UNITED STATES
                                                    SECURITIES AND EXCHANGE COMMISSION
                                                          WASHINGTON, D.C. 20549

                                                                 FORM N-PX

                                                   ANNUAL REPORT OF PROXY VOTING RECORD
                                                                    OF
                                                 REGISTERED MANAGEMENT INVESTMENT COMPANIES


         INVESTMENT COMPANY ACT FILE NUMBER:                                 811-834

         NAME OF REGISTRANT:                                              VANGUARD WINDSOR FUNDS

         ADDRESS OF REGISTRANT:                                           PO BOX 2600, VALLEY FORGE, PA

         NAME AND ADDRESS OF AGENT FOR SERVICE:                           R. GREGORY BARTON
                                                                          PO BOX 876
                                                                          VALLEY FORGE, PA 19482

         REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (610)
         DATE OF FISCAL YEAR END:                                         October 31, 2003

         DATE OF REPORTING PERIOD:  JULY 1, 2003 - JUNE 30,

Fund             VANGUARD WINDSOR II FUND
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Issuer:             A.G. EDWARDS, INC.
Ticker:             AGE                      CUSIP:       281760108
Meeting Date        6/24/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DR. E. EUGENE CARTER                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER B. MADOFF                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT L. BAGBY                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE THE A.G. EDWARDS, INC. 2004                   ISSUER             YES       FOR          FOR
PERFORMANCE PLAN FOR EXECUTIVES.

PROPOSAL #03: TO RATIFY THE APPOINTMENT OF DELOITTE &                  ISSUER             YES       FOR          FOR
TOUCHE LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE
 FISCAL YEAR ENDING FEBRUARY 28, 2005.

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Issuer:             ABBOTT LABORATORIES
Ticker:             ABT                      CUSIP:       002824100
Meeting Date        4/23/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: D.A.L. OWEN                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.B. RAND                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.D. SMITHBURG                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.R. WALTER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.A. GONZALEZ                                    ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: B. POWELL JR.                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.S. ROBERTS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.L. FULLER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.D. WHITE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.S. AUSTIN                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.A. REYNOLDS                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.M. GREENBERG                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.M. LEIDEN                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS                 ISSUER             YES       FOR          FOR
AUDITORS.

PROPOSAL #03: SHAREHOLDER PROPOSAL - PRESCRIPTION DRUGS.               SHAREHOLDER        YES       ABSTAIN      AGAINST


PROPOSAL #04: SHAREHOLDER PROPOSAL - POLITICAL                         SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS.

PROPOSAL #05: SHAREHOLDER PROPOSAL - OPTION GRANTS FOR                 SHAREHOLDER        YES       AGAINST      FOR
SENIOR EXECUTIVES.

PROPOSAL #06: SHAREHOLDER PROPOSAL - GLOBAL INFECTIOUS                 SHAREHOLDER        YES       ABSTAIN      AGAINST
DISEASES.

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Issuer:             AETNA INC.
Ticker:             AET                      CUSIP:       00817Y108
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MICHAEL H. JORDAN                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOSEPH P. NEWHOUSE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BETSY Z. COHEN                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN W. ROWE, M.D.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD A. WILLIAMS                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. DAVID YOST                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BARBARA H. FRANKLIN                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFFREY E. GARTEN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EARL G. GRAVES                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JUDITH RODIN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ELLEN M. HANCOCK                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACK D. KUEHLER                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: EDWARD J. LUDWIG                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GERALD GREENWALD                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: APPROVAL OF KPMG LLP AS INDEPENDENT                      ISSUER             YES       FOR          FOR
AUDITORS

PROPOSAL #03: SHAREHOLDER PROPOSAL ON CUMULATIVE VOTING                SHAREHOLDER        YES       AGAINST      FOR




PROPOSAL #04: SHAREHOLDER PROPOSAL ON EXECUTIVE                        SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION

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Issuer:             ALBERTSON'S, INC.
Ticker:             ABS                      CUSIP:       013104104
Meeting Date        6/10/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PAMELA G. BAILEY                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: TERESA BECK                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BETH M. PRITCHARD                                ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS.

PROPOSAL #03: APPROVAL OF THE ALBERTSON S, INC. 2004                   ISSUER             YES       AGAINST      AGAINST
EQUITY AND PERFORMANCE INCENTIVE PLAN.

PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING MAJORITY                  SHAREHOLDER        YES       AGAINST      FOR
VOTE FOR DIRECTOR ELECTIONS.

PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SIMPLE                    SHAREHOLDER        YES       FOR          AGAINST
MAJORITY VOTING.

PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING EXECUTIVE                 SHAREHOLDER        YES       FOR          AGAINST
SEVERANCE AGREEMENTS.

PROPOSAL #07: SHAREHOLDER PROPOSAL REGARDING CLASSIFIED                SHAREHOLDER        YES       FOR          AGAINST
BOARD.

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Issuer:             ALCOA INC.
Ticker:             AA                       CUSIP:       013817101
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: CARLOS GHOSN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HENRY B. SCHACHT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANKLIN A. THOMAS                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALAIN J.P. BELDA                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO APPROVE THE 2004 ALCOA STOCK                 ISSUER             YES       FOR          FOR
INCENTIVE PLAN.

PROPOSAL #3A: SHAREHOLDER PROPOSAL RELATING TO PAY                     SHAREHOLDER        YES       AGAINST      FOR
DISPARITY

PROPOSAL #3B: SHAREHOLDER PROPOSAL RELATING TO CHANGE IN               SHAREHOLDER        YES       AGAINST      FOR
CONTROL SEVERANCE PLAN

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Issuer:             ALLTEL CORPORATION
Ticker:             AT                       CUSIP:       020039103
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RONALD TOWNSEND                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.L. GELLERSTEDT, III                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SCOTT T. FORD                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EMON A. MAHONY, JR.                              ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENTS OF INDEPENDENT              ISSUER             YES       FOR          FOR
 AUDITORS



PROPOSAL #03: STOCKHOLDER PROPOSAL- EMPLOYMENT                         SHAREHOLDER        YES       ABSTAIN      AGAINST
OPPORTUNITY POLICY

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Issuer:             ALTRIA GROUP, INC.
Ticker:             MO                       CUSIP:       02209S103
Meeting Date        4/29/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MATHIS CABIALLAVETTA                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN S. REED                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ELIZABETH E. BAILEY                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN M. WOLF                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. DUDLEY FISHBURN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT E. R. HUNTLEY                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LUCIO A. NOTO                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LOUIS C. CAMILLERI                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CARLOS SLIM HELU                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS W. JONES                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE SELECTION OF                         ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS

PROPOSAL #03: STOCKHOLDER PROPOSAL NO. 1                               SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #04: STOCKHOLDER PROPOSAL NO. 2                               SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #05: STOCKHOLDER PROPOSAL NO. 3                               SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #06: STOCKHOLDER PROPOSAL NO. 4                               SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #07: STOCKHOLDER PROPOSAL NO. 5                               SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #08: STOCKHOLDER PROPOSAL NO. 6                               SHAREHOLDER        YES       AGAINST      FOR

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Issuer:             AMERICAN ELECTRIC POWER COMPANY, INC
Ticker:             AEP                      CUSIP:       025537101
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: L.J. KUJAWA                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. SANDOR                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.A. HUDSON, JR.                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.G. MORRIS                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.R. HOWELL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.W. FRI                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.P. DESBARRES                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.M. CARLTON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: K.D. SULLIVAN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.G. SMITH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.R. BROOKS                                      ISSUER             YES       FOR          FOR




PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS                     ISSUER             YES       FOR          FOR

PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING SEVERENCE                 SHAREHOLDER        YES       FOR          AGAINST
AGREEMENTS FOR EXECUTIVES

PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING SUPPLEMENTAL              SHAREHOLDER        YES       AGAINST      FOR
 EXECUTIVE RETIREMENT PLANS

PROPOSAL #05: SHAREHOLDER PROPOSAL ALLOWING INDEPENDENT                SHAREHOLDER        YES       AGAINST      FOR
AUDITORS TO PERFORM ONLY AUDIT AND AUDIT RELATED WORK


PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING TERM LIMITS               SHAREHOLDER        YES       AGAINST      FOR
FOR DIRECTORS

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Issuer:             AMERICAN INTERNATIONAL GROUP, INC.
Ticker:             AIG                      CUSIP:       026874107
Meeting Date        5/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: F. ZARB                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. AIDINOFF                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E. FUTTER                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. FELDSTEIN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P. CHIA                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. COHEN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. GREENBERG                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. COHEN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. HILLS                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F. HOENEMEYER                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. HOLBROOKE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D. KANAK                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E. TSE                                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. SULLIVAN                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. SMITH                                         ISSUER             YES       FOR          FOR

PROPOSAL #02: ADOPT CHIEF EXECUTIVE OFFICER ANNUAL                     ISSUER             YES       FOR          FOR
COMPENSATION PLAN

PROPOSAL #03: ADOPT A DIRECTOR STOCK PLAN                              ISSUER             YES       FOR          FOR

PROPOSAL #04: RATIFICATION OF INDEPENDENT ACCOUNTANTS                  ISSUER             YES       FOR          FOR


PROPOSAL #05: SHAREHOLDER PROPOSAL I DESCRIBED IN THE                  SHAREHOLDER        YES       ABSTAIN      AGAINST
PROXY STATEMENT

PROPOSAL #06: SHAREHOLDER PROPOSAL II DESCRIBED IN THE                 SHAREHOLDER        YES       ABSTAIN      AGAINST
PROXY STATEMENT

PROPOSAL #07: SHAREHOLDER PROPOSAL III DESCRIBED IN THE                SHAREHOLDER        YES       ABSTAIN      AGAINST
PROXY STATEMENT

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Issuer:             ANADARKO PETROLEUM CORPORATION
Ticker:             APC                      CUSIP:       032511107
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



ELECTION OF DIRECTOR: JAMES L. BRYAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LARRY BARCUS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES T. HACKETT                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: AMENDMENT TO THE ANNUAL INCENTIVE BONUS                  ISSUER             YES       FOR          FOR
PLAN

PROPOSAL #03: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
ACCOUNTANTS

PROPOSAL #04: STOCKHOLDER PROPOSAL - CLIMATE CHANGE                    SHAREHOLDER        YES       ABSTAIN      AGAINST

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Issuer:             ANHEUSER-BUSCH COMPANIES, INC.
Ticker:             BUD                      CUSIP:       035229103
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ANDREW C. TAYLOR                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CARLOS FERNANDEZ G.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: AUGUST A. BUSCH III                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS A. WARNER III                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES R. JONES                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF INDEPENDENT AUDITORS                         ISSUER             YES       FOR          FOR

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Issuer:             ANTHEM, INC.
Ticker:             ATH                      CUSIP:       03674B104
Meeting Date        5/17/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: GEORGE A. SCHAEFER, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACKIE M. WARD                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: VICTOR S. LISS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES W. MCDOWELL, JR.                           ISSUER             YES       FOR          FOR

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Issuer:             ANTHEM, INC.
Ticker:             ATH                      CUSIP:       03674B104
Meeting Date        6/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO APPROVE THE ISSUANCE OF SHARES OF                     ISSUER             YES       FOR          FOR
ANTHEM, INC. COMMON STOCK PURSUANT TO THE AMENDED AND
RESTATED AGREEMENT AND PLAN OF MERGER, EFFECTIVE AS OF
OCTOBER 26, 2003, AMONG ANTHEM, ANTHEM HOLDING CORP. AND
WELLPOINT, AS MORE FULLY DESCRIBED IN THE ACCOMPANYING
JOINT PROXY STATEMENT/PROSPECTUS.


PROPOSAL #02: TO APPROVE THE AMENDMENT OF ANTHEM'S                     ISSUER             YES       FOR          FOR
ARTICLES OF INCORPORATION, AS MORE FULLY DESCRIBED IN THE
 ACCOMPANYING JOINT PROXY STATEMENT/PROSPECTUS.


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Issuer:             APACHE CORPORATION
Ticker:             APA                      CUSIP:       037411105
Meeting Date        12/18/2003                                                                                     For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



PROPOSAL #01: AMENDMENT OF RESTATED CERTIFICATE OF                     ISSUER             YES       FOR          FOR
INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES
 OF THE COMPANY'S COMMON STOCK FROM 215,000,000 SHARES TO
 430,000,000 SHARES.

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Issuer:             APACHE CORPORATION
Ticker:             APA                      CUSIP:       037411105
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RAYMOND PLANK                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EUGENE C. FIEDOREK                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PATRICIA ALBJERG GRAHAM                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.H. MERELLI                                     ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO APPROVE STOCKHOLDER PROPOSAL RELATING TO              SHAREHOLDER        YES       ABSTAIN      AGAINST
 CLIMATE CHANGE.

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Issuer:             ASSOCIATED BANC-CORP
Ticker:             ASBC                     CUSIP:       045487105
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT C. GALLAGHER                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN C. MENG                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAUL S. BEIDEMAN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RUTH M. CROWLEY                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE THE AMENDMENT OF THE ASSOCIATED               ISSUER             YES       AGAINST      AGAINST
BANC-CORP ARTICLES OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF ASSOCIATED BANC-CORP
COMMON STOCK TO 250,000,000 SHARES.


PROPOSAL #03: TO RATIFY THE SELECTION OF KPMG LLP AS                   ISSUER             YES       AGAINST      AGAINST
INDEPENDENT AUDITORS OF ASSOCIATED FOR THE YEAR ENDING
DECEMBER 31, 2004.

