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:                     811-08299

Exact name of registrant as specified in charter:       Oppenheimer International
                                                        Small Company Fund

Address of principal executive offices:                 6803 South Tucson Way
                                                        Centennial, CO 80112

Name and address of agent for service:                  Two World Financial Center
                                                        225 Liberty Street
                                                        New York, NY 10281-1008

Registrant's telephone number, including area code:     303-768-3200

Date of fiscal year end:                                8/31

Date of reporting period:                               07/01/2004-06/30/2005

Item 1.           Proxy Voting Record




******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-08299
Reporting Period: 07/01/2004 - 06/30/2005
Oppenheimer International Small Company Fund









================= OPPENHEIMER INTERNATIONAL SMALL COMPANY FUND =================


APOLLO HOSPITALS

Ticker:                      Security ID:  INE437A01016
Meeting Date: MAY 24, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Issuance of 1 Million Warrants to For       Against    Management
      the Promoters
2     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights up to $60 Million
3     Amend Articles Re: Board Meetings and     For       For        Management
      Committees
4     Approve Increase in Limit on Foreign      For       For        Management
      Shareholdings to 74 Percent


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APOLLO HOSPITALS

Ticker:                      Security ID:  INE437A01016
Meeting Date: SEP 14, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 3.50 Per Share   For       For        Management
3     Reappoint P.O. Reddy as Director          For       For        Management
4     Reappoint R. Ahamed as Director           For       For        Management
5     Reappoint N. Vaghul as Director           For       For        Management
6     Reappoint T.K. Balaji as Director         For       For        Management
7     Appoint S. Viswanathan, Chennai as        For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration


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APOLLO HOSPITALS

Ticker:                      Security ID:  INE437A01016
Meeting Date: SEP 2, 2004    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Private Placement of up to 2.1    For       For        Management
      Million Shares in Temasek Capital
      (Private) Ltd.


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ARVIND MILLS LTD.

Ticker:                      Security ID:  INE034A01011
Meeting Date: AUG 7, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends                         For       For        Management
3     Reappoint D.M. Satwalekar as Director     For       For        Management
4     Reappoint A.N. Lalbhai as Director        For       For        Management
5     Approve Sorab S. Engineer as Auditor and  For       For        Management
      Authorize Board to Fix Their Remuneration


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ARVIND MILLS LTD.

Ticker:                      Security ID:  INE034A01011
Meeting Date: MAY 30, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Issuance of up to 14 Million      For       For        Management
      Equity or Equity-Linked Securities
      without Preemptive Rights


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ASHOK LEYLAND

Ticker:                      Security ID:  INE208A01029
Meeting Date: JUL 29, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 0.75 Per Share   For       For        Management
3     Reappoint R.J. Shahaney as Director       For       For        Management
4     Approve Retirement of P.K. Choksey as     For       For        Management
      Director
5     Reappoint A.K. Das as Director            For       For        Management
6     Reappoint F. Sahami as Director           For       For        Management
7     Approve M.S. Krishnaswami & Raja and      For       For        Management
      Deloitte Haskins & Sells as Joint
      Auditors and Authorize Board to Fix Their
      Remuneration
8     Approve Pledging of Assets for Debt       For       For        Management


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AUFEMININ.COM

Ticker:                      Security ID:  FR0004042083
Meeting Date: MAY 27, 2005   Meeting Type: Annual/Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       For        Management
      Discharge Directors
2     Approve Allocation of Income and Omission For       For        Management
      of Dividends
3     Approve Standard Accounting Transfers of  For       For        Management
      EUR 10 Million from Retained Earnings to
      Issue Premium Account
4     Accept Consolidated Financial Statements  For       For        Management
      and Statutory Reports
5     Approve Special Auditors' Report          For       Against    Management
      Regarding Related-Party Transactions
6     Authorize Issuance of 371,957 Shares to   For       Against    Management
      Satisfy Conversion Warrants
7     Authorize Filing of Required              For       For        Management
      Documents/Other Formalities
8     Approve Issuance of 500,000 Warrants      For       Against    Management
9     Approve Accounting Transfer from Issue    For       Against    Management
      Premium Account to Special Reserve for
      Payment of Warrants
10    Authorize Filing of Required              For       For        Management
      Documents/Other Formalities


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B & B GROUP HOLDINGS LTD. (FRMRLY B & B NATURAL PRODUCTS LTD

Ticker:                      Security ID:  KYG0898T1040
Meeting Date: FEB 18, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Issuance of Shares Pursuant to    For       Against    Management
      the Share Option Scheme of Aptus Holdings
      Ltd.


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B & B GROUP HOLDINGS LTD. (FRMRLY B & B NATURAL PRODUCTS LTD

Ticker:                      Security ID:  KYG0898T1040
Meeting Date: NOV 1, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports for the Year Ended June 30, 2004
2     Approve Final Dividend for the Year Ended For       For        Management
      June 30, 2004
3a    Elect Madam Cheung Kwai Lan as Director   For       For        Management
3b    Elect Chan Tung Mei as Director           For       For        Management
3c    Reelect Tsui Wing Tak as Director         For       For        Management
3d    Authorize Board to Fix Directors'         For       For        Management
      Remuneration
4     Reappoint W.H. Tang & Partners CPA Ltd.   For       For        Management
      as Auditors and Authorize Board to Fix
      Their Remuneration
5     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
6     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
7     Authorize Reissuance of Repurchased       For       For        Management
      Shares
8     Approve Issuance of Shares Pursuant to    For       Against    Management
      the Share Option Scheme
9     Approve Issuance of Shares Pursuant to    For       Against    Management
      the Share Option Scheme of Aptus Holdings
      Ltd.
10    Change Company Name to B & B Group        For       For        Management
      Holdings Limited
11    Amend Articles Re: Voting at General      For       For        Management
      Meetings, Nomination of Directors,
      Material Interest of Directors in
      Contracts Entered into by the Company


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BALAJI TELEFILMS LTD.

Ticker:                      Security ID:  INE794B01026
Meeting Date: AUG 27, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 3 Per Share      For       For        Management
3     Reappoint A. Chudasama as Director        For       For        Management
4     Approve Deloitte Haskins and Sells as     For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
5     Amend Articles of Association Re:         For       For        Management
      Executive Directors' Retirement
6     Appoint P. Sarda as Director              For       For        Management
7     Appoint T. Kapoor as Director             For       For        Management
8     Approve Appointment and Remuneration of   For       For        Management
      T. Kapoor, Executive Director
9     Approve Reappointment and Remuneration of For       For        Management
      S. Kapoor, Executive Director
10    Approve Reappointment and Remuneration of For       For        Management
      E. Kapoor, Executive Director


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BALAJI TELEFILMS LTD.

Ticker:                      Security ID:  INE794B01026
Meeting Date: FEB 25, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Adopt New Articles of Association         For       For        Management
2     Approve Remuneration of S. Kapoor,        For       For        Management
      Managing Director
3     Approve Remuneration of E. Kapoor,        For       For        Management
      Creative Director
4     Approve Commission Remuneration of J.     For       For        Management
      Kapoor, Chairman
5     Appoint M. Guthrie as Director            For       For        Management
6     Appoint J.Y.L. Lau as Director            For       For        Management


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BALAJI TELEFILMS LTD.

