ticker: IBM Security ID: 459200101 Meeting Date: APR 26, 2011 Meeting Type: Annual Record Date: FEB 25, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director A. J. P. Belda For For Management 2 Elect Director W. R. Brody For For Management 3 Elect Director K. I. Chenault For For Management 4 Elect Director M. L. Eskew For For Management 5 Elect Director S. A. Jackson For For Management 6 Elect Director A. N. Liveris For For Management 7 Elect Director W. J. McNerney, Jr. For For Management 8 Elect Director J. W. Owens For For Management 9 Elect Director S. J. Palmisano For For Management 10 Elect Director J. E. Spero For For Management 11 Elect Director S. Taurel For For Management 12 Elect Director L. H. Zambrano For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay Three Years One Year Management Frequency 16 Provide for Cumulative Voting Against For Shareholder 17 Report on Political Contributions Against For Shareholder 18 Report on Lobbying Expenses Against For Shareholder -------------------------------------------------------------------------------- KIMBERLY-CLARK CORPORATION Ticker: KMB Security ID: 494368103 Meeting Date: APR 21, 2011 Meeting Type: Annual Record Date: FEB 22, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John R. Alm For For Management 2 Elect Director John F. Bergstrom For For Management 3 Elect Director Abelardo E. Bru For For Management 4 Elect Director Robert W. Decherd For For Management 5 Elect Director Thomas J. Falk For For Management 6 Elect Director Mae C. Jemison For For Management 7 Elect Director James M. Jenness For For Management 8 Elect Director Nancy J. Karch For For Management 9 Elect Director Ian C. Read For For Management 10 Elect Director Linda Johnson Rice For For Management 11 Elect Director Marc J. Shapiro For For Management 12 Elect Director G. Craig Sullivan For For Management 13 Ratify Auditors For For Management 14 Approve Non-Employee Director For For Management Omnibus Stock Plan Page 19 15 Approve Omnibus Stock Plan For For Management 16 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 17 Advisory Vote on Say on Pay One Year One Year Management Frequency -------------------------------------------------------------------------------- L-3 COMMUNICATIONS HOLDINGS, INC. Ticker: LLL Security ID: 502424104 Meeting Date: APR 26, 2011 Meeting Type: Annual Record Date: MAR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director H. Hugh Shelton For For Management 1.2 Elect Director Michael T. Strianese For For Management 1.3 Elect Director John P. White For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay One Year One Year Management Frequency -------------------------------------------------------------------------------- LEGGETT & PLATT, INCORPORATED Ticker: LEG Security ID: 524660107 Meeting Date: MAY 12, 2011 Meeting Type: Annual Record Date: MAR 07, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Robert E. Brunner For For Management 2 Elect Director Ralph W. Clark For For Management 3 Elect Director R. Ted Enloe, III For For Management 4 Elect Director Richard T. Fisher For For Management 5 Elect Director Matthew C. Flanigan For For Management 6 Elect Director Karl G. Glassman For For Management 7 Elect Director Ray A. Griffith For For Management 8 Elect Director David S. Haffner For For Management 9 Elect Director Joseph W. McClanathan For For Management 10 Elect Director Judy C. Odom For For Management 11 ElectElect Director Maurice E. For For Management Purnell, Jr. 12 Elect Director Phoebe A. Wood For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay Three Years One Year Management Frequency 16 Amend EEO Policy to Prohibit Against For Shareholder Discrimination based on Sexual Orientation and Gender Identity -------------------------------------------------------------------------------- Page 20 LOCKHEED MARTIN CORPORATION Ticker: LMT Security ID: 539830109 Meeting Date: APR 28, 2011 Meeting Type: Annual Record Date: MAR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Nolan D. Archibald For For Management 2 Elect Director Rosalind G. Brewer For For Management 3 Elect Director David B. Burritt For For Management 4 Elect Director James O. Ellis, Jr. For For Management 5 Elect Director Thomas J. Falk For For Management 6 Elect Director Gwendolyn S. King For For Management 7 Elect Director James M. Loy For For Management 8 Elect Director Douglas H. For For Management McCorkindale 9 Elect