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Issuer:             AT&T CORP.
Ticker:             T                        CUSIP:       001957505
Meeting Date        5/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: T.L. WHITE                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: K.T. DERR                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: D.W. DORMAN                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.K. EICKHOFF                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.L. HENKEL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.C. HERRINGER                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: S.A. JACKSON                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J.C. MADONNA                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.F. MCHENRY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.F. ALDINGER                                    ISSUER             YES       WITHHOLD     AGAINST




PROPOSAL #02: RATIFICATION OF AUDITORS                                 ISSUER             YES       FOR          FOR

PROPOSAL #03: APPROVE THE AT&T 2004 LONG TERM INCENTIVE                ISSUER             YES       AGAINST      AGAINST
PROGRAM

PROPOSAL #04: TERM LIMITS FOR OUTSIDE DIRECTORS                        SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #05: POISON PILL                                              SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #06: SEPARATE THE CHAIR AND CEO POSITION                      SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #07: EXECUTIVE COMPENSATION                                   SHAREHOLDER        YES       AGAINST      FOR

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Issuer:             AUTOMATIC DATA PROCESSING, INC.
Ticker:             ADP                      CUSIP:       053015103
Meeting Date        11/11/2003                                                                                     For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LEON G. COOPERMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LESLIE A. BRUN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GARY C. BUTLER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HARVEY M. KRUEGER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HENRY TAUB                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSH S. WESTON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANN DIBBLE JORDAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FREDERIC V. MALEK                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ARTHUR F. WEINBACH                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH A. CALIFANO, JR.                          ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE AMENDMENTS TO THE COMPANY'S              ISSUER             YES       AGAINST      AGAINST
 2000 KEY EMPLOYEES STOCK OPTION PLAN

PROPOSAL #03: APPROVAL OF THE AMENDMENT TO THE COMPANY'S               ISSUER             YES       AGAINST      AGAINST
EMPLOYEES  SAVINGS- STOCK PURCHASE PLAN

PROPOSAL #04: APPROVAL OF THE COMPANY'S 2003 DIRECTOR                  ISSUER             YES       AGAINST      AGAINST
STOCK PLAN

PROPOSAL #05: APPOINTMENT OF DELOITTE & TOUCHE LLP                     ISSUER             YES       FOR          FOR

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Issuer:             AUTONATION, INC.
Ticker:             AN                       CUSIP:       05329W102
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT J. BROWN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MIKE JACKSON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD S. LAMPERT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.P. BRYAN                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: IRENE B. ROSENFELD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICK L. BURDICK                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALAN S. DAWES                                    ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: WILLIAM C. CROWLEY                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF KPMG LLP IS RECOMMENDED BY               ISSUER             YES       FOR          FOR
THE BOARD OF DIRECTORS

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Issuer:             AVALONBAY COMMUNITIES, INC.
Ticker:             AVB                      CUSIP:       053484101
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LANCE R. PRIMIS                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GILBERT M. MEYER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: AMY P. WILLIAMS                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALLAN D. SCHUSTER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN J. HEALY, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRYCE BLAIR                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRUCE A. CHOATE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES D. PEEBLER, JR.                          ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO CONSIDER AND ACT UPON A STOCKHOLDER                   SHAREHOLDER        YES       AGAINST      FOR
PROPOSAL DESCRIBED IN THE PROXY STATEMENT IF PROPERLY
PRESENTED AT THE ANNUAL MEETING.


----------------------------------------------------------------------------------------------------
Issuer:             AVAYA INC.
Ticker:             AV                       CUSIP:       053499109
Meeting Date        2/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MARK LESLIE                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANTHONY P. TERRACCIANO                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH P. LANDY                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DONALD K. PETERSON                               ISSUER             YES       FOR          FOR

PROPOSAL #02: DIRECTORS  PROPOSAL - APPROVAL OF THE AVAYA              ISSUER             YES       AGAINST      AGAINST
 INC. 2004 LONG TERM INCENTIVE PLAN, WHICH IS THE AMENDED
 AND RESTATED AVAYA INC. LONG TERM INCENTIVE PLAN FOR
MANAGEMENT EMPLOYEES.

PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING CHIEF                     SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE OFFICER COMPENSATION.

----------------------------------------------------------------------------------------------------
Issuer:             AXIS CAPITAL HOLDINGS LTD.
Ticker:             AXS                      CUSIP:       G0692U109
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ANDREW H. RUSH                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN R. CHARMAN*                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANDREW COOK                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANDREW COOK*                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN R. CHARMAN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL J. WEETCH                                ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: EDWARD J. KELLY, III                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MAURICE A. KEANE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFFREY C. WALKER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HENRY SMITH                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL A. BUTT                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JURGEN GRUPE                                     ISSUER             YES       FOR          FOR

PROPOSAL #02: TO AMEND THE BY-LAWS OF AXIS CAPITAL                     ISSUER             YES       FOR          FOR
HOLDINGS LIMITED

PROPOSAL #03: TO APPOINT DELOITTE & TOUCHE TO ACT AS THE               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS OF THE COMPANY AND TO SET THE FEES
FOR THE INDEPENDENT AUDITORS

PROPOSAL #04: TO APPOINT DELOITTE & TOUCHE TO ACT AS THE               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS OF AXIS SPECIALTY LIMITED AND TO SET
 FEES FOR THE INDEPENDENT AUDITORS

PROPOSAL #05: TO AUTHORIZE THE BOARD OF DIRECTORS OF AXIS              ISSUER             YES       FOR          FOR
 SPECIALTY HOLDINGS IRELAND LIMITED TO SET THE FEES FOR
DELOITTE & TOUCHE

PROPOSAL #06: TO APPROVE THE FINANCIAL STATEMENTS OF AXIS              ISSUER             YES       FOR          FOR
 SPECIALTY HOLDINGS IRELAND LIMITED

PROPOSAL #07: TO AUTHORIZE AXIS SPECIALTY HOLDINGS                     ISSUER             YES       FOR          FOR
IRELAND LIMITED TO AUTHORIZE THE BOARD OF AXIS SPECIALTY
EUROPE LIMITED TO SET THE FEES FOR DELOITTE & TOUCHE,
INDEPENDENT AUDITORS

PROPOSAL #08: TO AUTHORIZE AXIS SPECIALTY HOLDINGS                     ISSUER             YES       FOR          FOR
IRELAND LIMITED TO VOTE TO APPROVE THE FINANCIAL
STATEMENTS OF AXIS SPECIALTY EUROPE LIMITED

PROPOSAL #09: TO AUTHORIZE AXIS SPECIALTY HOLDINGS                     ISSUER             YES       FOR          FOR
IRELAND LIMITED TO AUTHORIZE THE BOARD OF AXIS RE LIMITED
 TO SET THE FEES FOR DELOITTE & TOUCHE, INDEPENDENT
AUDITORS

PROPOSAL #10: TO AUTHORIZE AXIS SPECIALTY HOLDINGS                     ISSUER             YES       FOR          FOR
IRELAND LIMITED TO VOTE TO APPROVE THE FINANCIAL
STATEMENTS OF AXIS RE LIMITED

PROPOSAL #11: TO APPOINT DELOITTE & TOUCHE TO ACT AS THE               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS OF AXIS SPECIALTY UK LIMITED AND TO
SET THE FEES FOR THE INDEPENDENT AUDITORS


PROPOSAL #12: TO APPROVE THE FINANCIAL STATEMENTS OF AXIS              ISSUER             YES       FOR          FOR
 SPECIALTY UK LIMITED

PROPOSAL #13: TO APPOINT DELOITTE & TOUCHE TO ACT AS THE               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS OF AXIS SPECIALTY UK HOLDINGS
LIMITED AND TO SET THE FEES FOR THE INDEPENDENT AUDITORS


PROPOSAL #14: TO APPROVE THE FINANCIAL STATEMENTS OF AXIS              ISSUER             YES       FOR          FOR
 SPECIALTY UK HOLDINGS LIMITED

PROPOSAL #15: TO APPOINT DELOITTE & TOUCHE TO ACT AS THE               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS OF AXIS SPECIALTY (BARBADOS) LIMITED
 AND TO SET THE FEES FOR THE INDEPENDENT AUDITORS


PROPOSAL #16: TO APPROVE THE FINANCIAL STATEMENTS OF AXIS              ISSUER             YES       FOR          FOR
 SPECIALTY (BARBADOS) LIMITED



----------------------------------------------------------------------------------------------------
Issuer:             BANK OF AMERICA CORPORATION
Ticker:             BAC                      CUSIP:       060505104
Meeting Date        3/17/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: ADOPTION OF THE MERGER AGREEMENT                         ISSUER             YES       FOR          FOR

PROPOSAL #02: ADOPTION OF BANK OF AMERICA'S AMENDED STOCK              ISSUER             YES       FOR          FOR
 PLAN

PROPOSAL #03: ADOPTION OF AN AMENDMENT TO INCREASE THE                 ISSUER             YES       FOR          FOR
NUMBER OF AUTHORIZED SHARES OF BANK OF AMERICA COMMON
STOCK

PROPOSAL #04: APPROVAL OF PROPOSAL TO ADJOURN THE BANK OF              ISSUER             YES       FOR          FOR
 AMERICA SPECIAL MEETING, IF NECESSARY, TO SOLICIT
ADDITIONAL PROXIES

----------------------------------------------------------------------------------------------------
Issuer:             BANK OF AMERICA CORPORATION
Ticker:             BAC                      CUSIP:       060505104
Meeting Date        5/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: GARY L. COUNTRYMAN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH D. LEWIS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN T. COLLINS                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES W. COKER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAUL FULTON                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES K. GIFFORD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES H. HANCE, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: O. TEMPLE SLOAN, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS M. RYAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD L. ROMERO                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PATRICIA E. MITCHELL                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EUGENE M. MCQUADE                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. STEVEN MCMILLAN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS J. MAY                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WALTER E. MASSEY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM BARNET, III                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD E. GUINN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACKIE M. WARD                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MEREDITH R. SPANGLER                             ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT PUBLIC                       ISSUER             YES       FOR          FOR
ACCOUNTANTS

PROPOSAL #03: STOCKHOLDER PROPOSAL - ANNUAL MEETING DATE               SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #04: STOCKHOLDER PROPOSAL - NOMINATION OF                     SHAREHOLDER        YES       AGAINST      FOR
DIRECTORS



PROPOSAL #05: STOCKHOLDER PROPOSAL - CHARITABLE                        SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS

PROPOSAL #06: STOCKHOLDER PROPOSAL - MUTUAL FUND TRADING               SHAREHOLDER        YES       AGAINST      FOR
POLICIES

PROPOSAL #07: STOCKHOLDER PROPOSAL - PRIVACY AND                       SHAREHOLDER        YES       ABSTAIN      AGAINST
INFORMATION SECURITY

----------------------------------------------------------------------------------------------------
Issuer:             BANK OF HAWAII CORPORATION
Ticker:             BOH                      CUSIP:       062540109
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: BARBARA J. TANABE***                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT W. WO, JR.***                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARTIN A. STEIN***                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S. HAUNANI APOLIONA**                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARY G.F. BITTERMAN***                           ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MICHAEL J. CHUN*                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALLAN R. LANDON**                                ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVE THE BANK OF HAWAII CORPORATION 2004              ISSUER             YES       AGAINST      AGAINST
 STOCK AND INCENTIVE COMPENSATION PLAN.


PROPOSAL #03: ELECT ERNST & YOUNG LLP AS INDEPENDENT                   ISSUER             YES       FOR          FOR
AUDITOR FOR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             BANK ONE CORPORATION
Ticker:             ONE                      CUSIP:       06423A103
Meeting Date        5/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: MERGER PROPOSAL                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LIPP                                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STRATTON                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGERS                                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NOVAK                                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRYAN                                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CROWN                                            ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DIMON                                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BURKE                                            ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: KESSLER                                          ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: FAY                                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JACKSON                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MANOOGIAN                                        ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #03: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITOR



----------------------------------------------------------------------------------------------------
Issuer:             BAUSCH & LOMB INCORPORATED
Ticker:             BOL                      CUSIP:       071707103
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: KENNETH L. WOLFE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD L. ZARRELLA                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALAN M. BENNETT                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOMENICO DE SOLE                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS LLP               ISSUER             YES       FOR          FOR
AS INDEPENDENT AUDITORS FOR 2004.


----------------------------------------------------------------------------------------------------
Issuer:             BAXTER INTERNATIONAL INC.
Ticker:             BAX                      CUSIP:       071813109
Meeting Date        5/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: CAROLE J. UHRICH                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GAIL D. FOSLER                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN D. FORSYTH                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS                     ISSUER             YES       AGAINST      AGAINST

PROPOSAL #03: PROPOSAL RELATING TO CUMULATIVE VOTING IN                SHAREHOLDER        YES       AGAINST      FOR
THE ELECTION OF DIRECTORS

----------------------------------------------------------------------------------------------------
Issuer:             BB&T CORPORATION
Ticker:             BBT                      CUSIP:       054937107
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO APPROVE AN AMENDMENT TO THE BB&T                      ISSUER             YES       FOR          FOR
ARTICLES OF INCORPORATION.

PROPOSAL #02: TO APPROVE CERTAIN AMENDMENTS TO THE BB&T                ISSUER             YES       FOR          FOR
BYLAWS.

ELECTION OF DIRECTOR: BARRY J. FITZPATRICK                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALBERT O. MCCAULEY                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TOM D. EFIRD                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JENNIFER S. BANNER                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. HOLMES MORRISON                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD E. DEAL                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN A. ALLISON IV                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALBERT F. ZETTLEMOYER                            ISSUER             YES       FOR          FOR

PROPOSAL #04: TO APPROVE THE BB&T CORPORATION 2004 STOCK               ISSUER             YES       FOR          FOR
INCENTIVE PLAN.

PROPOSAL #05: TO RATIFY THE APPOINTMENT OF                             ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS BB&T'S INDEPENDENT AUDITORS
 FOR 2004.

PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING EXECUTIVE                 SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION MATTERS.



----------------------------------------------------------------------------------------------------
Issuer:             BECTON, DICKINSON AND COMPANY
Ticker:             BDX                      CUSIP:       075887109
Meeting Date        2/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MARGARETHA AF UGGLAS                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES F. ORR                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HENRY P. BECTON, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD F. DEGRAAN                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS.                    ISSUER             YES       FOR          FOR

PROPOSAL #03: ADOPTION OF 2004 EMPLOYEE AND DIRECTOR                   ISSUER             YES       FOR          FOR
EQUITY-BASED COMPENSATION PLAN. THE BOARD OF DIRECTORS
RECOMMENDS A VOTE  AGAINST  PROPOSAL 4.

PROPOSAL #04: CUMULATIVE VOTING.                                       SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             BELLSOUTH CORPORATION
Ticker:             BLS                      CUSIP:       079860102
Meeting Date        4/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LEO F. MULLIN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES H. BLANCHARD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ARMANDO M. CODINA                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY THE INDEPENDENT AUDITOR                           ISSUER             YES       FOR          FOR

PROPOSAL #03: APPROVE AMENDMENT TO ELECT DIRECTORS                     ISSUER             YES       FOR          FOR
ANNUALLY

PROPOSAL #04: APPROVE THE STOCK AND INCENTIVE                          ISSUER             YES       FOR          FOR
COMPENSATION PLAN

PROPOSAL #05: SHAREHOLDER PROPOSAL RE: EXECUTIVE                       SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION

PROPOSAL #06: SHAREHOLDER PROPOSAL RE: CEO COMPENSATION                SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #07: SHAREHOLDER PROPOSAL RE: DISCLOSURE OF                   SHAREHOLDER        YES       ABSTAIN      AGAINST
POLITICAL CONTRIBUTIONS

----------------------------------------------------------------------------------------------------
Issuer:             BELO CORP.
Ticker:             BLC                      CUSIP:       080555105
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WAYNE R. SANDERS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DEALEY D. HERNDON                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. L. CRAVEN, M.D., MPH                          ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LOUIS E. CALDERA                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN HAMBLETT                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO APPROVE THE BELO 2004 EXECUTIVE              ISSUER             YES       AGAINST      AGAINST
 COMPENSATION PLAN.



----------------------------------------------------------------------------------------------------
Issuer:             BMC SOFTWARE, INC.
Ticker:             BMC                      CUSIP:       055921100
Meeting Date        8/21/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: L.W. GRAY                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: KATHLEEN A. O'NEIL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE F. RAYMOND                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JON E. BARFIELD                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT E. BEAUCHAMP                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TOM C. TINSLEY                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN W. BARTER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MELDON K. GAFNER                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: B. GARLAND CUPP                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: PROPOSAL TO RATIFY THE BOARD'S APPOINTMENT               ISSUER             YES       FOR          FOR
OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS OF THE
COMPANY FOR FISCAL YEAR ENDING MARCH 31, 2004.


----------------------------------------------------------------------------------------------------
Issuer:             BOSTON PROPERTIES, INC.
Ticker:             BXP                      CUSIP:       101121101
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MORTIMER B. ZUCKERMAN                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CAROL B. EINIGER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD E. SALOMON                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALAN B. LANDIS                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: TO CONSIDER AND ACT UPON A STOCKHOLDER                   SHAREHOLDER        YES       FOR          AGAINST
PROPOSAL CONCERNING THE ANNUAL ELECTION OF DIRECTORS, IF
PROPERLY PRESENTED AT THE MEETING.

----------------------------------------------------------------------------------------------------
Issuer:             BP P.L.C.
Ticker:             BP                       CUSIP:       055622104
Meeting Date        4/15/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MR R L OLVER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LORD BROWNE                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SIR IAN PROSSER                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MR H M P MILES                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DR B E GROTE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SIR ROBIN NICHOLSON                              ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #07: TO ELECT MR A BURGMANS AS A DIRECTOR                     ISSUER             YES       FOR          FOR

PROPOSAL #08: TO REAPPOINT ERNST & YOUNG LLP AS AUDITORS               ISSUER             YES       AGAINST      AGAINST


PROPOSAL #09: TO AMEND THE ARTICLES OF ASSOCIATION OF THE              ISSUER             YES       FOR          FOR
 COMPANY



PROPOSAL #10: TO GIVE AUTHORITY TO ALLOT SHARES UP TO A                ISSUER             YES       FOR          FOR
SPECIFIED AMOUNT

PROPOSAL #11: SPECIAL RESOLUTION: TO GIVE AUTHORITY TO                 ISSUER             YES       FOR          FOR
ALLOT A LIMITED NUMBER OF SHARES FOR CASH WITHOUT MAKING
AN OFFER TO SHAREHOLDERS

PROPOSAL #12: SPECIAL RESOLUTION: TO GIVE LIMITED                      ISSUER             YES       FOR          FOR
AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE
COMPANY

PROPOSAL #13: TO AUTHORISE THE USE OF TREASURY SHARES FOR              ISSUER             YES       FOR          FOR
 EMPLOYEE SHARE SCHEMES

PROPOSAL #14: TO APPROVE THE DIRECTORS  REMUNERATION                   ISSUER             YES       ABSTAIN      AGAINST
REPORT

PROPOSAL #15: TO DETERMINE THE LIMIT FOR THE AGGREGATE                 ISSUER             YES       FOR          FOR
REMUNERATION OF THE NON-EXECUTIVE DIRECTORS


PROPOSAL #16: TO RECEIVE THE DIRECTORS  ANNUAL REPORT AND              ISSUER             YES       FOR          FOR
 THE ACCOUNTS

PROPOSAL #17: SPECIAL SHAREHOLDER RESOLUTION: TO INSTRUCT              SHAREHOLDER        YES       ABSTAIN      AGAINST
 THE COMPANY TO PREPARE A REPORT MAKING CERTAIN
DISCLOSURES ON MATTERS OF CONTROL AND RISK IN PROTECTED
AND SENSITIVE AREAS

----------------------------------------------------------------------------------------------------
Issuer:             BRISTOL-MYERS SQUIBB COMPANY
Ticker:             BMY                      CUSIP:       110122108
Meeting Date        5/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: L.V. GERSTNER, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.R. DOLAN                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L. JOHANSSON                                     ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF INDEPENDENT AUDITORS                      ISSUER             YES       FOR          FOR

PROPOSAL #03: PUBLICATION OF POLITICAL CONTRIBUTIONS                   SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #04: PROHIBITION OF POLITICAL CONTRIBUTIONS                   SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #05: SEPARATION OF CHAIRMAN AND CEO POSITIONS                 SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #06: HIV/AIDS-TB-MALARIA                                      SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #07: DIRECTOR VOTE THRESHOLD                                  SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             BURLINGTON NORTHERN SANTA FE CORPORA
Ticker:             BNI                      CUSIP:       12189T104
Meeting Date        4/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: E.E. WHITACRE, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.B. YANNEY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: V.S. MARTINEZ                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J.S. WHISLER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.F. RACICOT                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: M.J. SHAPIRO                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.S. ROBERTS                                     ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: R.H. WEST                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.C. WATTS, JR.                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.K. ROSE                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.L. BOECKMANN                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE BURLINGTON NORTHERN SANTA                ISSUER             YES       FOR          FOR
FE 1999 STOCK INCENTIVE PLAN, AS PROPOSED TO BE AMENDED
AND RESTATED.

PROPOSAL #03: ADVISE ON THE SELECTION OF                               ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT
AUDITOR FOR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             BURLINGTON RESOURCES INC.
Ticker:             BR                       CUSIP:       122014103
Meeting Date        4/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J.T. LAMACCHIA                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.M. ROBERTS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.I. GRANT                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.J. HARDING                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.S. SHACKOULS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.T. ALEXANDER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.V. ANDERSON                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. LIMBACHER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.F. MCDONALD                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.A. RUNDE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.F. SCHWARZ                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. SCOTT, JR.                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.E. WADE, JR.                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: K.W. ORCE                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: S.J. SHAPIRO                                     ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AN AMENDMENT TO THE COMPANY'S                ISSUER             YES       FOR          FOR
CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK OF THE COMPANY TO
650,000,000.

PROPOSAL #03: TO RATIFY THE APPOINTMENT OF                             ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT
AUDITOR FOR THE YEAR ENDED DECEMBER 31, 2004.


----------------------------------------------------------------------------------------------------
Issuer:             CARNIVAL CORPORATION
Ticker:             CCL                      CUSIP:       143658300
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MICKY ARISON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN P. MCNULTY                                  ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: SIR JOHN PARKER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STUART SUBOTNICK                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: UZI ZUCKER                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PIER LUIGI FOSCHI                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HOWARD S. FRANK                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BARONESS HOGG                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A. KIRK LANTERMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MODESTO A. MAIDIQUE                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT H. DICKINSON                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER RATCLIFFE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: AMB RICHARD G. CAPEN JR                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ARNOLD W. DONALD                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPOINT PRICEWATERHOUSECOOPERS AS                     ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR CARNIVAL PLC AND TO RATIFY THE
SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
CERTIFIED PUBLIC ACCOUNTANTS FOR CARNIVAL CORPORATION.


PROPOSAL #03: TO AUTHORIZE THE AUDIT COMMITTEE OF                      ISSUER             YES       FOR          FOR
CARNIVAL PLC TO AGREE THE REMUNERATION OF THE INDEPENDENT
 AUDITORS.

PROPOSAL #04: TO RECEIVE THE ACCOUNTS AND REPORTS FOR                  ISSUER             YES       FOR          FOR
CARNIVAL PLC FOR THE FINANCIAL PERIOD ENDED NOVEMBER 30,
2003.

PROPOSAL #05: TO APPROVE THE DIRECTORS  REMUNERATION                   ISSUER             YES       FOR          FOR
REPORT OF CARNIVAL PLC.

PROPOSAL #06: TO APPROVE LIMITS ON THE AUTHORITY TO ALLOT              ISSUER             YES       FOR          FOR
 SHARES BY CARNIVAL PLC.

PROPOSAL #07: TO APPROVE THE DISAPPLICATION OF                         ISSUER             YES       FOR          FOR
PRE-EMPTION RIGHTS FOR CARNIVAL PLC SHARES.

----------------------------------------------------------------------------------------------------
Issuer:             CATERPILLAR INC.
Ticker:             CAT                      CUSIP:       149123101
Meeting Date        4/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: EDWARD B. RUST, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GORDON R. PARKER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM A. OSBORN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JUAN GALLARDO                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN T. DILLON                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: AMEND OPTION PLAN                                        ISSUER             YES       FOR          FOR

PROPOSAL #03: RATIFY AUDITORS                                          ISSUER             YES       FOR          FOR

PROPOSAL #04: STOCKHOLDER PROPOSAL - RIGHTS PLAN                       SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #05: STOCKHOLDER PROPOSAL - SALE OF EQUIPMENT TO              SHAREHOLDER        YES       ABSTAIN      AGAINST
 ISRAEL



PROPOSAL #06: STOCKHOLDER PROPOSAL - HIV/AIDS                          SHAREHOLDER        YES       ABSTAIN      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             CENDANT CORPORATION
Ticker:             CD                       CUSIP:       151313103
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT W. PITTMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD L. NELSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MYRA J. BIBLOWIT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SHELI Z. ROSENBERG                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RT. HON. BRIAN MULRONEY                          ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE AMENDMENTS TO THE ARTICLES OF                 ISSUER             YES       FOR          FOR
INCORPORATION AND BY-LAWS OF THE COMPANY TO ELIMINATE
CLASSIFICATION OF THE BOARD OF DIRECTORS OF THE COMPANY.


PROPOSAL #03: TO RATIFY AND APPROVE THE APPOINTMENT OF                 ISSUER             YES       FOR          FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2004.


PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING THE                       SHAREHOLDER        YES       AGAINST      FOR
SEPARATION OF THE OFFICES OF CHIEF EXECUTIVE OFFICER AND
CHAIRMAN.

PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING CHIEF                     SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE OFFICER COMPENSATION.

----------------------------------------------------------------------------------------------------
Issuer:             CENTERPOINT ENERGY, INC.
Ticker:             CNP                      CUSIP:       15189T107
Meeting Date        6/3/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MILTON CARROLL**                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN T. CATER**                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL E. SHANNON**                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT T. O'CONNELL*                             ISSUER             YES       FOR          FOR

PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       FOR          FOR
 & TOUCHE LLP AS INDEPENDENT AUDITORS FOR 2004.


PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO                         SHAREHOLDER        YES       AGAINST      FOR
PERFORMANCE AND TIME-BASED RESTRICTED SHARE PROGRAMS.


PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO ELECTING                SHAREHOLDER        YES       FOR          AGAINST
ALL DIRECTORS ANNUALLY AND ELIMINATION OF DIRECTOR
CLASSES WITH STAGGERED TERMS.

PROPOSAL #06: WITHHOLD GRANTING OF DISCRETIONARY                       ISSUER             YES       FOR          AGAINST
AUTHORITY TO VOTE ON ALL OTHER MATTERS THAT MAY PROPERLY
COME BEFORE THE ANNUAL MEETING.