Ticker:                      Security ID:  INE794B01026
Meeting Date: SEP 17, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Increase in Authorized Capital to For       For        Management
      INR 150 Million
2     Amend Memorandum of Association RE:       For       For        Management
      Reflect Change in Capital
3     Amend Articles of Association RE: Reflect For       For        Management
      Change in Capital
4     Authorize Issuance of Warrants without    For       For        Management
      Preemptive Rights


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COSEL CO. LTD.

Ticker:                      Security ID:  JP3283700007
Meeting Date: AUG 12, 2004   Meeting Type: Annual
Record Date:  MAY 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 16,
      Final JY 21, Special JY 0
2     Amend Articles to: Authorize Share        For       Against    Management
      Repurchases at Board's Discretion


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CRISIL LTD. (FRMRLY. CREDIT RATING INF. SERVICE OF INDIA)

Ticker:                      Security ID:  INE007A01017
Meeting Date: JUL 21, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 10 Per Share     For       For        Management
3     Reappoint B.V. Bhargava as Director       For       For        Management
4     Reappoint B.V. Balachandran as Director   For       For        Management
5     Reappoint B.V. Bijapurkar as Director     For       For        Management
6     Approve S.B. Billimoria & Co. as Auditors For       For        Management
      and Authorize Board to Fix Their
      Remuneration
7     Appoint H.N. Sinor as Director            For       For        Management


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CRISIL LTD. (FRMRLY. CREDIT RATING INF. SERVICE OF INDIA)

Ticker:                      Security ID:  INE007A01017
Meeting Date: SEP 13, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Issuance of Shares to Employees   For       Against    Management
      of Company
2     Approve Issuance of Shares to Employees   For       Against    Management
      of Subsidiaries


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DAISHIN SECURITIES CO.

Ticker:                      Security ID:  KR7003540002
Meeting Date: MAY 27, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income and       For       For        Management
      Dividends of KRW 500 Per Common Share
2     Amend Articles of Incorporation Re:       For       For        Management
      Expansion of Permitted Business
      Objectives, Establishing Basis for
      Convertible Bonds and Warrants Issuances
3     Elect Directors                           For       For        Management
4     Elect A Non-Outside Director For A Member For       Against    Management
      of Audit Committee
5     Elect An Outside Director For A Member of For       For        Management
      Audit Committee
6     Approve Limit on Remuneration of          For       For        Management
      Directors
7     Amend Terms of Severance Payments to      For       For        Management
      Executives


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ELECTROVAYA INC.(FORMERLY ELECTROFUEL INC)

Ticker:       EFL.           Security ID:  CA28617B1013
Meeting Date: MAR 29, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. Sankar Das Gupta      For       For        Management
1.2   Elect  Director Dr. Bejoy Das Gupta       For       For        Management
1.3   Elect  Director Dr. Michael Gopikanth     For       For        Management
1.4   Elect  Director Sydney R. Mcmorran        For       For        Management
1.5   Elect  Director George Paterson           For       For        Management
2     Approve KPMG LLP as Auditors and          For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors


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ELEKTA AB

Ticker:                      Security ID:  SE0000163628
Meeting Date: SEP 21, 2004   Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Elect Chairman of Meeting                 For       For        Management
3     Prepare and Approve List of Shareholders  For       For        Management
4     Approve Agenda of Meeting                 For       For        Management
5     Designate Inspector or Shareholder        For       For        Management
      Representative(s) of Minutes of Meeting
6     Acknowledge Proper Convening of Meeting   For       For        Management
7     Receive Financial Statements and          None      None       Management
      Statutory Reports
8     Accept Financial Statements and Statutory For       For        Management
      Reports
9     Approve Allocation of Income and Omission For       Against    Management
      of Dividends
10    Approve Discharge of Board and President  For       For        Management
11    Determine Number of Members (6) and       For       For        Management
      Deputy Members (0) of Board
12    Approve Remuneration of Directors in the  For       For        Management
      Amount of SEK 500,000 for Chairman and
      SEK 220,000 for Each Other Director;
      Approve Remuneration of Auditors
13    Reelect Akbar Seddigh, Magnus Schmidt,    For       For        Management
      Carl Palmstierna, Tommy Karlsson, Laurent
      Leksell, and Hans Barella as Directors
14    Ratify Deloitte & Touche as Auditors      For       For        Management
15    Authorize Repurchase of Up to Ten Percent For       Against    Management
      of Issued Share Capital and Reissuance of
      Repurchased Shares
16    Approve Stock Option Plan for Key         For       For        Management
      Employees; Approve Creation of SEK 3.7
      Million Pool of Conditional Capital to
      Guarantee Conversion Rights
17.1  Shareholder Proposal: Authorize General   Against   For        Shareholder
      Meeting to Elect Members of Nominating
      Committee
17.2  Authorize Chairman of Board and           For       Against    Management
      Representatives of Three to Five of
      Company's Largest Shareholders to Serve
      on Nominating Committee
18    Shareholder Proposal: Question to Board   None      None       Shareholder
      Concerning Remuneration Committee Report
19    Shareholder Proposal: Authorize Board to  None      For        Shareholder
      Establish an Audit Committee


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EUROZINC MNG CORP

Ticker:       EZM.           Security ID:  CA2988041059
Meeting Date: MAY 12, 2005   Meeting Type: Annual/Special
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Fix Number of Directors at Ten (10)       For       For        Management
2.1   Elect  Director Colin K. Benner           For       For        Management
2.2   Elect  Director Alvin W. Jackson          For       For        Management
2.3   Elect  Director John A. Greig             For       For        Management
2.4   Elect  Director David Mullen              For       For        Management
2.5   Elect  Director Ryan T. Bennett           For       For        Management
2.6   Elect  Director J. Edward Fletcher        For       For        Management
2.7   Elect  Director Ronald Simkus             For       For        Management
2.8   Elect  Director John Shanahan             For       For        Management
2.9   Elect  Director Graham Mascall            For       For        Management
2.10  Elect  Director Christian Bu+             For       For        Management
3     Approve PricewaterhouseCoopers LLP as     For       For        Management
      Auditors
4     Authorize Board to Fix Remuneration of    For       For        Management
      the Auditors
5     Amend Articles Re: Pre-existing Company   For       For        Management
      Provisions
6     Approve Unlimited Capital Authorization   For       Against    Management
7     Adopt New Articles                        For       Against    Management


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FIRST QUANTUM MINERALS LTD (FORMERLY FIRST QUANTUM VENTURES

Ticker:       FM.            Security ID:  CA3359341052
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  APR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Philip K. R. Pascall as Director    For       For        Management
1.2   Elect G. Clive Newall as Director         For       For        Management
1.3   Elect Martin R. Rowley as Director        For       For        Management
1.4   Elect Robert A. Watts as Director         For       For        Management
1.5   Elect Rupert Pennant-Rea as Director      For       For        Management
1.6   Elect Peter St. George as Director        For       For        Management
1.7   Elect R. Stuart Angus as Director         For       For        Management
2     Appoint PricewaterhouseCoopers LLP        For       For        Management
      Auditors and Authorize the Audit
      Committee to Fix Remuneration of Auditors
3     Approve Continuation of Company Under     For       For        Management
      Business Corporations Act (British
      Columbia)