Director Joseph W. Ralston For For Management 10 Elect Director Anne Stevens For For Management 11 Elect Director Robert J. Stevens For For Management 12 Ratify Auditors For For Management 13 Approve Omnibus Stock Plan For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay One Year One Year Management Frequency 16 Provide Right to Act by Written Against For Shareholder Consent -------------------------------------------------------------------------------- LULULEMON ATHLETICA INC. Ticker: LULU Security ID: 550021109 Meeting Date: JUN 08, 2011 Meeting Type: Annual Record Date: APR 19, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael Casey For For Management 1.2 Elect Director RoAnn Costin For For Management 1.3 Elect Director R. Brad Martin For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Three Years One Year Management Frequency 5 Amend Omnibus Stock Plan For For Management 6 Approve Executive Incentive Bonus For For Management Plan 7 Approve Stock Split For For Management -------------------------------------------------------------------------------- MASSEY ENERGY COMPANY Ticker: MEE Security ID: 576206106 Meeting Date: OCT 06, 2010 Meeting Type: Special Record Date: AUG 27, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Declassify the Board of Directors For For Management 2 Eliminate Cumulative Voting For For Management 3 Reduce Supermajority Vote For For Management Requirement Relating to Bylaw Amendments 4 Reduce Supermajority Vote For For Management Requirement Relating to Business Combinations 5 Provide Right to Call Special For For Management Meeting 6 Increase Authorized Common Stock For For Management -------------------------------------------------------------------------------- Page 21 MASSEY ENERGY COMPANY Ticker: MEE Security ID: 576206106 Meeting Date: JUN 01, 2011 Meeting Type: Special Record Date: APR 27, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management -------------------------------------------------------------------------------- MCDONALD'S CORPORATION Ticker: MCD Security ID: 580135101 Meeting Date: MAY 19, 2011 Meeting Type: Annual Record Date: MAR 22, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Susan E. Arnold For For Management 2 Elect Director Richard H. Lenny For For Management 3 Elect Director Cary D. McMillan For For Management 4 Elect Director Sheila A. Penrose For For Management 5 Elect Director James A. Skinner For For Management 6 Ratify Auditors For For Management 7 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 8 Advisory Vote on Say on Pay One Year One Year Management Frequency 9 Reduce Supermajority Vote For For Management Requirement for Transactions With Interested Shareholders 10 Reduce Supermajority Vote For For Management Requirement Relating to the Board of Directors 11 Reduce Supermajority Vote For For Management Requirement for Shareholder Action 12 Declassify the Board of Directors Against For Shareholder 13 Require Suppliers to Adopt CAK Against Against Shareholder 14 Report on Policy Responses to Against Against Shareholder Children's Health Concerns and Fast Food 15 Report on Beverage Container Against For Shareholder Environmental Strategy -------------------------------------------------------------------------------- MEADWESTVACO CORPORATION Ticker: MWV Security ID: 583334107 Meeting Date: APR 18, 2011 Meeting Type: Annual Record Date: MAR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Michael E. Campbell For For Management 2 Elect Director Thomas W. Cole, Jr. For For Management 3 Elect Director James G. Kaiser For For Management 4 Elect Director Richard B. Kelson For For Management 5 Elect Director James M. Kilts For For Management 6 Elect Director Susan J. Kropf For For Management 7 Elect Director Douglas S. Luke For For Management 8 Elect Director John A. Luke, Jr. For For Management Page 22 9 Elect Director Robert C. McCormack For For Management 10 Elect Director Timothy H. Powers For For Management 11 Elect Director Jane L. Warner For For Management 12 Ratify Auditors For For Management 13 Amend Omnibus Stock Plan For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay One Year One Year Management Frequency -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 16, 2010 Meeting Type: Annual Record Date: SEP 03, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven A. Ballmer For For Management 2 Elect Director Dina Dublon For For Management 3 Elect Director William