----------------------------------------------------------------------------------------------------
Issuer:             CENTEX CORP./3333 HOLDING CORP.
Ticker:             CTX                      CUSIP:       152312104
Meeting Date        7/17/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: STEPHEN M. WEINBERG**                            ISSUER             YES       FOR          FOR



ELECTION OF DIRECTOR: THOMAS M. SCHOEWE*                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DAVID M. SHERER**                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGER O. WEST**                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSIAH O. LOW, III**                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LAURENCE E. HIRSCH*                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS J. FALK*                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAN W. COOK III*                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #3H2: RATIFICATION OF THE APPOINTMENT OF                      ISSUER             YES       FOR          FOR
INDEPENDENT AUDITOR FOR 2004.**

PROPOSAL #C2: APPROVAL OF THE 2003 ANNUAL INCENTIVE                    ISSUER             YES       AGAINST      AGAINST
COMPENSATION PLAN.*

PROPOSAL #C3: APPROVAL OF THE CENTEX CORPORATION 2003                  ISSUER             YES       AGAINST      AGAINST
EQUITY INCENTIVE PLAN.*

PROPOSAL #C4: RATIFICATION OF THE APPOINTMENT OF                       ISSUER             YES       FOR          FOR
INDEPENDENT AUDITOR FOR 2004.*

----------------------------------------------------------------------------------------------------
Issuer:             CENTEX CORP./3333 HOLDING CORP.
Ticker:             CTX                      CUSIP:       152312104
Meeting Date        2/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #C1: APPROVAL TO AMEND THE RESTATED ARTICLES OF               ISSUER             YES       FOR          FOR
INCORPORATION.*

PROPOSAL #C2: APPROVAL TO TERMINATE THE NOMINEE                        ISSUER             YES       FOR          FOR
AGREEMENT.*

PROPOSAL #H1: APPROVAL OF THE TRANSACTION, INCLUDING                   ISSUER             YES       FOR          FOR
APPROVAL OF THE RELATED MERGER AGREEMENT FOR THE HOLDER
MERGER.**

----------------------------------------------------------------------------------------------------
Issuer:             CHARTER ONE FINANCIAL, INC.
Ticker:             CF                       CUSIP:       160903100
Meeting Date        4/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MARK SHAEVSKY                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: PATRICK J. AGNEW                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DENISE MARIE FUGO                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: CHARLES JOHN KOCH                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD F. POE                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JEROME L. SCHOSTAK                               ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO APPROVE THE AMENDMENTS TO THE CHARTER                 ISSUER             YES       FOR          FOR
ONE FINANCIAL INC. 1997 STOCK OPTION AND INCENTIVE PLAN.


PROPOSAL #03: TO RATIFY THE APPOINTMENT OF DELOITTE &                  ISSUER             YES       AGAINST      AGAINST
TOUCHE LLP AS CHARTER ONE FINANCIAL, INC.'S INDEPENDENT
AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2004.



----------------------------------------------------------------------------------------------------
Issuer:             CHEVRONTEXACO CORPORATION
Ticker:             CVX                      CUSIP:       166764100
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: P.J. ROBERTSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. WARE                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.E. DENHAM                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.H. ARMACOST                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S. GINN                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.A. HILLS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.G. JENIFER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.B. JOHNSTON                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.J. O'REILLY                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S. NUNN                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.J. EATON                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.R. SHOEMATE                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT ACCOUNTANTS                  ISSUER             YES       FOR          FOR


PROPOSAL #03: SHOW SUPPORT FOR THE STOCKHOLDER RIGHTS                  ISSUER             YES       FOR          FOR
PLAN POLICY

PROPOSAL #04: APPROVAL OF THE LONG-TERM INCENTIVE PLAN                 ISSUER             YES       FOR          FOR


PROPOSAL #05: HIV/AIDS, TUBERCULOSIS, AND MALARIA                      SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #06: POLITICAL DISCLOSURE                                     SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #07: DIRECTOR ELECTION VOTE THRESHOLD                         SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #08: REPORT ON ECUADOR                                        SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #09: RENEWABLE ENERGY                                         SHAREHOLDER        YES       ABSTAIN      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             CIGNA CORPORATION
Ticker:             CI                       CUSIP:       125509109
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: CHARLES R. SHOEMATE                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT H. CAMPBELL                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LOUIS W. SULLIVAN, M.D.                          ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JANE E. HENNEY, M.D.                             ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF                           ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             CIT GROUP INC.
Ticker:             CIT                      CUSIP:       125581108
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



ELECTION OF DIRECTOR: EDWARD J. KELLY, III                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARIANNE MILLER PARRS                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER J. TOBIN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LOIS M. VAN DEUSEN                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: GARY C. BUTLER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM A. FARLINGER                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM M. FREEMAN                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: HON. THOMAS H. KEAN                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JEFFREY M. PEEK                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN R. RYAN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALBERT R. GAMPER, JR.                            ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS LLP               ISSUER             YES       FOR          FOR
AS INDEPENDENT ACCOUNTANTS.


PROPOSAL #03: TO TRANSACT SUCH OTHER BUSINESS THAT MAY                 ISSUER             YES       AGAINST      AGAINST
COME BEFORE THE MEETING.

----------------------------------------------------------------------------------------------------
Issuer:             CITIGROUP INC.
Ticker:             C                        CUSIP:       172967101
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT E. RUBIN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANKLIN A. THOMAS                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SANFORD I. WEILL                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT B. WILLUMSTAD                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALAIN J.P. BELDA                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE DAVID                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH T. DERR                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN M. DEUTCH                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. HERNANDEZ RAMIREZ                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANN DIBBLE JORDAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DUDLEY C. MECUM                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD D. PARSONS                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANDRALL E. PEARSON                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES PRINCE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG                             ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF KPMG                 ISSUER             YES       FOR          FOR
LLP AS CITIGROUP'S INDEPENDENT AUDITORS FOR 2004.



PROPOSAL #03: STOCKHOLDER PROPOSAL REQUESTING A CURB ON                SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE COMPENSATION, NO FUTURE STOCK OPTION GRANTS AND
 NO RENEWALS OR EXTENSIONS OF OPTION PLANS.


PROPOSAL #04: STOCKHOLDER PROPOSAL REQUESTING A REPORT ON              SHAREHOLDER        YES       ABSTAIN      AGAINST
 POLITICAL CONTRIBUTIONS.

PROPOSAL #05: STOCKHOLDER PROPOSAL REQUESTING A                        SHAREHOLDER        YES       AGAINST      FOR
DISCONTINUATION OF ALL RIGHTS, OPTIONS, SAR'S AND
POSSIBLE SEVERANCE PAYMENTS TO THE TOP 5 OF MANAGEMENT.


PROPOSAL #06: STOCKHOLDER PROPOSAL REQUESTING THAT THE                 SHAREHOLDER        YES       AGAINST      FOR
CHAIRMAN OF THE BOARD HAVE NO MANAGEMENT DUTIES, TITLES
OR RESPONSIBILITIES.

----------------------------------------------------------------------------------------------------
Issuer:             CITY NATIONAL CORPORATION
Ticker:             CYN                      CUSIP:       178566105
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RUSSELL GOLDSMITH                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD L. OLSON                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MICHAEL L. MEYER                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO APPROVE THE AMENDED AND                      ISSUER             YES       FOR          FOR
RESTATED 2002 OMNIBUS PLAN

PROPOSAL #03: PROPOSAL TO APPROVE THE AMENDED AND                      ISSUER             YES       FOR          FOR
RESTATED 1999 VARIABLE BONUS PLAN

----------------------------------------------------------------------------------------------------
Issuer:             COCA-COLA ENTERPRISES INC.
Ticker:             CCE                      CUSIP:       191219104
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: GARY P. FAYARD                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. TREVOR EYTON                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN R. ALM                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L. PHILLIP HUMANN                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: PAULA G. ROSPUT                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO APPROVE THE EXECUTIVE MANAGEMENT                      ISSUER             YES       FOR          FOR
INCENTIVE PLAN (EFFECTIVE JANUARY 1, 2004)

PROPOSAL #03: TO APPROVE THE 2004 STOCK AWARD PLAN                     ISSUER             YES       AGAINST      AGAINST

PROPOSAL #04: TO APPROVE THE DEFERRED COMPENSATION PLAN                ISSUER             YES       FOR          FOR
FOR NONEMPLOYEE DIRECTORS (AS AMENDED AND RESTATED
EFFECTIVE FEBRUARY 17, 2004)

PROPOSAL #05: TO APPROVE THE UK EMPLOYEE SHARE PLAN                    ISSUER             YES       FOR          FOR

PROPOSAL #06: TO APPROVE THE STOCK SAVINGS PLAN (BELGIUM)              ISSUER             YES       FOR          FOR


PROPOSAL #07: TO RATIFY THE APPOINTMENT OF ERNST & YOUNG               ISSUER             YES       FOR          FOR
LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE 2004
FISCAL YEAR THE BOARD OF DIRECTORS RECOMMENDS A VOTE
AGAINST PROPOSALS 8 AND 9

PROPOSAL #08: SHAREOWNER PROPOSAL TO REQUEST SHAREOWNER                SHAREHOLDER        YES       FOR          AGAINST
APPROVAL OF CERTAIN SEVERANCE AGREEMENTS



PROPOSAL #09: SHAREOWNER PROPOSAL TO REQUEST ADOPTION OF               SHAREHOLDER        YES       ABSTAIN      AGAINST
PUBLICLY STATED GOALS FOR ENHANCED RATE OF BEVERAGE
CONTAINER RECOVERY IN THE UNITED STATES.

----------------------------------------------------------------------------------------------------
Issuer:             COMERICA INCORPORATED
Ticker:             CMA                      CUSIP:       200340107
Meeting Date        5/18/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RALPH W. BABB, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM P. VITITOE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH L. WAY                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TODD W. HERRICK                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES F. CORDES                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER D. CUMMINGS                                ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL AND RATIFICATION OF THE COMERICA                ISSUER             YES       FOR          FOR
INCORPORATED AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE
 PLAN

PROPOSAL #03: APPROVAL OF THE COMERICA INCORPORATED                    ISSUER             YES       FOR          FOR
INCENTIVE PLAN FOR NON- EMPLOYEE DIRECTORS

PROPOSAL #04: RATIFICATION OF THE APPOINTMENT OF ERNST &               ISSUER             YES       FOR          FOR
YOUNG LLP AS INDEPENDENT AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             COMPUTER SCIENCES CORPORATION
Ticker:             CSC                      CUSIP:       205363104
Meeting Date        8/11/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: VAN B. HONEYCUTT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES R. MELLOR                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: IRVING W. BAILEY, II                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIAM P. RUTLEDGE                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RODNEY F. CHASE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM R. HOOVER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LEON J. LEVEL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS A. MCDONNELL                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F. WARREN MCFARLAN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN L. BAUM                                  ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             CONAGRA FOODS, INC.
Ticker:             CAG                      CUSIP:       205887102
Meeting Date        9/25/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: BRUCE ROHDE                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARK H. RAUENHORST                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT A. KRANE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID H. BATCHELDER                              ISSUER             YES       FOR          FOR




PROPOSAL #02: RATIFY THE APPOINTMENT OF INDEPENDENT                    ISSUER             YES       FOR          FOR
AUDITORS.

PROPOSAL #03: STOCKHOLDER PROPOSAL - GENETICALLY                       SHAREHOLDER        YES       ABSTAIN      AGAINST
ENGINEERED FOOD

PROPOSAL #04: STOCKHOLDER PROPOSAL - STOCK OPTION PLAN                 SHAREHOLDER        YES       AGAINST      FOR
CHANGES

PROPOSAL #05: STOCKHOLDER PROPOSAL - STOCKHOLDER RIGHTS                SHAREHOLDER        YES       FOR          AGAINST
PLAN

----------------------------------------------------------------------------------------------------
Issuer:             CONOCOPHILLIPS
Ticker:             COP                      CUSIP:       20825C104
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES E. COPELAND, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. STAPLETON ROY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM R. RHODES                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RUTH R. HARKIN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID L. BOREN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN                            ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS

PROPOSAL #03: AUTHORIZE THE 2004 OMNIBUS STOCK AND                     ISSUER             YES       FOR          FOR
PERFORMANCE INCENTIVE PLAN

PROPOSAL #04: OFFICER & DIRECTOR COMPENSATION                          SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #05: COMMONSENSE EXECUTIVE COMPENSATION                       SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #06: ANWR DRILLING                                            SHAREHOLDER        YES       ABSTAIN      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             CONSTELLATION ENERGY GROUP, INC.
Ticker:             CEG                      CUSIP:       210371100
Meeting Date        5/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT J. LAWLESS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES R. CURTISS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES T. BRADY                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD J. KELLY, III                             ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS LLP               ISSUER             YES       FOR          FOR
AS INDEPENDENT AUDITORS FOR 2004.


----------------------------------------------------------------------------------------------------
Issuer:             COOPER INDUSTRIES, LTD.
Ticker:             CBE                      CUSIP:       G24182100
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: G.B. SMITH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.G. BUTLER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.F. SMITH                                       ISSUER             YES       FOR          FOR




PROPOSAL #02: APPOINT ERNST & YOUNG AS INDEPENDENT                     ISSUER             YES       FOR          FOR
AUDITORS FOR THE YEAR ENDING 12/31/2004.

PROPOSAL #03: APPROVE THE AMENDED AND RESTATED STOCK                   ISSUER             YES       FOR          FOR
INCENTIVE PLAN.

PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO SOCIAL AND              SHAREHOLDER        YES       ABSTAIN      AGAINST
 ENVIRONMENTAL ISSUES RELATED TO SUSTAINABILITY.


PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO EXECUTIVE               SHAREHOLDER        YES       AGAINST      FOR
EQUITY COMPENSATION PLANS.

----------------------------------------------------------------------------------------------------
Issuer:             COUNTRYWIDE FINANCIAL CORPORATION
Ticker:             CFC                      CUSIP:       222372104
Meeting Date        1/9/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO APPROVE THE PROPOSAL TO AMEND THE                     ISSUER             YES       AGAINST      AGAINST
COMPANY'S RESTATED CERTIFICATE OF INCORPORATION TO
INCREASE THE AUTHORIZED COMMON STOCK.