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FONGS INDUSTRIES CO LTD

Ticker:                      Security ID:  BMG3615C1073
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  MAY 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend HK$0.07 Per Share  For       For        Management
      and Special Dividend of HK$0.07 Per Share
3a1   Reelect Fong Sou Lam as Director          For       For        Management
3a2   Reelect Wan Wai Yung as Director          For       For        Management
3a3   Reelect Lee Che Chiu as Director          For       For        Management
3a4   Reelect Fong Kwok Leung, Kevin as         For       For        Management
      Director
3a5   Reelect Fong Kwok Chung, Bill as Director For       For        Management
3a6   Reelect Mo Yiu Leung, Jerry as Director   For       For        Management
3a7   Reelect Cheuk Hon Kin, Kelvin as Director For       For        Management
3a8   Reelect Tsui Tak Ming, William as         For       For        Management
      Director
3a9   Reelect Poon Hang Sim, Blanche as         For       For        Management
      Director
3a10  Reelect Tsui Wai Keung as Director        For       For        Management
3a11  Reelect Peter Rainer Philipp as Director  For       For        Management
3a12  Reelect Cheung Chiu Fan as Director       For       For        Management
3a13  Reelect Lui Chi Lung, Louis as Director   For       For        Management
3a14  Reelect Yuen Ming Fai as Director         For       For        Management
3b    Fix Maximum Number of Directors           For       For        Management
4     Reappoint Deloitte Touche Tohmatsu as     For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration


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FONGS INDUSTRIES CO LTD

Ticker:                      Security ID:  BMG3615C1073
Meeting Date: MAY 25, 2005   Meeting Type: Special
Record Date:  MAY 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
2     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
3     Authorize Reissuance of Repurchased       For       For        Management
      Shares


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FRENCH CONNECTION GROUP PLC

Ticker:                      Security ID:  GB0033764746
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Against    Management
      Reports
2     Approve Remuneration Report               For       Against    Management
3     Re-elect David Rockberger as Director     For       For        Management
4     Approve Final Dividend of 3.8 Pence Per   For       For        Management
      Share
5     Reappoint KPMG Audit Plc as Auditors and  For       For        Management
      Authorise the Board to Determine Their
      Remuneration
6     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 295,674
7     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 47,716


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GALLERY GOLD LTD(FRMELY GALLERY RESOURCES NL)

Ticker:                      Security ID:  AU000000GGN0
Meeting Date: NOV 16, 2004   Meeting Type: Annual
Record Date:  NOV 14, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect John Shaw as Director               For       For        Management
2     Elect Craig Munro as Director             For       For        Management
3     Elect Howard Walker as Director           For       For        Management
4     Elect Michael Curnow as Director          For       For        Management
5     Ratify Past Issuance of 54,750,000 Shares For       For        Management
      at AUD 0.25 on April 2004
6     Approve Grant of 10,000,000 Options to    For       For        Management
      Hamish Bohannan, Managing Director Under
      the Company's Share Option Plan
7     Approve Issuance of 1,600,000 Options     For       Against    Management
      Under the Company's Share Option Plan


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GEODYNAMICS LTD

Ticker:                      Security ID:  AU000000GDY4
Meeting Date: JUN 14, 2005   Meeting Type: Special
Record Date:  JUN 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Issuance of 3.23 Million Shares   For       For        Management
      for a Private Placement
2     Ratify Past Issuance of 9.80 Million      For       For        Management
      Shares


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GOODPACK

Ticker:                      Security ID:  SG1I78884307
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Adopt Financial Statements and Directors' For       For        Management
      and Auditors' Reports
2     Declare Final Tax Exempt Dividend of SGD  For       For        Management
      0.01 Per Share for the Year Ended Dec 31,
      2004
3     Approve Directors' Fees of SGD 58,046 for For       For        Management
      the Year Ended Dec 31, 2004 (2003: SGD
      60,000)
4     Reelect Liew Yat Fang as Director         For       For        Management
5     Reelect Tan Bien Chuan as Director        For       For        Management
6     Reappoint Deloitte & Touche as Auditors   For       For        Management
      and Authorize Board to Fix Their
      Remuneration
7     Approve Issuance of Shares without        For       For        Management
      Preemptive Rights
8     Approve Issuance of Shares and Grant of   For       Against    Management
      Options Pursuant to the Goodpack
      Performance Share Option Scheme


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GOODPACK

Ticker:                      Security ID:  SG1I78884307
Meeting Date: MAR 4, 2005    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Waive Requirement for Mandatory Offer to  For       For        Management
      All Shareholders


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GREAT EAGLE HOLDINGS LTD

Ticker:                      Security ID:  BMG4069C1486
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAY 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.13 Per     For       For        Management
      Share
3a    Reelect Lo To Lee Kwan as Director        For       For        Management
3b    Reelect Lo Kai Shui as Director           For       For        Management
3c    Reelect Cheng Hoi Chuen, Vincent as       For       For        Management
      Director
3d    Reelect Lo Hong Sui, Vincent as Director  For       For        Management
4     Fix Number of Directors at 15 and         For       For        Management
      Authorize Director to Appoint Additional
      Directors Up to Such Maximum Number
5     Approve Remuneration of Directors         For       For        Management
      Amounting to HK$60,000 Per Annum to Each
      Director Effective from the Year Ending
      December 31, 2005
6     Reappoint Deloitte Touche Tohmatsu as     For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
7a    Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
7b    Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
7c    Authorize Reissuance of Repurchased       For       For        Management
      Shares


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GREAT EASTERN SHIPPING LTD.

Ticker:                      Security ID:  INE017A01024
Meeting Date: JUN 24, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 9 Per Share      For       For        Management
3     Reappoint B.K. Sheth as Director          For       For        Management
4     Reappoint R.N. Sethna as Director         For       For        Management
5     Reappoint A.V. Sheth as Director          For       For        Management
6     Approve Kalyaniwalla & Mistry as Auditors For       For        Management
      and Authorize Board to Fix Their
      Remuneration
7     Approve Terms of Appointment of R.K.      For       For        Management
      Sheth, Company Officer


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HIKAL CHEMICAL INDUSTRIES LTD

Ticker:                      Security ID:  INE475B01014
Meeting Date: AUG 12, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 5 Per Share      For       For        Management
3     Reappoint P.V. Mehta as Director          For       For        Management
4     Reappoint S.M. Kheny as Director          For       For        Management
5     Approve RSM & Co. as Auditors and         For       For        Management
      Authorize Board to Fix Their Remuneration


--------------------------------------------------------------------------------

HIMATSINGKA SEIDE LTD

Ticker:                      Security ID:  INE049A01019
Meeting Date: JUL 31, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 10 Per Share     For       For        Management
3     Reappoint R. Khaitan as Director          For       For        Management
4     Reappoint A.K. Dasgupta as Director       For       For        Management
5     Approve S.B. Billimoria & Co. as Auditors For       For        Management
      and Authorize Board to Fix Their
      Remuneration
6     Approve Voluntary Delisting of Company    For       For        Management
      Shares
7     Approve Appointment and Remuneration of   For       For        Management
      D.K. Himatsingka, Managing Director
8     Approve Reappointment and Remuneration of For       For        Management
      A. Himatsingka, Executive Director
9     Approve Appointment and Remuneration of   For       For        Management
      A.K. Himatsingka, Executive Director
10    Approve Commission Remuneration of        For       For        Management
      Non-executive Directors


--------------------------------------------------------------------------------

HOOSIERS CORP.