H. Gates III For For Management 4 Elect Director Raymond V. Gilmartin For For Management 5 Elect Director Reed Hastings For For Management 6 Elect Director Maria M. Klawe For For Management 7 Elect Director David F. Marquardt For For Management 8 Elect Director Charles H. Noski For For Management 9 Elect Director Helmut Panke For For Management 10 Ratify Auditors For For Management 11 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Environmental Sustainability -------------------------------------------------------------------------------- NEW YORK COMMUNITY BANCORP, INC. Ticker: NYB Security ID: 649445103 Meeting Date: JUN 02, 2011 Meeting Type: Annual Record Date: APR 07, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dominick Ciampa For For Management 1.2 Elect Director W.C. Frederick For For Management 1.3 Elect Director Max L. Kupferberg For For Management 1.4 Elect Director Spiros J. Voutsinas For For Management 1.5 Elect Director Robert Wann For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Amend Omnibus Stock Plan For For Management 5 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 6 Advisory Vote on Say on Pay Three Years One Year Management Frequency -------------------------------------------------------------------------------- Page 23 NUCOR CORPORATION Ticker: NUE Security ID: 670346105 Meeting Date: MAY 12, 2011 Meeting Type: Annual Record Date: MAR 14, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter C. Browning For For Management 1.2 Elect Director Victoria F. Haynes For For Management 1.3 Elect Director Christopher J. For For Management Kearney 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Three Years One Year Management Frequency 5 Require a Majority Vote for the Against For Shareholder Election of Directors 6 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- OCCIDENTAL PETROLEUM CORPORATION Ticker: OXY Security ID: 674599105 Meeting Date: MAY 06, 2011 Meeting Type: Annual Record Date: MAR 15, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Spencer Abraham For For Management 2 Elect Director Howard I. Atkins For For Management 3 Elect Director Stephen I. Chazen For For Management 4 Elect Director Edward P. Djerejian For Against Management 5 Elect Director John E. Feick For For Management 6 Elect Director Margaret M. Foran For For Management 7 Elect Director Carlos M. Gutierrez For For Management 8 Elect Director Ray R. Irani For Against Management 9 Elect Director Avedick B. Poladian For For Management 10 Elect Director Rodolfo Segovia For Against Management 11 Elect Director Aziz D. Syriani For Against Management 12 Elect Director Rosemary Tomich For Against Management 13 Elect Director Walter L. Weisman For Against Management 14 Ratify Auditors For For Management 15 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 16 Advisory Vote on Say on Pay None One Year Management Frequency 17 Review Political Expenditures and Against For Shareholder Processes 18 Request Director Nominee with Against Against Shareholder Environmental Qualifications -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 04, 2011 Meeting Type: Annual Record Date: MAR 04, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director S.L. Brown For For Management 2 Elect Director I.M. Cook For For Management 3 Elect Director D. Dublon For For Management 4 Elect Director V.J. Dzau For For Management 5 Elect Director R.L. Hunt For For Management 6 Elect Director A. Ibarguen For For Management Page 24 7 Elect Director A.C. Martinez For For Management 8 Elect Director I.K. Nooyi For For Management 9 Elect Director S.P. Rockefeller For For Management 10 Elect Director J.J. Schiro For For Management 11 Elect Director L.G. Trotter For For Management 12 Elect Director D. Vasella For For Management 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 14 Advisory Vote on Say on Pay Three Years One Year Management Frequency 15 Ratify Auditors For For Management 16 Adopt Majority Voting for For For Management Uncontested Election of Directors 17 Amend Articles/Bylaws/Charter -- Against For Shareholder Call Special Meetings 18 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PETR4 Security ID: 71654V408 Meeting Date: AUG 12, 2010 Meeting Type: Special Record Date: AUG 04, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Ratify Engagement of For For Management PricewaterhouseCoopers Corporate Finance and Recovery Ltda to Prepare Valuation Report of Four