----------------------------------------------------------------------------------------------------
Issuer:             COUNTRYWIDE FINANCIAL CORPORATION
Ticker:             CFC                      CUSIP:       222372104
Meeting Date        6/16/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: HENRY G. CISNEROS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARTIN R. MELONE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL E. DOUGHERTY                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: HARLEY W. SNYDER                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ROBERT J. DONATO                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO APPROVE AND AMEND THE COMPANY'S 2000                  ISSUER             YES       AGAINST      AGAINST
EQUITY INCENTIVE PLAN.

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Issuer:             CROMPTON CORPORATION
Ticker:             CK                       CUSIP:       227116100
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: C.A. (LANCE) PICCOLO                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LEO I. HIGDON, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRUCE F. WESSON                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE SELECTION BY THE BOARD OF                ISSUER             YES       FOR          FOR
KPMG LLP AS INDEPENDENT AUDITORS FOR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             CSX CORPORATION
Ticker:             CSX                      CUSIP:       126408103
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: D.M. RATCLIFFE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.S. ROYAL, M.D.                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.D. KUNISCH                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.J. MORCOTT                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.J. WARD                                        ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: W.C. RICHARDSON                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.E. RICE                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.J. SHEPARD                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.J. KELLY, III                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.E. BAILEY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. BURRUS, JR.                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: APPOINTMENT OF ERNST & YOUNG LLP AS                      ISSUER             YES       FOR          FOR
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS.

PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING EXECUTIVE                 SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION.

PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING POISON PILL               SHAREHOLDER        YES       AGAINST      FOR
PROVISIONS.

PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SEVERANCE                 SHAREHOLDER        YES       FOR          AGAINST
AGREEMENTS.

----------------------------------------------------------------------------------------------------
Issuer:             CVS CORPORATION
Ticker:             CVS                      CUSIP:       126650100
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: SHELI Z. ROSENBERG                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TERRY R. LAUTENBACH                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: THOMAS P. GERRITY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. DON CORNWELL                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TERRENCE MURRAY                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS M. RYAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STANLEY P. GOLDSTEIN                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARIAN L. HEARD                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM H. JOYCE                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO APPROVE AN AMENDMENT TO THE                  ISSUER             YES       FOR          FOR
COMPANY'S 1997 INCENTIVE COMPENSATION PLAN.

PROPOSAL #03: PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG               ISSUER             YES       FOR          FOR
LLP AS CVS INDEPENDENT AUDITORS FOR THE FISCAL YEAR
ENDING JANUARY 1, 2005.

PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING EXECUTIVE                 SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION.

----------------------------------------------------------------------------------------------------
Issuer:             DANA CORPORATION
Ticker:             DCN                      CUSIP:       235811106
Meeting Date        4/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: E.M. CARPENTER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.J. BURNS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.H. HINER                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J.P. KELLY                                       ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: M.R. MARKS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.B. PRIORY                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: B.F. BAILAR                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.C. BAILLIE                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: S.G. GIBARA                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.W. GRISE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.E. BERGES                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE THE ADDITIONAL COMPENSATION                   ISSUER             YES       FOR          FOR
PLAN, AS AMENDED AND RESTATED

PROPOSAL #03: TO APPROVE THE EMPLOYEES  STOCK PURCHASE                 ISSUER             YES       AGAINST      AGAINST
PLAN, AS AMENDED AND RESTATED

PROPOSAL #04: TO APPROVE AMENDMENTS TO THE AMENDED AND                 ISSUER             YES       FOR          FOR
RESTATED STOCK INCENTIVE PLAN

PROPOSAL #05: TO RATIFY PRICEWATERHOUSECOOPERS AS THE                  ISSUER             YES       FOR          FOR
COMPANY'S INDEPENDENT AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             DEERE & COMPANY
Ticker:             DE                       CUSIP:       244199105
Meeting Date        2/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: AULANA L. PETERS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANTONIO MADERO B.                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN R. WALTER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT W. LANE                                   ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             DELPHI CORPORATION
Ticker:             DPH                      CUSIP:       247126105
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN D. OPIE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DR. BERND GOTTSCHALK                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: OSCAR BERNARDES                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY SELECTION OF DELOITTE & TOUCHE LLP                ISSUER             YES       FOR          FOR
AS INDEPENDENT ACCOUNTANTS

PROPOSAL #03: APPROVE THE DELPHI CORPORATION ANNUAL                    ISSUER             YES       FOR          FOR
INCENTIVE PLAN

PROPOSAL #04: APPROVE THE DELPHI CORPORATION LONG-TERM                 ISSUER             YES       AGAINST      AGAINST
INCENTIVE PLAN

PROPOSAL #05: STOCKHOLDER PROPOSAL RELATING TO THE                     SHAREHOLDER        YES       AGAINST      FOR
REDEMPTION OF DELPHI'S STOCKHOLDER RIGHTS PLAN

PROPOSAL #06: STOCKHOLDER PROPOSAL RELATING TO THE ANNUAL              SHAREHOLDER        YES       FOR          AGAINST
 ELECTION OF DIRECTORS

PROPOSAL #07: STOCKHOLDER PROPOSAL RELATING TO ADOPTION                SHAREHOLDER        YES       ABSTAIN      AGAINST
OF CODE FOR DELPHI'S INTERNATIONAL OPERATIONS



----------------------------------------------------------------------------------------------------
Issuer:             DEVON ENERGY CORPORATION
Ticker:             DVN                      CUSIP:       25179M103
Meeting Date        6/8/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PETER J. FLUOR                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID M. GAVRIN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS F. FERGUSON                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL E. GELLERT                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY THE APPOINTMENT OF KPMG LLP AS THE                ISSUER             YES       FOR          FOR
COMPANY'S INDEPENDENT AUDITOR FOR THE YEAR ENDING
DECEMBER 31, 2004.

PROPOSAL #03: REVISE DIRECTOR ELECTION VOTE THRESHOLD                  SHAREHOLDER        YES       AGAINST      FOR


----------------------------------------------------------------------------------------------------
Issuer:             DIEBOLD, INCORPORATED
Ticker:             DBD                      CUSIP:       253651103
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: E.C. EVANS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. CRANDALL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.S. FITZGERALD                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.N. LAUER                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.F. MASSY                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.W. O'DELL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.V. BOCKIUS III                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.M. CONNOR                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.B. LASSITER                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.J. ROORDA                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.R. TIMKEN, JR.                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.D.G. WALLACE                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF KPMG LLP AS                 ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR THE YEAR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             DOMINION RESOURCES, INC.
Ticker:             D                        CUSIP:       25746U109
Meeting Date        4/23/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: KENNETH A. RANDALL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BENJAMIN J. LAMBERT III                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT S. JEPSON, JR.                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER W. BROWN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN W. HARRIS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD L. LEATHERWOOD                           ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: RONALD J. CALISE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARGARET A. MCKENNA                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE A. DAVIDSON, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK S. ROYAL                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOS. E. CAPPS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S. DALLAS SIMMONS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT H. SPILMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID A. WOLLARD                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SUSAN B. ALLEN                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: RETENTION OF AUDITORS                                    ISSUER             YES       FOR          FOR

PROPOSAL #03: SHAREHOLDER PROPOSAL                                     SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             DUKE ENERGY CORPORATION
Ticker:             DUK                      CUSIP:       264399106
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PAUL M. ANDERSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL E.J. PHELPS                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES T. RHODES                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANN M. GRAY                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS                 ISSUER             YES       FOR          FOR
DUKE ENERGY'S INDEPENDENT AUDITORS FOR 2004.

PROPOSAL #03: A SHAREHOLDER PROPOSAL RELATING TO                       SHAREHOLDER        YES       FOR          AGAINST
DECLASSIFICATION OF DUKE ENERGY'S BOARD OF DIRECTORS, IF
PROPERLY PRESENTED AT THE ANNUAL MEETING.


----------------------------------------------------------------------------------------------------
Issuer:             E*TRADE FINANCIAL CORPORATION
Ticker:             ET                       CUSIP:       269246104
Meeting Date        5/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: GEORGE A. HAYTER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD D. FISHER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONNA L. WEAVER                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO RATIFY THE SELECTION OF DELOITTE &                    ISSUER             YES       FOR          FOR
TOUCHE LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR THE
COMPANY FOR FISCAL YEAR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             E. I. DU PONT DE NEMOURS AND COMPANY
Ticker:             DD                       CUSIP:       263534109
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: W.K. REILLY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.R. SHARP, III                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. NAITOH                                        ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: L.D. JULIBER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.M. VEST                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.J.P. BELDA                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.H. BROWN                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.J. CRAWFORD                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.O. HOLLIDAY, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.T. DILLON                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.C. HOPKINS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.C. DUEMLING                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: ON RATIFICATION OF ACCOUNTANTS                           ISSUER             YES       FOR          FOR

PROPOSAL #03: ON GOVERNMENT SERVICE                                    SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #04: ON INTERNATIONAL WORKPLACE STANDARDS                     SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #05: ON EXECUTIVE COMPENSATION                                SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             EASTMAN KODAK COMPANY
Ticker:             EK                       CUSIP:       277461109
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: HECTOR DE J. RUIZ                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM H. HERNANDEZ                             ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF ELECTION OF INDEPENDENT                  ISSUER             YES       FOR          FOR
ACCOUNTANTS

PROPOSAL #03: RE-APPROVAL OF MATERIAL TERMS OF THE                     ISSUER             YES       FOR          FOR
PERFORMANCE GOALS OF THE 2000 OMNIBUS LONG-TERM
COMPENSATION PLAN

PROPOSAL #04: SHAREHOLDER PROPOSAL REQUESTING ADOPTION OF              SHAREHOLDER        YES       ABSTAIN      AGAINST
 A CHEMICALS POLICY

PROPOSAL #05: SHAREHOLDER PROPOSAL REQUESTING LIMITS ON                SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION OF CERTAIN EXECUTIVES

----------------------------------------------------------------------------------------------------
Issuer:             EATON CORPORATION
Ticker:             ETN                      CUSIP:       278058102
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: E. GREEN                                         ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: M.J. CRITELLI                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: K.M. PATEL                                       ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF 2004 STOCK PLAN                              ISSUER             YES       AGAINST      AGAINST

PROPOSAL #03: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS



----------------------------------------------------------------------------------------------------
Issuer:             EDISON INTERNATIONAL
Ticker:             EIX                      CUSIP:       281020107
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J.M. ROSSER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T.C. SUTTON                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.H. SMITH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.T. SCHLOSBERG, III                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.A. CORDOVA                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.G. NOGALES                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B. KARATZ                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.M. FREEMAN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. OLSON                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.E. BRYSON                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: SHAREHOLDER PROPOSAL ON SHAREHOLDER RIGHTS               SHAREHOLDER        YES       AGAINST      FOR
AGREEMENT.

----------------------------------------------------------------------------------------------------
Issuer:             ELECTRONIC DATA SYSTEMS CORPORATION
Ticker:             EDS                      CUSIP:       285661104
Meeting Date        5/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROGER A. ENRICO                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ELLEN M. HANCOCK                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: C. ROBERT KIDDER                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF AUDITORS.                 ISSUER             YES       FOR          FOR


PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING CLASSIFIED                SHAREHOLDER        YES       FOR          AGAINST
BOARD.

PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING RIGHTS PLAN.              SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING MAJORITY                  SHAREHOLDER        YES       FOR          AGAINST
VOTE.

----------------------------------------------------------------------------------------------------
Issuer:             EMERSON ELECTRIC CO.
Ticker:             EMR                      CUSIP:       291011104
Meeting Date        2/3/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: C. FERNANDEZ G.                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.F. KNIGHT                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.A. LODGE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. RIDGWAY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.E. WHITACRE, JR.                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RE-APPROVAL OF PERFORMANCE MEASURES UNDER                ISSUER             YES       FOR          FOR
THE EMERSON ELECTRIC CO. 1997 INCENTIVE SHARES PLAN



PROPOSAL #03: RATIFICATION OF INDEPENDENT AUDITORS                     ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             ENTERGY CORPORATION
Ticker:             ETR                      CUSIP:       29364G103
Meeting Date        5/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J.W. LEONARD                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.S. BATEMAN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.F. BLOUNT                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.A. PERCY, II                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.V. WILKINSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.D. DEBREE                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.P. DEMING                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: K.A. MURPHY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.C. HINTZ                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. V.D. LUFT                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.R. NICHOLS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.W. MURRILL                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.A. STEINHAGEN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.C. SMITH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.H. REILLEY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.M. HERMAN                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF EXTERNAL AUDITORS.                       ISSUER             YES       FOR          FOR

PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING LIMITING                  SHAREHOLDER        YES       FOR          AGAINST
BENEFITS PAYABLE UNDER SEVERANCE AGREEMENTS.


PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING CUMULATIVE                SHAREHOLDER        YES       AGAINST      FOR
VOTING.

PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING COMPENSATION              SHAREHOLDER        YES       AGAINST      FOR
 FOR THE TOP FIVE EXECUTIVES.

----------------------------------------------------------------------------------------------------
Issuer:             EQUITY OFFICE PROPERTIES TRUST
Ticker:             EOP                      CUSIP:       294741103
Meeting Date        5/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: THOMAS E. DOBROWSKI                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SHELI Z. ROSENBERG                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. H.W.R. VAN DER VLIST                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES D. HARPER, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWIN N. SIDMAN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SAMUEL ZELL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID K. MCKOWN                                  ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: RICHARD D. KINCAID                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM M. GOODYEAR                              ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE AUDIT COMMITTEE'S                    ISSUER             YES       FOR          FOR
APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS.