Ticker:                      Security ID:  JP3802050009
Meeting Date: JUN 25, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 740,
      Final J740, Special JY 200
2     Amend Articles to: Expand Business Lines  For       For        Management
3.1   Appoint Internal Statutory Auditor        For       For        Management
3.2   Appoint Internal Statutory Auditor        For       For        Management
4     Approve Executive Stock Option Plan       For       For        Management


--------------------------------------------------------------------------------

HURRIYET GAZETE

Ticker:                      Security ID:  TRAHURGZ91D9
Meeting Date: APR 11, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Presiding Council of Meeting        For       Did Not    Management
                                                          Vote
2     Authorize Presiding Council to Sign       For       Did Not    Management
      Minutes of Meeting                                  Vote
3     Accept Board and Statutory Reports        For       Did Not    Management
                                                          Vote
4     Approve Donations Made in Financial Year  For       Did Not    Management
      2004                                                Vote
5     Accept Financial Statements               For       Did Not    Management
                                                          Vote
6     Approve Discharge of Board and Internal   For       Did Not    Management
      Auditors                                            Vote
7     Approve Allocation of Income              For       Did Not    Management
                                                          Vote
8     Elect Directors for 2005 Fiscal Year      For       Did Not    Management
                                                          Vote
9     Elect Internal Auditors for 2005 Fiscal   For       Did Not    Management
      Year                                                Vote
10    Approve Remuneration of Directors and     For       Did Not    Management
      Internal Auditors                                   Vote
11    Grant Permission for Board Members to     For       Did Not    Management
      Engage in Commercial Transactions with              Vote
      Company and Be Involved with Companies
      with Similar Corporate Purpose
12    Ratify Independent External Auditors      For       Did Not    Management
                                                          Vote


--------------------------------------------------------------------------------

HURRIYET GAZETE

Ticker:                      Security ID:  TRAHURGZ91D9
Meeting Date: JUL 21, 2004   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Presiding Council of Meeting        For       Did Not    Management
                                                          Vote
2     Authorize Presiding Council to Sign       For       Did Not    Management
      Minutes of Meeting                                  Vote
3     Increase Number of Directors on the Board For       Did Not    Management
      to Eight; Elect Directors                           Vote


--------------------------------------------------------------------------------

IMPRESA SGPS SA

Ticker:                      Security ID:  PTIPR0AM0000
Meeting Date: APR 20, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Allocation of Income              For       For        Management
3     Approve Discharge of Management and       For       For        Management
      Supervisory Boards
4     Ratify the Appointment of a Director      For       For        Management
5     Approve an Alternate Official Revisor of  For       For        Management
      Accounts


--------------------------------------------------------------------------------

ITOUCH PLC

Ticker:                      Security ID:  GB0009203687
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Re-elect Ivan Fallon as Director          For       For        Management
3     Re-elect Brendan Hopkins as Director      For       For        Management
4     Re-elect Christopher Rowlands as Director For       For        Management
5     Elect Roland Denning as Director          For       For        Management
6     Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors and Authorise the Board to
      Determine Their Remuneration
7     Approve Remuneration Report               For       Against    Management
8     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 1,358,504.59
9     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 203,775.69


--------------------------------------------------------------------------------

IVERNIA INC (FORMERLY IVERNIA WEST INC)

Ticker:       IVW.           Security ID:  CA46582W1086
Meeting Date: JUN 16, 2005   Meeting Type: Annual/Special
Record Date:  MAY 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Trevor Eyton               For       For        Management
1.2   Elect Director Alan De'Ath                For       For        Management
1.3   Elect Director Kenneth Sangster           For       For        Management
1.4   Elect Director Kevin Ross                 For       For        Management
1.5   Elect Director David Armstrong            For       For        Management
1.6   Elect Director Walter Murray              For       For        Management
1.7   Elect Director Peter Cassidy              For       For        Management
2     Approve PricewaterhouseCooper LLP as      For       For        Management
      Auditors and Authorize Board to Fix
      Remuneration of Auditors
3     Amend Stock Option Plan                   For       Against    Management


--------------------------------------------------------------------------------

KENNEDY-WILSON JAPAN

Ticker:                      Security ID:  JP3281630008
Meeting Date: MAR 24, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 1500, Special JY 0
2     Amend Articles to: Change Company Name to For       For        Management
      Kenedix Inc. - Expand Business Lines
3     Elect Director                            For       For        Management
4     Appoint Internal Statutory Auditor        For       For        Management
5     Approve Executive Stock Option Plan       For       Against    Management
6     Approve Adjustment to Aggregate           For       For        Management
      Compensation Ceiling for Directors and
      Statutory Auditors


--------------------------------------------------------------------------------

LECTRA SA (FORMERLY LECTRA SYSTEMES)

Ticker:                      Security ID:  FR0000065484
Meeting Date: APR 29, 2005   Meeting Type: Annual/Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       For        Management
      Statutory Reports
2     Accept Consolidated Financial Statements  For       For        Management
      and Statutory Reports
3     Approve Discharge of Directors            For       For        Management
4     Approve Allocation of Income and          For       For        Management
      Dividends of EUR 0.13 per Share
5     Approve Accounting Transfer from Special  For       For        Management
      Long-Term Capital Gains Account to
      Ordinary Reserve Documents
6     Approve Non-Tax Deductible Expenses of    For       For        Management
      EUR 115,972
7     Approve Special Auditors' Report          For       Against    Management
      Regarding Related-Party Transactions
8     Approve Remuneration of Directors in the  For       For        Management
      Aggregate Amount of EUR 80,000
9     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
10    Authorize Filing of Required              For       For        Management
      Documents/Other Formalities
1     Approve Reduction in Share Capital via    For       For        Management
      Cancellation of Repurchased Shares
2     Amend Article 6 Re: Form of Shares        For       For        Management
3     Amend Article 7 Re: Shareholder Rights    For       For        Management
4     Amend Article 22 Re: Board Powers and     For       For        Management
      Ordinary Business
5     Amend Article 26 Re: Board Powers and     For       For        Management
      Special Business
6     Authorize Up to 1.5 Percent of Issued     For       Against    Management
      Capital for Use in Restricted Stock Plan
7     Authorize Filing of Required              For       For        Management
      Documents/Other Formalities


--------------------------------------------------------------------------------

MACARTHUR COAL LTD

Ticker:                      Security ID:  AU000000MCC0
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  NOV 16, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Keith De Lacy as Director           For       For        Management
2     Elect Don Nissen as Director              For       For        Management
3     Approve Remuneration of Non-Executive     For       For        Management
      Directors in the Amount of AUD 350,000
      Per Annum
4     Approve Grant of Shares to Non-Executive  For       For        Management
      Directors in the Amount of AUD 10,000
      Each Director Per Annum in Lieu of
      Director's Fees


--------------------------------------------------------------------------------

MACDONALD DETTWILER & ASSOC.