Federal Treasury Bills to Be Used by Shareholders to Pay for Shares Subscribed in Primary Public Offering 2 Approve PricewaterhouseCoopers For For Management Corporate Finance and Recovery Ltda's Valuation Report 3 Authorize Board to Ratify and For For Management Execute Approved Resolutions -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PETR4 Security ID: 71654V408 Meeting Date: DEC 07, 2010 Meeting Type: Special Record Date: NOV 19, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Agreement to Absorb Marlim For For Management Participacoes S.A. 2 Approve Agreement to Absorb Nova For For Management Marlim Participacoes S.A. 3 Appoint KPMG Auditores For For Management Independentes to Appraise Proposed Merger 4 Approve Appraisal of Proposed Merger For For Management 5 Approve Absorption of Marlim For For Management Participacoes S.A. and Nova Marlim Participacoes S.A. -------------------------------------------------------------------------------- Page 25 PETROLEO BRASILEIRO SA-PETROBRAS Ticker: PETR4 Security ID: 71654V408 Meeting Date: JAN 31, 2011 Meeting Type: Special Record Date: JAN 03, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Agreement to Absorb Comperj For For Management Petroquimicos Basicos SA 2 Approve Agreement to Absorb Comperj For For Management PET SA 3 Appoint Independent Firm to For For Management Appraise Proposed Mergers 4 Approve Independent Firm's Appraisal For For Management 5 Approve Absorption of Comperj For For Management Petroquimicos Basicos SA and Comperj PET SA 6 Amend Articles to Reflect Changes For For Management in Capital 7 Amend Article 4 to Eliminate For For Management Authorized Capital Limit 8 Amend Article 4 to Specify that For For Management Share Issuances Will be Submitted to Shareholder Meetings 9 Renumber Articles For For Management 10 Renumber Articles For For Management 11 Amend Articles For For Management 12 Amend Articles For For Management 13 Amend Articles For For Management -------------------------------------------------------------------------------- PETROLEO BRASILEIRO SA-PETROBRAS Ticker: PETR4 Security ID: 71654V408 Meeting Date: APR 04, 2011 Meeting Type: Special Record Date: MAR 23, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Article 20 For For Management 2.1 Approve Agreement to Absorb For For Management Companhia Mexilhao do Brasil 2.2 Appoint KPMG to Appraise Proposed For For Management Absorption 2.3 Approve KPMG's Appraisal For For Management 2.4 Approve Absorption of Companhia For For Management Mexilhao do Brasil 2.5 Authorize Board to Ratify and For For Management Execute Approved Resolutions -------------------------------------------------------------------------------- Page 26 PETROLEO BRASILEIRO SA-PETROBRAS Ticker: PETR4 Security ID: 71654V408 Meeting Date: APR 28, 2011 Meeting Type: Annual/Special Record Date: APR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2010 2 Approve Capital Budget for Upcoming For For Management Fiscal Year 3 Approve Allocation of Income and For For Management Dividends 4 Elect Directors For Against Management 5 Elect Board Chairman For For Management 6 Elect Fiscal Council Members For For Management 7 Approve Remuneration of Executive For For Management Officers, Non-Executive Directors, and Fiscal Council Members 1 Authorize Capitalization of For For Management Reserves without Issuance of New Shares -------------------------------------------------------------------------------- POTASH CORPORATION OF SASKATCHEWAN INC. Ticker: POT Security ID: 73755L107 Meeting Date: MAY 12, 2011 Meeting Type: Annual/Special Record Date: MAR 16, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. M. Burley For For Management 1.2 Elect Director W. J. Doyle For For Management 1.3 Elect Director J. W. Estey For For Management 1.4 Elect Director C. S. Hoffman For For Management 1.5 Elect Director D. J. Howe For For Management 1.6 Elect Director A. D. Laberge For For Management 1.7 Elect Director K. G. Martell For For Management 1.8 Elect Director J. J. McCaig For For Management 1.9 Elect Director M. Mogford For For Management 1.10 Elect Director P. J. Schoenhals For For Management 1.11 Elect Director E. R. Stromberg For For Management 1.12 Elect Director E. Viyella de Paliza For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Approve 2011 Performance Option Plan For For Management 4 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- QUALCOMM INCORPORATED Ticker: QCOM Security ID: 747525103 Meeting Date: MAR 08, 2011 Meeting Type: Annual Record Date: JAN 10, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara T. Alexander For For Management 1.2 Elect Director Stephen M. Bennett For For Management 1.3 Elect Director Donald G. Cruickshank For For Management 1.4 Elect Director Raymond V. Dittamore For For Management 1.5 Elect Director Thomas W. Horton For For Management 1.6 Elect Director Irwin Mark Jacobs For For Management 1.7 Elect Director Paul E. Jacobs For For Management 1.8 Elect Director Robert E. Kahn For For Management 1.9 Elect Director Sherry Lansing For For Management 1.10 Elect Director Duane A. Nelles For For Management Page 27 1.11 Elect Director Francisco Ros For For Management 1.12 Elect Director Brent Scowcroft For For Management 1.13 Elect Director Marc I. Stern For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock For For Management Purchase Plan 4 Ratify Auditors For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Advisory Vote on Say on Pay Three Years One Year Management Frequency 7 Require a Majority Vote for the Against For Shareholder Election of Directors -------------------------------------------------------------------------------- RESEARCH IN MOTION LTD Ticker: RIM Security ID: 760975102 Meeting Date: JUL 13, 2010 Meeting Type: Annual Record Date: MAY 25, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect James L. Balsillie as Director For For Management 1.2 Elect Mike Lazaridis as Director For For Management 1.3 Elect James Estill as Director For For Management 1.4 Elect David Kerr as Director For For Management 1.5 Elect Roger Martin as Director For For Management 1.6 Elect John Richardson as Director For For Management 1.7 Elect Barbara Stymiest as Director For For Management 1.8 Elect Antonio Viana-Baptista as For For Management Director 1.9 Elect John Wetmore as Director For For Management 2 Approve Ernst & Young LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration -------------------------------------------------------------------------------- SANDISK CORPORATION Ticker: SNDK Security ID: 80004C101 Meeting Date: JUN 07, 2011 Meeting Type: Annual Record Date: APR 11, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael Marks For For Management 1.2 Elect Director Kevin DeNuccio For For Management 1.3 Elect Director Irwin Federman For For Management 1.4 Elect Director Steven J. Gomo For For Management 1.5 Elect Director Eddy W. Hartenstein For For Management 1.6 Elect Director Chenming Hu For For Management 1.7 Elect Director Catherine P. Lego For For Management 1.8 Elect Director Sanjay Mehrotra For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Qualified Employee Stock For For Management Purchase Plan 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Advisory Vote on Say on Pay One Year One Year Management Frequency -------------------------------------------------------------------------------- Page 28 TEMPLETON DRAGON FUND, INC. Ticker: TDF Security ID: 88018T101 Meeting Date: MAY 27, 2011 Meeting Type: Annual Record Date: APR 01, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Harris J. Ashton For For Management 1.2 Elect Director Frank J. Crothers For For Management 1.3 Elect Director J. Michael Luttig For For Management 1.4 Elect Director Constantine D. For For Management Tseretopoulos 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- THE CLOROX COMPANY Ticker: CLX Security ID: 189054109 Meeting Date: NOV 17, 2010 Meeting Type: Annual Record Date: SEP 20, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Daniel Boggan, Jr. For For Management 2 Elect Director Richard H. Carmona For For Management 3 Elect Director Tully M. Friedman For For Management 4 Elect Director George J. Harad For For Management 5 Elect Director Donald R. Knauss For For Management 6 Elect Director Robert W. Matschullat For For Management 7 Elect Director Gary G. Michael For For Management 8 Elect Director Edward A. Mueller For For Management 9 Elect Director Jan L. Murley For For Management 10 Elect Director Pamela Thomas-Graham For For Management 11 Elect Director Carolyn M. Ticknor For For Management 12 Ratify Auditors For For Management 13 Amend Omnibus Stock Plan For For Management 14 Amend Executive Incentive Bonus Plan For For Management 15 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- THE GOLDMAN SACHS GROUP, INC. Ticker: GS Security ID: 38141G104 Meeting Date: MAY 06, 