----------------------------------------------------------------------------------------------------
Issuer:             EQUITY RESIDENTIAL
Ticker:             EQR                      CUSIP:       29476L107
Meeting Date        5/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: SHELI Z. ROSENBERG                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRUCE W. DUNCAN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES L. ATWOOD                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BOONE A. KNOX                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN W. ALEXANDER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DESIREE G. ROGERS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GERALD A. SPECTOR                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES D. HARPER, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SAMUEL ZELL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B. JOSEPH WHITE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN O. EVANS                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AMENDMENT TO THE COMPANY'S                   ISSUER             YES       FOR          FOR
DECLARATION OF TRUST TO REMOVE A POTENTIAL ANTI-TAKEOVER
DEFENSE.

PROPOSAL #03: RATIFICATION OF THE SELECTION OF ERNST &                 ISSUER             YES       FOR          FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2004.

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Issuer:             EVEREST RE GROUP, LTD.
Ticker:             RE                       CUSIP:       G3223R108
Meeting Date        5/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOSEPH V. TARANTO                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH J. DUFFY                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPOINT PRICEWATERHOUSECOOPERS LLP AS                 ISSUER             YES       FOR          FOR
THE COMPANY'S INDEPENDENT AUDITORS FOR THE YEAR ENDING
DECEMBER 31, 2004 AND AUTHORIZE THE BOARD OF DIRECTORS
ACTING BY THE AUDIT COMMITTEE OF THE BOARD TO SET THE
FEES FOR THE INDEPENDENT AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             EXELON CORPORATION
Ticker:             EXC                      CUSIP:       30161N101
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: NICHOLAS DEBENEDICTIS                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G. FRED DIBONA, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SUE L. GIN                                       ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: EDGAR D. JANNOTTA                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT ACCOUNTANTS                  ISSUER             YES       FOR          FOR


PROPOSAL #03: APPROVAL OF ANNUAL INCENTIVE PLAN FOR                    ISSUER             YES       FOR          FOR
SENIOR EXECUTIVES

----------------------------------------------------------------------------------------------------
Issuer:             EXXON MOBIL CORPORATION
Ticker:             XOM                      CUSIP:       30231G102
Meeting Date        5/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: W.V. SHIPLEY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.W. TILLERSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.R. HOWELL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.R. RAYMOND                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.R. HOUGHTON                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.C. NELSON                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.J. LONGWELL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.A. MCKINNELL, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.E. LIPPINCOTT                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.C. KING                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.J. BOSKIN                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS (PAGE               ISSUER             YES       FOR          FOR
27).

PROPOSAL #03: APPROVAL OF 2004 NON-EMPLOYEE DIRECTOR                   ISSUER             YES       FOR          FOR
RESTRICTED STOCK PLAN (PAGE 28).

PROPOSAL #04: POLITICAL CONTRIBUTIONS (PAGE 30).                       SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #05: POLITICAL CONTRIBUTIONS REPORT (PAGE 32).                SHAREHOLDER        YES       ABSTAIN      AGAINST


PROPOSAL #06: MEDIA RESPONSE ON EQUATORIAL GUINEA (PAGE                SHAREHOLDER        YES       ABSTAIN      AGAINST
34).

PROPOSAL #07: BOARD CHAIRMAN AND CEO (PAGE 37).                        SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #08: EXECUTIVE COMPENSATION (PAGE 39).                        SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #09: EQUITY COMPENSATION REPORT (PAGE 40).                    SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #10: AMENDMENT OF EEO POLICY (PAGE 42).                       SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #11: CLIMATE SCIENCE REPORT (PAGE 44).                        SHAREHOLDER        YES       ABSTAIN      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             FANNIE MAE
Ticker:             FNM                      CUSIP:       313586109
Meeting Date        5/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: A.M. MULCAHY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.H. MUDD                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.B. MARRON                                      ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: F.V. MALEK                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L. RAHL                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.K. PICKETT                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.B. ASHLEY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A. KOROLOGOS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T. HOWARD                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T.P. GERRITY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: K.M. DUBERSTEIN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.P. SWYGERT                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.D. RAINES                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE SELECTION OF AUDITORS                ISSUER             YES       FOR          FOR


PROPOSAL #03: APPROVAL OF AN AMENDMENT TO THE FANNIE MAE               ISSUER             YES       FOR          FOR
EMPLOYEE STOCK PURCHASE PLAN

PROPOSAL #04: STOCKHOLDER PROPOSAL TO REINSTATE                        SHAREHOLDER        YES       AGAINST      FOR
CUMULATIVE VOTING

----------------------------------------------------------------------------------------------------
Issuer:             FEDERAL HOME LOAN MORTGAGE CORPORATI
Ticker:             FRE                      CUSIP:       313400301
Meeting Date        3/31/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: STEPHEN A. ROSS                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD F. POE                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SHAUN F. O'MALLEY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HENRY KAUFMAN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE D. GOULD                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD KARL GOELTZ                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHELLE ENGLER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM J. TURNER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOAN E. DONOGHUE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD J. SCHUENKE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHRISTINA SEIX                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD F. SYRON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN B. MCCOY                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF                           ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR
THE YEAR 2003

----------------------------------------------------------------------------------------------------
Issuer:             FEDERATED DEPARTMENT STORES, INC.
Ticker:             FD                       CUSIP:       31410H101
Meeting Date        5/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



ELECTION OF DIRECTOR: SARA LEVINSON                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KARL M. VON DER HEYDEN                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH A. PICHLER                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOSEPH NEUBAUER                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF KPMG LLP AS                 ISSUER             YES       FOR          FOR
FEDERATED'S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR
ENDING JANUARY 29, 2005.

PROPOSAL #03: TO AMEND FEDERATED'S 1995 EXECUTIVE EQUITY               ISSUER             YES       AGAINST      AGAINST
INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES OF
FEDERATED'S COMMON STOCK AVAILABLE FOR ISSUANCE UNDER THE
 PLAN.

PROPOSAL #04: TO ACT UPON A STOCKHOLDER PROPOSAL TO TAKE               SHAREHOLDER        YES       FOR          AGAINST
THE NECESSARY STEPS TO ADOPT A SYSTEM FOR THE ANNUAL
ELECTION OF ALL OF FEDERATED'S DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             FEDEX CORPORATION
Ticker:             FDX                      CUSIP:       31428X106
Meeting Date        9/29/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOSHUA I. SMITH                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN A. EDWARDSON                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE J. MITCHELL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: AUGUST A. BUSCH IV                               ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF INCENTIVE STOCK PLAN.                        ISSUER             YES       FOR          FOR

PROPOSAL #03: RATIFICATION OF INDEPENDENT AUDITORS.                    ISSUER             YES       FOR          FOR

PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING                           SHAREHOLDER        YES       FOR          AGAINST
DECLASSIFICATION OF THE BOARD OF DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             FIDELITY NATIONAL FINANCIAL, INC.
Ticker:             FNF                      CUSIP:       316326107
Meeting Date        9/29/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DANIEL D. (RON) LANE                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TERRY N. CHRISTENSEN                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. THOMAS TALBOT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN F. FARRELL, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PHILIP G. HEASLEY                                ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE COMPANY'S                 ISSUER             YES       FOR          FOR
RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM
150,000,000 TO 250,000,000.

----------------------------------------------------------------------------------------------------
Issuer:             FIRST TENNESSEE NATIONAL CORPORATION
Ticker:             FTN                      CUSIP:       337162101
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LUKE YANCY III*                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J. KENNETH GLASS*                                ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: MARY F. SAMMONS**                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT C. BLATTBERG*                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MICHAEL D. ROSE*                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AN AMENDMENT TO FTNC'S CHARTER               ISSUER             YES       FOR          FOR
CHANGING THE CORPORATION'S NAME.

PROPOSAL #03: APPROVAL OF AN AMENDMENT TO FTNC'S 2003                  ISSUER             YES       AGAINST      AGAINST
EQUITY COMPENSATION PLAN.

PROPOSAL #04: RATIFICATION OF APPOINTMENT OF KPMG LLP AS               ISSUER             YES       FOR          FOR
AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             FIRSTENERGY CORP.
Ticker:             FE                       CUSIP:       337932107
Meeting Date        5/18/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J.M. PIETRUSKI                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.C. SAVAGE                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: C.A. REIN                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.T. ADDISON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.J. NOVAK, JR.                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF AUDITOR                                  ISSUER             YES       FOR          FOR

PROPOSAL #03: APPROVAL OF AMENDMENTS TO THE CODE OF                    ISSUER             YES       FOR          FOR
REGULATIONS TO DECLASSIFY THE BOARD OF DIRECTORS

PROPOSAL #04: APPROVAL OF AMENDMENTS TO THE ARTICLES OF                ISSUER             YES       FOR          FOR
INCORPORATION AND CODE OF REGULATIONS TO CHANGE CERTAIN
VOTING REQUIREMENTS

PROPOSAL #05: APPROVAL OF EXISTING EXECUTIVE DEFERRED                  ISSUER             YES       FOR          FOR
COMPENSATION PLAN

PROPOSAL #06: APPROVAL OF EXISTING DIRECTOR DEFERRED                   ISSUER             YES       FOR          FOR
COMPENSATION PLAN

PROPOSAL #07: SHAREHOLDER PROPOSAL                                     SHAREHOLDER        YES       FOR          AGAINST

PROPOSAL #08: SHAREHOLDER PROPOSAL                                     SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #09: SHAREHOLDER PROPOSAL                                     SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #10: SHAREHOLDER PROPOSAL                                     SHAREHOLDER        YES       FOR          AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             FLEETBOSTON FINANCIAL CORPORATION
Ticker:             FBF                      CUSIP:       339030108
Meeting Date        3/17/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: APPROVAL OF THE MERGER AGREEMENT                         ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF PROPOSAL TO ADJOURN THE                      ISSUER             YES       FOR          FOR
FLEETBOSTON SPECIAL MEETING, IF NECESSARY, TO SOLICIT
ADDITIONAL PROXIES

----------------------------------------------------------------------------------------------------
Issuer:             FOOT LOCKER, INC.
Ticker:             FL                       CUSIP:       344849104
Meeting Date        5/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



ELECTION OF DIRECTOR: MATTHEW D. SERRA                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONA D. YOUNG                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES E. PRESTON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHRISTOPHER A. SINCLAIR                          ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
ACCOUNTANTS.

----------------------------------------------------------------------------------------------------
Issuer:             FORD MOTOR COMPANY
Ticker:             F                        CUSIP:       345370860
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN L. THORNTON                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: STEPHEN G. BUTLER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM CLAY FORD, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: IRVINE O. HOCKADAY, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD A. MANOOGIAN                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARIE-JOSEE KRAVIS                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ELLEN R. MARRAM                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN R. H. BOND                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: KIMBERLY A. CASIANO                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JORMA OLLILA                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT E. RUBIN                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIAM CLAY FORD                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NICHOLAS V. SCHEELE                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CARL E. REICHARDT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HOMER A. NEAL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDSEL B. FORD II                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF SELECTION OF INDEPENDENT                 ISSUER             YES       FOR          FOR
PUBLIC ACCOUNTANTS

PROPOSAL #03: RELATING TO DISCLOSURE OF OFFICERS                       SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION

PROPOSAL #04: RELATING TO ESTABLISHING A COMMITTEE OF THE              SHAREHOLDER        YES       AGAINST      FOR
 BOARD OF DIRECTORS TO EVALUATE ANY CONFLICT OF INTEREST


PROPOSAL #05: RELATING TO TERMINATING CERTAIN FORMS OF                 SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION FOR NAMED EXECUTIVES

PROPOSAL #06: RELATING TO LIMITING THE NUMBER OF                       SHAREHOLDER        YES       AGAINST      FOR
EMPLOYEES APPOINTED AS DIRECTORS

PROPOSAL #07: RELATING TO THE COMPANY REPORTING ON                     SHAREHOLDER        YES       ABSTAIN      AGAINST
GREENHOUSE GAS EMISSIONS



----------------------------------------------------------------------------------------------------
Issuer:             FPL GROUP, INC.
Ticker:             FPL                      CUSIP:       302571104
Meeting Date        5/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MICHAEL H. THAMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LEWIS HAY III                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SHERRY S. BARRAT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. JESSE ARNELLE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. HYATT BROWN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES L. CAMAREN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FREDERIC V. MALEK                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAUL R. TREGURTHA                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT M. BEALL, II                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK G. ZARB                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       FOR          FOR
 & TOUCHE LLP AS AUDITORS.

PROPOSAL #03: APPROVAL OF THE AMENDED AND RESTATED LONG                ISSUER             YES       FOR          FOR
TERM INCENTIVE PLAN, IN AN AMENDED FORM.

PROPOSAL #04: APPROVAL OF THE ANNUAL INCENTIVE PLAN AS                 ISSUER             YES       FOR          FOR
REQUIRED BY THE INTERNAL REVENUE CODE.

PROPOSAL #05: APPROVAL OF THE PERFORMANCE-BASED AWARDS                 ISSUER             YES       FOR          FOR
PROVISIONS OF THE AMENDED AND RESTATED LONG TERM
INCENTIVE PLAN AS REQUIRED BY THE INTERNAL REVENUE CODE.


PROPOSAL #06: APPROVAL OF AN AMENDMENT TO THE RESTATED                 ISSUER             YES       FOR          FOR
ARTICLES OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK.

----------------------------------------------------------------------------------------------------
Issuer:             GAMESTOP CORP.
Ticker:             GME                      CUSIP:       36466R101
Meeting Date        7/2/2003                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MICHAEL N. ROSEN                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: EDWARD A. VOLKWEIN                               ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: PROPOSAL TO APPROVE THE AMENDED AND                      ISSUER             YES       AGAINST      AGAINST
RESTATED GAMESTOP CORP. 2001 INCENTIVE PLAN.