Ticker:       MDA.           Security ID:  CA5542821031
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Daniel E. Friedmann, Robert W.      For       For        Management
      Dean, Brian J. Gibson, Brian G. Kenning,
      Robert L. Phillips, Hartley T.
      Richardson, Fares F. Salloum and Mark A.
      Shuparski as Directors
2     Ratify KPMG LLP as Auditors               For       For        Management


--------------------------------------------------------------------------------

MACMILLAN INDIA LTD

Ticker:                      Security ID:  INE943D01017
Meeting Date: JAN 7, 2005    Meeting Type: Court
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Scheme of Amalgamation with       For       For        Management
      Brigade Marketing Co. Ltd.


--------------------------------------------------------------------------------

MARICO INDUSTRIES LTD.

Ticker:                      Security ID:  INE196A01018
Meeting Date: APR 6, 2005    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Change Company Name to Marico Limited     For       For        Management


--------------------------------------------------------------------------------

MARICO INDUSTRIES LTD.

Ticker:                      Security ID:  INE196A01018
Meeting Date: JUL 21, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 8.50 Per Share   For       For        Management
3     Reappoint B. Shah as Director             For       For        Management
4     Reappoint A. Choksey as Director          For       For        Management
5     Approve RSM & Co. as Auditors and         For       For        Management
      Authorize Board to Fix Their Remuneration


--------------------------------------------------------------------------------

MINARA RESOURCES (FRMLY ANACONDA NICKEL LT)

Ticker:                      Security ID:  AU000000MRE4
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAY 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports
2a    Elect James W. Campbell as Director       For       For        Management
2b    Elect John Morrison as Director           For       For        Management
3     Approve Remuneration Report               For       For        Management
1     Ratify  Deloitte Touche Tohmatsu as       For       For        Management
      Auditors


--------------------------------------------------------------------------------

NCSOFT

Ticker:                      Security ID:  KR7036570000
Meeting Date: MAR 25, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income, with No  For       For        Management
      Dividends
2     Amend Articles of Incorporation to Allow  For       For        Management
      Payment of Quarterly Dividends
3     Approve Limit on Remuneration of          For       For        Management
      Directors
4     Approve Limit on Remuneration of Auditors For       For        Management


--------------------------------------------------------------------------------

NEOWIZ CORP.

Ticker:                      Security ID:  KR7042420000
Meeting Date: MAR 25, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements              For       For        Management
2     Elect Inside Directors                    For       For        Management
3     Elect Outside Directors                   For       For        Management
4     Amend Articles of Incorporation to        For       For        Management
      Abolish Cumulative Voting, Clarify
      Director Authorities
5     Approve Limit on Remuneration of          For       For        Management
      Directors


--------------------------------------------------------------------------------

NETELLER PLC

Ticker:                      Security ID:  GB0034264548
Meeting Date: JUN 22, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Re-elect Donald Lindsay as Director       For       For        Management
3     Re-elect Gordon Herman as Director        For       For        Management
4     Reappoint Deloitte & Touche LLP as        For       For        Management
      Auditors and Authorise the Board to
      Determine Their Remuneration
5     Amend Neteller plc Share Option Plan      For       For        Management


--------------------------------------------------------------------------------

NISSEN CO. LTD.

Ticker:                      Security ID:  JP3679800007
Meeting Date: MAR 16, 2005   Meeting Type: Annual
Record Date:  DEC 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 12.5,
      Final JY 12.5, Special JY 0
2     Amend Articles to: Expand Business Lines  For       Against    Management
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
3.10  Elect Director                            For       For        Management
4     Appoint Internal Statutory Auditor        For       For        Management
5     Approve Stock Option Plan for Directors   For       For        Management
6     Approve Stock Option Plan for Employees   For       Against    Management


--------------------------------------------------------------------------------

NORWOOD ABBEY

Ticker:                      Security ID:  AU000000NAL3
Meeting Date: JUN 30, 2005   Meeting Type: Special
Record Date:  JUN 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Ratify Past Issuance of 20.7 Million      For       For        Management
      Shares and Four Million Options
2     Approve Issuance of 12.7 Shares for a     For       For        Management
      Private Placement
3     Approve Grant of 500,000 Options to Ian   For       For        Management
      Hunter


--------------------------------------------------------------------------------

NORWOOD ABBEY

Ticker:                      Security ID:  AU000000NAL3
Meeting Date: NOV 17, 2004   Meeting Type: Annual
Record Date:  NOV 15, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Ian Hunter as Director              For       For        Management
2     Elect Elizabeth Wyatt as Director         For       For        Management
3     Elect Richard Zahn as Director            For       For        Management
4     Approve Grant of 50,000 Options to Ian    For       Against    Management
      Hunter
5     Approve Grant of 50,000 Options to        For       Against    Management
      Elizabeth Wyatt
6     Approve Grant of 50,000 Options to        For       Against    Management
      Richard Zahn


--------------------------------------------------------------------------------

NORWOOD IMMUNOLOGY LTD

Ticker:                      Security ID:  AU000A0CANX1
Meeting Date: NOV 19, 2004   Meeting Type: Annual
Record Date:  NOV 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Rolf Stahel as Director             For       For        Management


--------------------------------------------------------------------------------

OPERA SOFTWARE SA

Ticker:                      Security ID:  NO0010040611
Meeting Date: JUN 15, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting; Prepare List of             For       For        Management
      Shareholders
2     Elect Chairman of Meeting; Designate      For       For        Management
      Inspector or Shareholder
      Representative(s) of Minutes of Meeting
3     Approve Notice of Meeting and Agenda      For       For        Management
4     Accept Financial Statements and Statutory For       For        Management
      Reports
5     Reelect Christian H. Thommessen, John     For       For        Management
      Patrick, Nils Rydbeck, Michael
      Tetzschner, and Haakon Wium Lie as
      Directors; Elect Grace Reksten Skaugen as
      New Director; Elect Ole Peter Lorentzen,
      Geir Ivarsoey, and Nils Foldal as Members
      of Nominating Committee
6     Approve Remuneration of Directors in the  For       For        Management
      Amount of NOK 250,000 for Chairman, USD
      25,000 for Non-Norwegian Non-Executive
      Directors, NOK 150,000 for Norwegian
      Non-Executive Directors, and NOK 30,000
      for Employee Representatives
7     Approve Remuneration of Auditors          For       For        Management
8     Approve Creation of NOK 198,530 Pool of   For       For        Management
      Conditional Capital without Preemptive
      Rights
9     Authorize Repurchase of Up to Ten Percent For       For        Management
      of Issued Share Capital
10    Receive Management's Status Report        None      None       Management


--------------------------------------------------------------------------------

OPT INC.