2011 Meeting Type: Annual Record Date: MAR 07, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lloyd C. Blankfein For For Management 2 Elect Director John H. Bryan For For Management 3 Elect Director Gary D. Cohn For For Management 4 Elect Director Claes Dahlback For For Management 5 Elect Director Stephen Friedman For For Management 6 Elect Director William W. George For For Management 7 Elect Director James A. Johnson For For Management 8 Elect Director Lois D. Juliber For For Management 9 Elect Director Lakshmi N. Mittal For For Management Page 29 10 Elect Director James J. Schiro For For Management 11 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 12 Advisory Vote on Say on Pay One Year One Year Management Frequency 13 Ratify Auditors For For Management 14 Provide for Cumulative Voting Against For Shareholder 15 Amend Bylaws-- Call Special Meetings Against For Shareholder 16 Stock Retention/Holding Period Against For Shareholder 17 Review Executive Compensation Against Against Shareholder 18 Report on Climate Change Business Against Against Shareholder Risks 19 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- THE WILLIAMS COMPANIES, INC. Ticker: WMB Security ID: 969457100 Meeting Date: MAY 19, 2011 Meeting Type: Annual Record Date: MAR 28, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Alan S. Armstrong For For Management 2 Elect Director Joseph R. Cleveland For For Management 3 Elect Director Juanita H. Hinshaw For For Management 4 Elect Director Frank T. MacInnis For For Management 5 Elect Director Janice D. Stoney For For Management 6 Elect Director Laura A. Sugg For For Management 7 Ratify Auditors For For Management 8 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 9 Advisory Vote on Say on Pay One Year One Year Management Frequency -------------------------------------------------------------------------------- TOTAL SA Ticker: FP Security ID: 89151E109 Meeting Date: MAY 13, 2011 Meeting Type: Annual/Special Record Date: APR 05, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Accept Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 2.28 per Share 4 Approve Auditors' Special Report on For For Management Related-Party Transactions 5 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 6 Reelect Patricia Barbizet as For Against Management Director 7 Reelect Paul Desmarais Jr. as For Against Management Director 8 Reelect Claude Mandil as Director For For Management 9 Elect Marie-Christine Coisne as For For Management Director 10 Elect Barbara Kux as Director For For Management 11 Authorize up to 0.8 Percent of For For Management Issued Capital for Use in Restricted Stock Plan A Amend Article 9 of Bylaws Re: Share Against Against Shareholder Ownership Disclosure Threshold Publication -------------------------------------------------------------------------------- Page 30 UNION PACIFIC CORPORATION Ticker: UNP Security ID: 907818108 Meeting Date: MAY 05, 2011 Meeting Type: Annual Record Date: FEB 28, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Andrew H. Card, Jr. For For Management 1.2 Elect Director Erroll B. Davis, Jr. For For Management 1.3 Elect Director Thomas J. Donohue For For Management 1.4 Elect Director Archie W. Dunham For For Management 1.5 Elect Director Judith Richards Hope For For Management 1.6 Elect Director Charles C. Krulak For For Management 1.7 Elect Director Michael R. McCarthy For For Management 1.8 Elect Director Michael W. McConnell For For Management 1.9 Elect Director Thomas F. McLarty III For For Management 1.10 Elect Director Steven R. Rogel For For Management 1.11 Elect Director Jose H. Villarreal For For Management 1.12 Elect Director James R. Young For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay One Year One Year Management Frequency 5a Reduce Supermajority Vote For For Management Requirement Relating to Preference Rights of Preferred Stock 5b Reduce Supermajority Vote For For Management Requirement Relating to Removal of Directors 5c Reduce Supermajority Vote For For Management Requirement Relating to Amendments to Authorized Capital Stock 6 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- UNITED CONTINENTAL HOLDINGS, INC. Ticker: UAL Security ID: 910047109 Meeting Date: JUN 08, 2011 Meeting Type: Annual Record Date: APR 11, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kirbyjon H. Caldwell For For Management 1.2 Elect Director Carolyn Corvi For For Management 1.3 Elect Director