PROPOSAL #03: TO APPROVE THE GAMESTOP CORP. SUPPLEMENT                 ISSUER             YES       FOR          FOR
COMPENSATION PLAN.

PROPOSAL #04: PROPOSAL TO RATIFY THE APPOINTMENT OF BDO                ISSUER             YES       AGAINST      AGAINST
SEIDMAN LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY
FOR THE FISCAL YEAR ENDING JANUARY 31, 2004.

----------------------------------------------------------------------------------------------------
Issuer:             GANNETT CO., INC.
Ticker:             GCI                      CUSIP:       364730101
Meeting Date        5/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DOUGLAS H. MCCORKINDALE                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES A. JOHNSON                                 ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: STEPHEN P. MUNN                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY PRICEWATERHOUSECOOPERS                ISSUER             YES       FOR          FOR
LLP AS THE COMPANY'S AUDITORS.


PROPOSAL #03: PROPOSAL TO AMEND 2001 OMNIBUS INCENTIVE                 ISSUER             YES       FOR          FOR
COMPENSATION PLAN.

PROPOSAL #04: SHAREHOLDER PROPOSAL CONCERNING EXECUTIVE                SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION.

----------------------------------------------------------------------------------------------------
Issuer:             GENERAL DYNAMICS CORPORATION
Ticker:             GD                       CUSIP:       369550108
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J.L. JOHNSON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.G. KAMINSKI                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L. CROWN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.S. CROWN                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.H. GOODMAN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. WALMSLEY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.P. FRICKS                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.A. JOULWAN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: N.D. CHABRAJA                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.M. KEANE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.L. LYLES                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.E. MUNDY, JR.                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE EQUITY COMPENSATION PLAN.                ISSUER             YES       FOR          FOR


PROPOSAL #03: SHAREHOLDER PROPOSAL WITH REGARD TO POISON               SHAREHOLDER        YES       AGAINST      FOR
PILLS.

PROPOSAL #04: SHAREHOLDER PROPOSAL WITH REGARD TO FOREIGN              SHAREHOLDER        YES       ABSTAIN      AGAINST
 MILITARY SALES.

----------------------------------------------------------------------------------------------------
Issuer:             GENERAL ELECTRIC COMPANY
Ticker:             GE                       CUSIP:       369604103
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: CUMULATIVE VOTING                                        SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #02: ANIMAL TESTING                                           SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #03: NUCLEAR RISK                                             SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #04: REPORT ON PCB CLEANUP COSTS                              SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #05: OFFSHORE SOURCING                                        SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #06: SUSTAINABILITY INDEX                                     SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #07: COMPENSATION COMMITTEE INDEPENDENCE                      SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #08: PAY DISPARITY                                            SHAREHOLDER        YES       AGAINST      FOR




PROPOSAL #09: END STOCK OPTIONS AND BONUSES                            SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #10: LIMIT OUTSIDE DIRECTORSHIPS                              SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #11: INDEPENDENT BOARD CHAIRMAN                               SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #12: EXPLORE SALE OF COMPANY                                  SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #13: HOLDING STOCK FROM STOCK OPTIONS                         SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #14: BOARD INDEPENDENCE                                       SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #15: POLITICAL CONTRIBUTIONS                                  SHAREHOLDER        YES       ABSTAIN      AGAINST

ELECTION OF DIRECTOR: ANDREA JUNG                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT J. SWIERINGA                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RALPH S. LARSEN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALAN G. LAFLEY                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFFREY R. IMMELT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CLAUDIO X. GONZALEZ                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANN M. FUDGE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DENNIS D. DAMMERMAN                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT C. WRIGHT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS A. WARNER III                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES I. CASH, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SAM NUNN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGER S. PENSKE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH G. LANGONE                               ISSUER             YES       FOR          FOR

PROPOSAL #0B: INDEPENDENT AUDITOR                                      ISSUER             YES       FOR          FOR

PROPOSAL #0C: REVENUE MEASUREMENT ADDED TO EXECUTIVE                   ISSUER             YES       FOR          FOR
OFFICER PERFORMANCE GOALS

----------------------------------------------------------------------------------------------------
Issuer:             GENERAL GROWTH PROPERTIES, INC.
Ticker:             GGP                      CUSIP:       370021107
Meeting Date        11/20/2003                                                                                     For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: APPROVAL OF AN AMENDMENT TO THE CERTIFICATE              ISSUER             YES       FOR          FOR
 OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK, CHANGE THE PAR VALUE OF THE
COMMON STOCK AND EFFECTUATE A THREE-FOR-ONE SPLIT OF THE
COMMON STOCK.

----------------------------------------------------------------------------------------------------
Issuer:             GENERAL MILLS, INC.
Ticker:             GIS                      CUSIP:       370334104
Meeting Date        9/22/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PAUL S. WALSH                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JUDITH R. HOPE                                   ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RAYMOND G. VIAULT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOROTHY A. TERRELL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HEIDI G. MILLER                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LIVIO D. DESIMONE                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: STEPHEN R. DEMERITT                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. OCHOA-BRILLEMBOURG                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM T. ESREY                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN M. KEENAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A. MICHAEL SPENCE                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: STEPHEN W. SANGER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT L. JOHNSON                                ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF APPOINTMENT OF KPMG LLP AS                   ISSUER             YES       FOR          FOR
INDEPENDENT AUDITOR.

PROPOSAL #03: ADOPTION OF THE GENERAL MILLS, INC. 2003                 ISSUER             YES       AGAINST      AGAINST
STOCK COMPENSATION PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             GENERAL MOTORS CORPORATION
Ticker:             GM                       CUSIP:       370442105
Meeting Date        6/2/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: A.M. CODINA                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.A. LASKAWY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.S. O'NEAL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.H. BRYAN                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: K. KATEN                                         ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: K. KRESA                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.G. LAFLEY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E. PFEIFFER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.R. WAGONER, JR.                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.M.C. FISHER                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: P.N. BARNEVIK                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY SELECTION OF INDEPENDENT ACCOUNTANTS              ISSUER             YES       FOR          FOR


PROPOSAL #03: ELIMINATE AWARDING, REPRICING, OR RENEWING               SHAREHOLDER        YES       AGAINST      FOR
STOCK OPTIONS

PROPOSAL #04: ELIMINATE OPTIONS, SARS, AND SEVERANCE                   SHAREHOLDER        YES       AGAINST      FOR
PAYMENTS

PROPOSAL #05: REQUIRE AN INDEPENDENT CHAIRMAN SEPARATE                 SHAREHOLDER        YES       AGAINST      FOR
FROM CHIEF EXECUTIVE OFFICER

PROPOSAL #06: APPOINT INDEPENDENT DIRECTORS TO KEY BOARD               SHAREHOLDER        YES       AGAINST      FOR
COMMITTEES



PROPOSAL #07: REPORT ON GREENHOUSE GAS EMISSIONS                       SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #08: APPROVE  GOLDEN PARACHUTES                               SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #09: REQUIRE SENIOR EXECUTIVES AND DIRECTORS TO               SHAREHOLDER        YES       AGAINST      FOR
RETAIN STOCK OBTAINED BY EXERCISING OPTIONS


----------------------------------------------------------------------------------------------------
Issuer:             GEORGIA-PACIFIC CORPORATION
Ticker:             GP                       CUSIP:       373298108
Meeting Date        5/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DONALD V. FITES*                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KAREN N. HORN*                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID R. GOODE*                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BARBARA L. BOWLES*                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM R. JOHNSON*                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES B. WILLIAMS**                              ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO AMEND THE GEORGIA-PACIFIC                    ISSUER             YES       FOR          FOR
CORPORATION LONG-TERM INCENTIVE PLAN TO ADD STOCK
APPRECIATION RIGHTS, KNOWN AS SARS, AS PERMITTED AWARDS
UNDER THE PLAN.

PROPOSAL #03: PROPOSAL TO APPROVE THE GEORGIA-PACIFIC                  ISSUER             YES       FOR          FOR
CORPORATION SHORT-TERM INCENTIVE PLAN SO THAT INCENTIVE
COMPENSATION AWARDS PAID UNDER THE PLAN WILL BE FULLY
DEDUCTIBLE UNDER 162(M) OF THE INTERNAL REVENUE CODE OF
1986, AS AMENDED.

PROPOSAL #04: PROPOSAL TO RATIFY THE APPOINTMENT OF OUR                ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS, ERNST & YOUNG LLP, AS AUDITORS FOR
OUR FISCAL YEAR ENDING JANUARY 1, 2005.

----------------------------------------------------------------------------------------------------
Issuer:             GOLDEN WEST FINANCIAL CORPORATION
Ticker:             GDW                      CUSIP:       381317106
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MARION O. SANDLER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PATRICIA A. KING                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LESLIE TANG SCHILLING                            ISSUER             YES       FOR          FOR

PROPOSAL #02: INCREASE THE NUMBER OF AUTHORIZED SHARES OF              ISSUER             YES       FOR          FOR
 COMMON STOCK FROM 200,000,000 TO 600,000,000.


PROPOSAL #03: RATIFICATION OF THE SELECTION OF DELOITTE &              ISSUER             YES       FOR          FOR
 TOUCHE LLP TO SERVE AS THE COMPANY'S INDEPENDENT OUTSIDE
 AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2004.


----------------------------------------------------------------------------------------------------
Issuer:             GOODRICH CORPORATION
Ticker:             GR                       CUSIP:       382388106
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: HARRIS E. DELOACH, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES J. GLASSER                                 ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: JAMES R. WILSON                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE A. DAVIDSON, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A. THOMAS YOUNG                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DIANE C. CREEL                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS E. OLESEN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALFRED M. RANKIN, JR.                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES W. GRIFFITH                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM R. HOLLAND                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARSHALL O. LARSEN                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST &               ISSUER             YES       FOR          FOR
YOUNG LLP AS INDEPENDENT AUDITORS FOR THE YEAR 2004.


----------------------------------------------------------------------------------------------------
Issuer:             GREENPOINT FINANCIAL CORP.
Ticker:             GPT                      CUSIP:       395384100
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J. THOMAS PRESBY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT F. VIZZA                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BHARAT B. BHATT                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF                           ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE CORPORATION'S
INDEPENDENT AUDITOR FOR THE YEAR ENDING DECEMBER 31,
2004.

----------------------------------------------------------------------------------------------------
Issuer:             H.J. HEINZ COMPANY
Ticker:             HNZ                      CUSIP:       423074103
Meeting Date        9/12/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: M.C. CHOKSI                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.M. ZIMMERMAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.E. BUNCH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. KENDLE                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.E. HOLIDAY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.R. O'HARE                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.C. SWANN                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T.J. USHER                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.R. JOHNSON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.H. COORS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.S. COLEMAN, JR.                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF AUDITORS.                                ISSUER             YES       FOR          FOR




----------------------------------------------------------------------------------------------------
Issuer:             HANSON PLC
Ticker:             HAN                      CUSIP:       411349103
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: ACCOUNTS AND THE REPORTS OF THE DIRECTORS                ISSUER             YES       FOR          FOR
AND AUDITORS FOR THE YEAR ENDED DECEMBER 31, 2003*


PROPOSAL #02: REMUNERATION REPORT*                                     ISSUER             YES       FOR          FOR

PROPOSAL #03: DECLARATION OF DIVIDEND OF 11.95 PENCE*                  ISSUER             YES       FOR          FOR


ELECTION OF DIRECTOR: A.J. MURRAY*                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: S.L. KESWICK*                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.S.H. LAIDLAW*                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.C. NICHOLLS*                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THE BARONESS NOAKES*                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.F. BLOUNT*                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LD BAKER OF DORKING*                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.D. COLLINS*                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: G. DRANSFIELD*                                   ISSUER             YES       FOR          FOR

PROPOSAL #05: RE-APPOINTMENT OF THE AUDITORS AND                       ISSUER             YES       FOR          FOR
DETERMINATION OF THE AUDITORS  REMUNERATION.*

PROPOSAL #6A: AUTHORITY TO ALLOT SHARES GENERALLY.*                    ISSUER             YES       FOR          FOR

PROPOSAL #6B: LIMITED AUTHORITY TO ALLOT SHARES FOR                    ISSUER             YES       FOR          FOR
CASH.*

PROPOSAL #07: LIMITED AUTHORITY TO PURCHASE SHARES.*                   ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             HANSON PLC
Ticker:             HAN                      CUSIP:       411352404
Meeting Date        9/19/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #E2: TO APPROVE THE SCHEME OF ARRANGEMENT                     ISSUER             YES       FOR          FOR
REFERRED TO IN THE CIRCULAR TO MEMBERS OF THE COMPANY
DATED AUGUST 18, 2003. FOR  AND  AGAINST  ARE THE ONLY
VALID VOTING OPTIONS

PROPOSAL #S1: TO APPROVE (WITH OR WITHOUT MODIFICATION)                ISSUER             YES       FOR          FOR
THE PROPOSED SCHEME OF ARRANGEMENT REFERRED TO IN THE
NOTICE CONVENING THE MEETING. FOR  AND  AGAINST  ARE THE
ONLY VALID VOTING OPTIONS

----------------------------------------------------------------------------------------------------
Issuer:             HASBRO, INC.
Ticker:             HAS                      CUSIP:       418056107
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN M. CONNORS, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALAN G. HASSENFELD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CLAUDINE B. MALONE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAULA STERN                                      ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: ALAN R. BATKIN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK J. BIONDI, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD M. PHILIP                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACK M. GREENBERG                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALFRED J. VERRECCHIA                             ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF 2004 SENIOR MANAGEMENT ANNUAL                ISSUER             YES       FOR          FOR
PERFORMANCE PLAN.