Ticker:                      Security ID:  JP3197730009
Meeting Date: MAR 30, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, with No     For       For        Management
      Dividends
2     Amend Articles to: Expand Business Lines  For       Against    Management
      - Authorize Share Repurchases at Board's
      Discretion
3     Approve Executive Stock Option Plan       For       Against    Management


--------------------------------------------------------------------------------

ORTIVUS AB

Ticker:                      Security ID:  SE0000123085
Meeting Date: MAR 18, 2005   Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      Did Not    Management
                                                          Vote
2     Elect Bjoern Edgren as Chairman of        For       Did Not    Management
      Meeting                                             Vote
3     Prepare and Approve List of Shareholders  For       Did Not    Management
                                                          Vote
4     Designate Inspector or Shareholder        For       Did Not    Management
      Representative(s) of Minutes of Meeting             Vote
5     Acknowledge Proper Convening of Meeting   For       Did Not    Management
                                                          Vote
6     Approve Agenda of Meeting                 For       Did Not    Management
                                                          Vote
7     Receive Financial Statements and          None      Did Not    Management
      Statutory Reports                                   Vote
8     Receive President's Report                None      Did Not    Management
                                                          Vote
9     Receive Audit Report                      None      Did Not    Management
                                                          Vote
10    Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
11    Approve Allocation of Income and Omission For       Did Not    Management
      of Dividends                                        Vote
12    Approve Discharge of Board and President  For       Did Not    Management
                                                          Vote
13    Determine Number of Members (6) and       For       Did Not    Management
      Deputy Members (0) of Board                         Vote
14    Approve Remuneration of Directors;        For       Did Not    Management
      Approve Remuneration of Auditors                    Vote
15    Elect Akbar Seddigh, Lennart Ribohn, Jack For       Did Not    Management
      Forsgren, Jan Wuertz, Yvonne Maartensson,           Vote
      and Laurent Leksell as Directors
16    Elect Members of Nominating Committee     For       Did Not    Management
                                                          Vote
17    Approve Creation of SEK 3.5 Million Pool  For       Did Not    Management
      of Conditional Capital without Preemptive           Vote
      Rights
18    Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
19    Approve Stock Option Plan for Key         For       Did Not    Management
      Employees; Approve Creation of SEK 3.3              Vote
      Million Pool of Conditional Capital to
      Guarantee Conversion Rights
20    Close Meeting                             None      Did Not    Management
                                                          Vote


--------------------------------------------------------------------------------

POWER TRADING CORPORATION OF INDIA LTD

Ticker:                      Security ID:  INE877F01012
Meeting Date: JUL 9, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Reappoint R.D. Gupta as Director          For       For        Management
3     Reappoint J. Haque as Director            For       For        Management
4     Reappoint S.S. Jamwal as Director         For       For        Management
5     Reappoint F.A. Vandrevala as Director     For       For        Management
6     Authorize Board to Fix Remuneration of    For       For        Management
      Auditors
7     Approve T.R. Chadha & Co. as Auditors and For       For        Management
      Authorize Board to Fix Their Remuneration
8     Approve Dividends of INR 0.80 Per Share   For       For        Management
9     Appoint R. Krishanmoorthy as Director     For       For        Management
10    Appoint R. Rae as Director                For       For        Management
11    Appoint G.B. Pradhan as Director          For       For        Management
12    Appoint M.S. Verma as Director            For       For        Management
13    Appoint G.P. Gupta as Director            For       For        Management
14    Appoint D.P. Bagchi as Director           For       For        Management
15    Appoint P. Abraham as Director            For       For        Management
16    Change Company Name                       For       For        Management
17    Amend Articles of Association Re:         For       For        Management
      Provisions Pursuant to Listing
      Requirements of National Stock Exchange


--------------------------------------------------------------------------------

RAILPOWER TECHNOLOGIES CORP

Ticker:       P.             Security ID:  CA7507581048
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Roland Gagnon             For       Withhold   Management
1.2   Elect  Director Norman Gish               For       For        Management
1.3   Elect  Director James Maier               For       For        Management
1.4   Elect  Director William McSherry          For       For        Management
1.5   Elect  Director Hartley Richardson        For       For        Management
1.6   Elect  Director Mark Wayne                For       For        Management
2     Approve KPMG LLP Auditors and Authorize   For       For        Management
      Board to Fix Remuneration of Auditors
3     Approve Share Compensation Plan           For       Against    Management


--------------------------------------------------------------------------------

SFCG CO. LTD. (FORMERLY SHOHKOH FUND & CO. LTD.)

Ticker:                      Security ID:  JP3362600003
Meeting Date: OCT 27, 2004   Meeting Type: Annual
Record Date:  JUL 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 100, Special JY 100
2     Elect Director                            For       For        Management
3     Appoint Internal Statutory Auditor        For       Against    Management


--------------------------------------------------------------------------------

SOLARWORLD AG

Ticker:                      Security ID:  DE0005108401
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports
2     Approve Allocation of Income and          For       For        Management
      Dividends of EUR 0.36 per Share
3     Approve Discharge of Management Board     For       For        Management
4     Approve Discharge of Supervisory Board    For       For        Management
5     Amend Articles Re: Supervisory Board      For       For        Management
      Remuneration Scheme
6     Ratify BDO Deutsche Warentreuhand AG as   For       For        Management
      Auditors
7     Approve EUR 6.4 Million Capitalization of For       For        Management
      Reserves
8     Approve Creation of EUR 2.1 Million Pool  For       For        Management
      of Conditional Capital without Preemptive
      Rights
9     Approve Issuance of Convertible Bonds     For       For        Management
      and/or Bonds with Warrants Attached up to
      Aggregate Nominal Amount of EUR 400
      Million with Preemptive Rights; Approve
      Creation of EUR 3.2 Million Pool of
      Conditional Capital to Guarantee
      Conversion Rights


--------------------------------------------------------------------------------

SOUTHERN CROSS RESOURCES

Ticker:       SXR            Security ID:  CA8429021089
Meeting Date: JUN 8, 2005    Meeting Type: Annual/Special
Record Date:  APR 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Mark Wheatley, Donald Falconer,     For       For        Management
      George P. Bell, Russ Cranswick, John W.
      Hick, and Donald J. Robinson
2     APpoint KPMG LLP as Auditors and Fix      For       For        Management
      Their Remuneration
3     Approve AMended Stock Option Plan         For       Against    Management


--------------------------------------------------------------------------------

SOUTHWESTERN RESOURCES (FORMERLY SOUTHWESTERN GOLD CORP).

Ticker:       SWG.           Security ID:  CA8457701065
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Fix Number of Directors at Five           For       For        Management
2.1   Elect as Director John G. Paterson        For       For        Management
2.2   Elect as Director Daniel G. Innes         For       For        Management
2.3   Elect as Director W. David Black          For       For        Management
2.4   Elect as Director James B. Hume           For       For        Management
2.5   Elect as Director William D. Mccartney    For       For        Management
3     Approve Deloitte & Touche LLP as Auditors For       For        Management
      and Authorize Board to Fix Remuneration
      of Auditors
4     Approve Stock Option Plan                 For       Against    Management


--------------------------------------------------------------------------------

TELEVISION EIGHTEEN INDIA LTD.