W. James Farrell For For Management 1.4 Elect Director Jane C. Garvey For For Management 1.5 Elect Director Walter Isaacson For For Management 1.6 Elect Director Henry L. Meyer III For For Management 1.7 Elect Director Oscar Munoz For For Management 1.8 Elect Director James J. O'Connor For For Management 1.9 Elect Director Laurence E. Simmons For For Management 1.10 Elect Director Jeffery A. Smisek For For Management 1.11 Elect Director Glenn F. Tilton For For Management 1.12 Elect Director David J. Vitale For For Management 1.13 Elect Director John H. Walker For For Management 1.14 Elect Director Charles A. Yamarone For For Management Page 31 UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: MAY 23, 2011 Meeting Type: Annual Record Date: MAR 24, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director William C. For For Management Ballard, Jr. 2 Elect Director Richard T. Burke For For Management 3 Elect Director Robert J. Darretta For For Management 4 Elect Director Stephen J. Hemsley For For Management 5 Elect Director Michele J. Hooper For For Management 6 Elect Director Rodger A. Lawson For For Management 7 Elect Director Douglas W. For For Management Leatherdale 8 Elect Director Glenn M. Renwick For For Management 9 Elect Director Kenneth I. Shine For For Management 10 Elect Director Gail R. Wilensky For For Management 11 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 12 Advisory Vote on Say on Pay One Year One Year Management Frequency 13 Approve Omnibus Stock Plan For For Management 14 Amend Qualified Employee Stock For For Management Purchase Plan 15 Ratify Auditors For For Management -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC. Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 05, 2011 Meeting Type: Annual Record Date: MAR 07, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Richard L. Carrion For For Management 2 Elect Director M. Frances Keeth For For Management 3 Elect Director Robert W. Lane For For Management 4 Elect Director Lowell C. Mcadam For For Management 5 Elect Director Sandra O. Moose For For Management 6 Elect Director Joseph Neubauer For For Management 7 Elect Director Donald T. Nicolaisen For For Management 8 Elect Director Clarence Otis, Jr. For For Management 9 Elect Director Hugh B. Price For For Management 10 Elect Director Ivan G. Seidenberg For For Management 11 Elect Director Rodney E. Slater For For Management 12 Elect Director John W. Snow For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Advisory Vote on Say on Pay One Year One Year Management Frequency 16 Disclose Prior Government Service Against Against Shareholder 17 Performance-Based Equity Awards Against For Shareholder 18 Restore or Provide for Cumulative Against For Shareholder Voting 19 Amend Articles/Bylaws/Charter -- Against For Shareholder Call Special Meetings -------------------------------------------------------------------------------- Page 32 VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 27, 2011 Meeting Type: Annual Record Date: DEC 03, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Declassify the Board of Directors For For Management 2 Adopt Majority Voting for For For Management Uncontested Election of Directors 3.1 Elect Director Gary P. Coughlan For For Management 3.2 Elect Director Mary B. Cranston For For Management 3.3 Elect Director Francisco Javier For For Management Fernandez-Carbajal 3.4 Elect Director Robert W. Matschullat For For Management 3.5 Elect Director Cathy E. Minehan For For Management 3.6 Elect Director Suzanne Nora Johnson For For Management 3.7 Elect Director David J. Pang For For Management 3.8 Elect Director Joseph W. Saunders For For Management 3.9 Elect Director William S. Shanahan For For Management 3.10 Elect Director John A. Swainson For For Management 4.1 Elect Director Suzanne Nora Johnson For For Management 4.2 Elect Director Joseph W. Saunders For For Management 4.3 Elect Director John A. Swainson For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Advisory Vote on Say on Pay One Year One Year Management Frequency 7 Amend Executive Incentive Bonus Plan For For Management 8 Ratify Auditors For For Management ======== END NPX REPORT Page 33 SIGNATURES [See General Instruction F] Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) George Aylward By (Signature and Title)* /s/ George Aylward, President Date 7/27/11 * Print the name and title of each signing officer under his or her signature. 3