Ticker:                      Security ID:  INE889A01018
Meeting Date: MAY 9, 2005    Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Pledging of Assets for Debt       For       Against    Management
2     Approve Increase in Borrowing Powers      For       Against    Management
3     Approve Voluntary Delisting of Company    For       For        Management
      Shares
4     Approve Annulment of Proposal to Increase For       For        Management
      Preference Share Capital
5     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights


--------------------------------------------------------------------------------

THORNTONS PLC

Ticker:                      Security ID:  GB0008901935
Meeting Date: OCT 27, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       Against    Management
3     Approve Final Dividend of 4.85 Pence Per  For       For        Management
      Share
4     Elect Christopher Burnett as Director     For       For        Management
5     Elect Martin Davey as Director            For       For        Management
6     Re-elect Martin Allen as Director         For       For        Management
7     Re-elect Jon Pollard as Director          For       For        Management
8     Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors and Authorise Board to Fix
      Remuneration of Auditors
9     Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Preemptive
      Rights up to Aggregate Nominal Amount of
      GBP 1,836,509
10    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights of up to 5 Percent of
      the Issued Share Capital
11    Authorise 6,662,652 Shares for Market     For       For        Management
      Purchase


--------------------------------------------------------------------------------

TIBERON MINERALS LTD

Ticker:       TBR.           Security ID:  CA8859081033
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Mario Caron, Ian Gowrie-Smith,      For       For        Management
      Clifford Davis, Loren Komperdo, Ray
      Morley, Lars-Eric Johansson, Richard
      Lister as Directors
2     Ratify Ernst & Young Chartered            For       For        Management
      Accountants as Auditors


--------------------------------------------------------------------------------

TITAN INDUSTRIES LTD.

Ticker:                      Security ID:  INE280A01010
Meeting Date: AUG 31, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividends of INR 1.00 Per Share   For       For        Management
3     Approve Dividends on Preference Shares    For       For        Management
4     Reappoint A.C. Mukherji as Director       For       For        Management
5     Reappoint T.K. Balaji as Director         For       For        Management
6     Reappoint C.G. Krishnadas as Director     For       For        Management
7     Appoint R. Mishra as Director             For       For        Management
8     Appoint M. Nasimuddin as Director         For       For        Management
9     Appoint S. Susai as Director              For       For        Management
10    Approve Remuneration of B. Bhat, Managing For       For        Management
      Director
11    Approve A.F. Ferguson & Co. as Auditors   For       For        Management
      and Authorize Board to Fix Their
      Remuneration


--------------------------------------------------------------------------------

TRAFFICMASTER PLC

Ticker:                      Security ID:  GB0007215949
Meeting Date: JUN 16, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       Against    Management
3     Elect Colin Walsh as Director             For       Against    Management
4     Re-elect Tony Eales as Director           For       For        Management
5     Re-elect Ian Williams as Director         For       Against    Management
6     Reappoint KPMG Audit Plc as Auditors and  For       For        Management
      Authorise the Board to Determine Their
      Remuneration
7     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 1,256,981
8     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 337,150


--------------------------------------------------------------------------------

TRAFFICMASTER PLC

Ticker:                      Security ID:  GB0007215949
Meeting Date: JUN 16, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Cancellation of the Company's     For       For        Management
      Share Premium Account
2     Adopt New Articles of Association         For       Against    Management


--------------------------------------------------------------------------------

TRAVELSKY TECHNOLOGY LIMITED

Ticker:                      Security ID:  CN0006030588
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Report of the Directors            For       For        Management
2     Accept Report of the Supervisory          For       For        Management
      Committee
3     Accept Financial Statements and Statutory For       For        Management
      Reports
4     Approve Final Dividend of RMB0.2 Per      For       For        Management
      Share
5     Approve PricewaterhouseCoopers and        For       For        Management
      PricewaterhouseCoopers Zhong Tian CPAs
      Ltd. Co. as International and PRC
      Auditors, Respectively and Authorize
      Board to Fix Their Remuneration
6     Approve Transfer of Equity Interests of   For       For        Management
      83.5 Million Shares and 5.9 Million
      Shares Held by Air China and China
      National Aviation Corp., Respectively, to
      China National Aviation Hldg. Co. and
      Amend Articles of Association
7     Approve Transfer of Equity Interests of   For       For        Management
      24.7 Million Shares and 8.6 Million
      Shares of the Company Held by China
      Northern Airlines Co. and Xinjiang
      Airlines Co., Respectively, to China
      Southern Air Hldg. Co. and Amend Articles
      of Association
8     Other Business (Voting)                   For       Against    Management


--------------------------------------------------------------------------------

TSUMURA & CO.

Ticker:                      Security ID:  JP3535800001
Meeting Date: JUN 29, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 12, Special JY 0
2     Amend Articles to: Change Location of     For       For        Management
      Head Office - Reduce Directors Term in
      Office
3     Approve Special Payments to Continuing    For       Against    Management
      Directors and Statutory Auditors in
      Connection with Abolition of Retirement
      Bonus System
4     Approve Adjustment to Aggregate           For       For        Management
      Compensation Ceilings for Directors and
      Statutory Auditors


--------------------------------------------------------------------------------

UKBETTING PLC

Ticker:                      Security ID:  GB0030716616
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Elect Christina Kennedy as Director       For       For        Management
3     Re-elect Eric Semel as Director           For       For        Management
4     Re-elect David Annat as Director          For       For        Management
5     Reappoint KPMG Audit Plc as Auditors and  For       For        Management
      Authorise the Board to Determine Their
      Remuneration
6     Approve Increase in Authorised Capital    For       For        Management
      from GBP 1,500,000 to GBP 2,000,000
7     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 318,747.04
8     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 318,747.04
9     Authorise 9,562,411 Ordinary Shares for   For       For        Management
      Market Purchase


--------------------------------------------------------------------------------

UNITED INTERNET AG (FORMERLY 1 & 1 AG )

Ticker:                      Security ID:  DE0005089031
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAY 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports for Fiscal 2004
2     Approve Allocation of Income and          For       For        Management
      Dividends of EUR 0.20 per Share
3     Approve Discharge of Management Board for For       For        Management
      Fiscal 2004
4     Approve Discharge of Supervisory Board    For       For        Management
      for Fiscal 2004
5     Ratify Ernst & Young AG as Auditors for   For       For        Management
      Fiscal 2005
6     Authorize Share Repurchase Program and    For       For        Management
      Reissuance of Repurchased Shares
7     Approve Creation of EUR 29 Million Pool   For       Against    Management
      of Conditional Capital without Preemptive
      Rights
8     Approve Issuance of Convertible Bonds     For       For        Management
      and/or Bonds with Warrants Attached up to
      Aggregate Nominal Amount of EUR 500
      Million with Preemptive Rights; Approve
      Creation of EUR 23 Million Pool of
      Conditional Capital to Guarantee
      Conversion Rights
9     Approve Stock Option Plan for Key         For       For        Management
      Employees; Approve Creation of EUR
      750,000 Pool of Conditional Capital to
      Guarantee Conversion Rights
10    Reelect Kurt Dobitsch, Bernhard Dorn, and For       For        Management
      Michael Scheeren to the Supervisory Board
11    Amend Articles Re: Performance-Based      For       For        Management
      Remuneration Plan for Supervisory Board
      Members
12    Amend Articles Re: Registration for       For       For        Management
      Shareholder Meetings and Voting
      Procedures


--------------------------------------------------------------------------------

VANGUARD RESPONSE SYS INC

Ticker:                      Security ID:  CA92205D1015
Meeting Date: FEB 9, 2005    Meeting Type: Annual/Special
Record Date:  DEC 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Fix Number of Directors at Six and Elect  For       For        Management
      Robert E. Brown, David E. Luxton, Roy
      Peers-Smith, William L. Hess, Alain
      Lambert and Philip C. O'Dell as Directors
2     Approve Soberman LLP as Auditors and      For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors
3     Change Company Name to Allen Vanguard     For       For        Management
      Corporation
4     Amend Stock Option Plan                   For       Against    Management


--------------------------------------------------------------------------------

VILLAGE ROADSHOW LTD.

Ticker:                      Security ID:  AU000000VRL0
Meeting Date: NOV 26, 2004   Meeting Type: Annual
Record Date:  NOV 24, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
A     Accept Financial Statements and Statutory None      None       Management
      Reports
Bi    Elect Robert G. Kirby as Director         For       For        Management
Bii   Elect Peter E. Foo as Director            For       For        Management
Biii  Elect D. Barry Reardon as Director        For       For        Management


--------------------------------------------------------------------------------

VILLAGE ROADSHOW LTD.

Ticker:                      Security ID:  AU000000VRL0
Meeting Date: OCT 8, 2004    Meeting Type: Special
Record Date:  OCT 6, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Authorize Share Repurchase Program        For       For        Management


--------------------------------------------------------------------------------

WESTERN OIL SANDS INC

Ticker:       WTO            Security ID:  CA9590531096
Meeting Date: MAY 11, 2005   Meeting Type: Annual/Special
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect David J. Boone, Tullio Cedraschi,   For       For        Management
      Geoffrey A. Cumming, James C. Houck,
      Oyvind Hushovd, John W. Lill, Randall
      Oliphant, Robert G. Puchniak, Guy J.
      Turcotte, Mac H. Van Wielingen as
      Directors
2     Appoint PricewaterhouseCoopers LLP as     For       For        Management
      Auditors
3     Amend Shareholder Rights Plan (Poison     For       For        Management
      Pill)
4     Amend Performance Share Unit Plan         For       Against    Management
5     Approve Three-for-One Stock Split         For       For        Management


--------------------------------------------------------------------------------

XILLIX TECHNOLOGIES CORP.

Ticker:       XLX.           Security ID:  CA9839251084
Meeting Date: APR 28, 2005   Meeting Type: EGM/AGM
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Ratify Ernst & Young LLP as Auditors      For       For        Management
2     Authorize Board to Fix Remuneration of    For       For        Management
      the Auditors
3     Fix Number of Directors at Seven (7)      For       For        Management
4.1   Elect  Director Bruno Jaggi               For       For        Management
4.2   Elect  Director Guy Jordan                For       For        Management
4.3   Elect  Director Michael E. Phillips       For       For        Management
4.4   Elect  Director Cynthia Roney             For       For        Management
4.5   Elect  Director Eugene (Gene) T. Starr    For       For        Management
4.6   Elect  Director Frederick (Rick) A.       For       For        Management
      Stewart
4.7   Elect  Director Robert M. Sutherland      For       For        Management
5     Approve Stock Option Plan                 For       Against    Management
6     Approve Employee Share Purchase Plan      For       For        Management


--------------------------------------------------------------------------------

XINAO GAS HOLDINGS

Ticker:                      Security ID:  KYG9826J1040
Meeting Date: MAR 21, 2005   Meeting Type: Special
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Product Sale Agreement Between    For       For        Management
      the Company and Its Subsidiaries (the
      Group) and Companies Controlled by Wang
      Yusuo and Associates (Wang Family
      Companies) for the Sale and Purchase of
      Products Manufactured by the Wang Family
      Companies
2     Approve Annual Caps in Relation to        For       For        Management
      Transactions Contemplated Under the
      Product Sale Agreement


--------------------------------------------------------------------------------

XINAO GAS HOLDINGS

Ticker:                      Security ID:  KYG9826J1040
Meeting Date: MAY 23, 2005   Meeting Type: Annual
Record Date:  MAY 13, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend                    For       For        Management
3a    Reelect Qiao Limin as Director            For       For        Management
3b    Reelect Jin Yongsheng as Director         For       For        Management
3c    Reelect Cheng Chak Ngok as Director       For       For        Management
3d    Reelect Yien Yu Yu, Catherine as Director For       For        Management
3e    Reelect Kong Chung Kau as Director        For       For        Management
3f    Authorize Board to Fix the Remuneration   For       For        Management
      of the Directors
4     Reappoint Auditors and Authorize Board to For       For        Management
      Fix Their Remuneration
5a    Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
5b    Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
5c    Authorize Reissuance of Repurchased       For       For        Management
      Shares
6     Amend Articles Re: Retirement by Rotation For       For        Management
      and Removal of Directors


--------------------------------------------------------------------------------

YEDANG ENTERTAINMENT CO.

Ticker:                      Security ID:  KR7049000003
Meeting Date: MAR 28, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Appropriation of Income, with No  For       For        Management
      Dividends
2     Amend Articles of Incorporation Re:       For       For        Management
      Payment of Quarterly Dividends
3     Elect Directors                           For       For        Management
4     Approve Limit on Remuneration of          For       For        Management
      Directors
5     Approve Limit on Remuneration of Auditors For       For        Management


--------------------------------------------------------------------------------

YEDANG ENTERTAINMENT CO.

Ticker:                      Security ID:  KR7049000003
Meeting Date: SEP 30, 2004   Meeting Type: Annual
Record Date:  JUN 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements              For       Did Not    Management
                                                          Vote
2     Amend Articles of Incorporation to Change For       Did Not    Management
      Location of Head Office, Change Fiscal              Vote
      Year-End, Allow Regulations on Severance
      Payments to Directors and Auditors to Be
      Resolved by Board of Directors
3     Elect Directors                           For       Did Not    Management
                                                          Vote
4     Approve Limit on Remuneration of          For       Did Not    Management
      Directors                                           Vote
5     Approve Limit on Remuneration of Auditor  For       Did Not    Management
                                                          Vote


--------------------------------------------------------------------------------

ZENON ENVIRONMENTAL INC.

Ticker:       ZEN.           Security ID:  CA98942B1004
Meeting Date: MAY 9, 2005    Meeting Type: Annual/Special
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Fix Number of Directors at Five           For       For        Management
2.1   Elect  Director Dr. Andrew Benedek        For       For        Management
2.2   Elect  Director Mr. David Colcleugh       For       For        Management
2.3   Elect  Director The Hon. Maurice Strong   For       For        Management
2.4   Elect  Director Dr. Andrew J. Szonyi      For       For        Management
2.5   Elect  Director Mr. Samir J. Zalzal       For       For        Management
3     Authorize the Board to Determine the      For       For        Management
      Number of Directors
4     Approve Ernst & Young LLP as Auditors and For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors

========== END NPX REPORT



                                         SIGNATURES

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):                 Oppenheimer International Small Company Fund

By (Signature and Title)*:    /s/ John V. Murphy
                              ------------------
                              John V. Murphy, President

Date:                   August 26, 2005

*By:  /s/ Randy Legg
      --------------
      Randy Legg, Attorney in Fact