PROPOSAL #03: RATIFICATION OF KPMG LLP AS THE COMPANY'S                ISSUER             YES       FOR          FOR
INDEPENDENT AUDITOR FOR THE 2004 FISCAL YEAR.


PROPOSAL #04: SHAREHOLDER PROPOSAL HASBRO - GLOBAL HUMAN               SHAREHOLDER        YES       ABSTAIN      AGAINST
RIGHTS STANDARDS.

----------------------------------------------------------------------------------------------------
Issuer:             HCA INC.
Ticker:             HCA                      CUSIP:       404119109
Meeting Date        5/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: T. MICHAEL LONG                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN H. MCARTHUR                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENT C. NELSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACK O. BOVENDER, JR.                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD M. BRACKEN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HAROLD T. SHAPIRO                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MAGDALENA H AVERHOFF MD                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FREDERICK W. GLUCK                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: FRANK S. ROYAL, MD                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MARTIN FELDSTEIN                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY JR.                          ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: GLENDA A. HATCHETT                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS F. FRIST, JR. MD                          ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS HCA'S               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITOR, AS DESCRIBED IN THE PROXY STATEMENT.


PROPOSAL #03: APPROVAL OF THE HCA INC. AMENDED AND                     ISSUER             YES       AGAINST      AGAINST
RESTATED MANAGEMENT STOCK PURCHASE PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             HEALTH CARE PROPERTY INVESTORS, INC.
Ticker:             HCP                      CUSIP:       421915109
Meeting Date        5/7/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOSEPH P. SULLIVAN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD M. ROSENBERG                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH B. ROATH                                 ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: JAMES F. FLAHERTY III                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT R. FANNING, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HAROLD M. MESSMER, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL D. MCKEE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID B. HENRY                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARY A. CIRILLO                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER L. RHEIN                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE AMENDMENT TO THE CHARTER TO              ISSUER             YES       AGAINST      AGAINST
 INCREASE THE COMPANY'S AUTHORIZED COMMON STOCK TO
750,000,000.

PROPOSAL #03: APPROVAL OF THE AMENDMENT TO THE CHARTER TO              ISSUER             YES       FOR          FOR
 DECLASSIFY THE BOARD.

PROPOSAL #04: RATIFICATION OF ERNST & YOUNG LLP AS                     ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31,
2004.

----------------------------------------------------------------------------------------------------
Issuer:             HEALTH NET, INC.
Ticker:             HNT                      CUSIP:       42222G108
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: THOMAS T. FARLEY                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: FREDERICK C. YEAGER                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD J. STEGEMEIER                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GALE S. FITZGERALD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PATRICK FOLEY                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ROGER F. GREAVES                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BRUCE G. WILLISON                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THEODORE F. CRAVER, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. THOMAS BOUCHARD                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAY M. GELLERT                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD W. HANSELMAN                             ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO ADOPT AN AMENDED AND RESTATED                         ISSUER             YES       FOR          FOR
CERTIFICATE OF INCORPORATION THAT ELIMINATES THE
COMPANY'S CLASS B CONVERTIBLE COMMON STOCK $.001, PAR
VALUE PER SHARE, AND REFERS TO A SINGLE REMAINING CLASS
OF COMPANY COMMON STOCK AS  COMMON STOCK  RATHER THAN
CLASS A COMMON STOCK.

PROPOSAL #03: TO RATIFY THE SELECTION OF DELOITTE &                    ISSUER             YES       FOR          FOR
TOUCHE LLP AS THE COMPANY'S INDEPENDENT PUBLIC
ACCOUNTANTS.

----------------------------------------------------------------------------------------------------
Issuer:             HERSHEY FOODS CORPORATION
Ticker:             HSY                      CUSIP:       427866108
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: H. EDELMAN                                       ISSUER             YES       FOR          FOR



ELECTION OF DIRECTOR: R.H. LENNY                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.G. HILL                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.J. MCDONALD                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.H. CAMPBELL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.P. COUGHLAN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.A. BOSCIA                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.F. CAVANAUGH                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.J. TOULANTIS                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVE APPOINTMENT OF KPMG LLP AS                       ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR 2004

----------------------------------------------------------------------------------------------------
Issuer:             HEWLETT-PACKARD COMPANY
Ticker:             HPQ                      CUSIP:       428236103
Meeting Date        3/17/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: R.L. RYAN                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.S. SALHANY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.M. LITVACK                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: R.E. KNOWLING, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.A. KEYWORTH II                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.A. HACKBORN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.C. DUNN                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.T. BABBIO, JR.                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.S. FIORINA                                     ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY ERNST & YOUNG LLP AS                  ISSUER             YES       FOR          FOR
HEWLETT-PACKARD COMPANY'S INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING OCTOBER 31, 2004.

PROPOSAL #03: APPROVAL OF THE HEWLETT-PACKARD COMPANY                  ISSUER             YES       FOR          FOR
2004 STOCK INCENTIVE PLAN

PROPOSAL #04: SHAREOWNER PROPOSAL ENTITLED  STOCK OPTION               SHAREHOLDER        YES       FOR          AGAINST
EXPENSING PROPOSAL

----------------------------------------------------------------------------------------------------
Issuer:             HONEYWELL INTERNATIONAL INC.
Ticker:             HON                      CUSIP:       438516106
Meeting Date        4/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES J. HOWARD                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRUCE KARATZ                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RUSSELL E. PALMER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: IVAN G. SEIDENBERG                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ERIC K. SHINSEKI                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF INDEPENDENT ACCOUNTANTS                   ISSUER             YES       FOR          FOR




PROPOSAL #03: ANNUAL ELECTION OF DIRECTORS                             SHAREHOLDER        YES       FOR          AGAINST

PROPOSAL #04: SHAREOWNER VOTING PROVISIONS                             SHAREHOLDER        YES       FOR          AGAINST

PROPOSAL #05: SHAREOWNER INPUT - GOLDEN PARACHUTES                     SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #06: RESOLUTION ON PAY DISPARITY                              SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #07: CUMULATIVE VOTING                                        SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             HOSPITALITY PROPERTIES TRUST
Ticker:             HPT                      CUSIP:       44106M102
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ARTHUR G. KOUMANTZELIS                           ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             HUMANA INC.
Ticker:             HUM                      CUSIP:       444859102
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: W. ANN REYNOLDS, PH.D.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN R. HALL                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID A. JONES, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK A. D'AMELIO                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL E. GELLERT                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KURT J. HILZINGER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID A. JONES                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL B. MCCALLISTER                           ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             HUNTINGTON BANCSHARES INCORPORATED
Ticker:             HBAN                     CUSIP:       446150104
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DAVID L. PORTEOUS**                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KAREN A. HOLBROOK*                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KATHLEEN H. RANSIER*                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID P. LAUER*                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE MANAGEMENT INCENTIVE PLAN,               ISSUER             YES       FOR          FOR
AS AMENDED AND RESTATED.

PROPOSAL #03: APPROVAL OF THE 2004 STOCK AND LONG-TERM                 ISSUER             YES       FOR          FOR
INCENTIVE PLAN.

PROPOSAL #04: RATIFICATION OF APPOINTMENT OF DELOITTE &                ISSUER             YES       FOR          FOR
TOUCHE LLP TO SERVE AS INDEPENDENT AUDITORS FOR THE
CORPORATION FOR THE YEAR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             IMPERIAL TOBACCO GROUP PLC
Ticker:             ITY                      CUSIP:       453142101
Meeting Date        2/3/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



PROPOSAL #12A: APPROVAL OF THE DONATION TO EU POLITICAL                ISSUER             YES       AGAINST      AGAINST
ORGANIZATION: IMPERIAL TOBACCO GROUP PLC

PROPOSAL #12B: APPROVAL OF THE DONATION TO EU POLITICAL                ISSUER             YES       AGAINST      AGAINST
ORGANIZATION: IMPERIAL TOBACCO LIMITED

PROPOSAL #12C: APPROVAL OF THE DONATION TO EU POLITICAL                ISSUER             YES       AGAINST      AGAINST
ORGANIZATION: IMPERIAL TOBACCO INTERNATIONAL LIMITED


PROPOSAL #12D: APPROVAL OF THE DONATION TO EU POLITICAL                ISSUER             YES       AGAINST      AGAINST
ORGANIZATION: VAN NELLE TABAK NEDERLAND B.V.


PROPOSAL #12E: APPROVAL OF THE DONATION TO EU POLITICAL                ISSUER             YES       AGAINST      AGAINST
ORGANIZATION: JOHN PLAYER & SONS LIMITED

PROPOSAL #12F: APPROVAL OF THE DONATION TO EU POLITICAL                ISSUER             YES       AGAINST      AGAINST
ORGANIZATION: REEMTSMA CIGARETTENFABRIKEN GMBH


PROPOSAL #12G: APPROVAL OF THE DONATION TO EU POLITICAL                ISSUER             YES       AGAINST      AGAINST
ORGANIZATION: COMPAGNIE INDEPENDANTE DES TABACCO S.A.


PROPOSAL #O1: TO RECEIVE THE REPORT OF THE DIRECTORS AND               ISSUER             YES       FOR          FOR
THE ACCOUNTS FOR THE FINANCIAL YEAR ENDING SEPTEMBER 30,
2003

PROPOSAL #O2: TO RECEIVE THE DIRECTORS  REMUNERATION                   ISSUER             YES       FOR          FOR
REPORT FOR THE FINANCIAL YEAR ENDING SEPTEMBER 30, 2003.


PROPOSAL #O3: TO DECLARE A FINAL DIVIDEND OF 30.0 PENCE                ISSUER             YES       FOR          FOR
PER ORDINARY SHARE PAYABLE ON FEBRUARY 20, 2004 TO THOSE
SHAREHOLDERS ON THE REGISTER AT THE CLOSE OF BUSINESS ON
JANUARY 23, 2004.

ELECTION OF DIRECTOR: MR. D. CRESSWELL                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. B.C. DAVIDSON                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. I.J.G. NAPIER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DR. F.A. ROGERSON                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. D.W. THURSFIELD                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR S. HUISMANS                                   ISSUER             YES       FOR          FOR

PROPOSAL #O10: TO REAPPOINT PRICEWATERHOUSECOOPERS AS                  ISSUER             YES       FOR          FOR
AUDITORS AND TO HAVE THEIR REMUNERATION FIXED BY THE
DIRECTORS.

PROPOSAL #S11: THAT IN ACCORDANCE WITH ARTICLES 66 OF THE              ISSUER             YES       FOR          FOR
 ARTICLES OF ASSOCIATION OF THE COMPANY, THE MAXIMUM
NUMBER OF DIRECTORS OF THE COMPANY BE AND HEREBY IS
INCREASED FROM 12 TO 16.

PROPOSAL #S13: THAT THE AUTHORIZATION GIVEN TO THE BOARD               ISSUER             YES       FOR          FOR
TO GRANT OPTIONS TO EMPLOYEES RESIDENT IN FRANCE BE AND
IS HEREBY RENEWED, AS SET FORTH IN THE COMPANY'S NOTICE
OF MEETING ENCLOSED HEREWITH.

PROPOSAL #S14: THAT THE DIRECTORS BE EMPOWERED TO ALLOT                ISSUER             YES       FOR          FOR
RELEVANT SECURITIES, AS SET FORTH IN THE COMPANY'S NOTICE
 OF MEETING ENCLOSED HEREWITH

PROPOSAL #S15: APPROVAL OF THE DISAPPLICATION OF                       ISSUER             YES       FOR          FOR
PRE-EMPTION RIGHTS, AS SET FORTH IN THE COMPANY'S NOTICE
OF MEETING ENCLOSED HEREWITH



PROPOSAL #S16: THAT THE COMPANY BE AUTHORIZED TO MAKE                  ISSUER             YES       FOR          FOR
MARKET PURCHASES OF ORDINARY SHARES OF THE COMPANY
INCLUDING TREASURY SHARES, AS SET FORTH IN THE COMPANY'S
NOTICE OF MEETING ENCLOSED HEREWITH

----------------------------------------------------------------------------------------------------
Issuer:             INGERSOLL-RAND COMPANY LIMITED
Ticker:             IR                       CUSIP:       G4776G101
Meeting Date        6/2/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: C.J. HORNER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: O.R. SMITH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.C. GODSOE                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: ADOPTION OF AMENDED AND RESTATED INCENTIVE               ISSUER             YES       FOR          FOR
STOCK PLAN OF 1998.

PROPOSAL #03: APPROVAL OF AMENDED AND RESTATED BYE-LAWS.               ISSUER             YES       FOR          FOR


PROPOSAL #04: APPOINTMENT OF INDEPENDENT AUDITORS AND                  ISSUER             YES       FOR          FOR
AUTHORIZATION OF BOARD OF DIRECTORS TO FIX THE AUDITORS
REMUNERATION.

PROPOSAL #05: SHAREHOLDER PROPOSAL TO DECLASSIFY THE                   SHAREHOLDER        YES       FOR          AGAINST
BOARD OF DIRECTORS.

PROPOSAL #06: SHAREHOLDER PROPOSAL TO CHANGE THE                       SHAREHOLDER        YES       AGAINST      FOR
COMPANY'S JURISDICTION OF INCORPORATION.

PROPOSAL #07: SHAREHOLDER PROPOSAL TO REQUIRE THE                      SHAREHOLDER        YES       AGAINST      FOR
SEPARATION OF THE CHIEF EXECUTIVE OFFICER AND THE CHAIR
OF THE BOARD.

----------------------------------------------------------------------------------------------------
Issuer:             INGRAM MICRO INC.
Ticker:             IM                       CUSIP:       457153104
Meeting Date        5/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MICHAEL T. SMITH*                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOE B. WYATT*                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HOWARD I. ATKINS**                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ORRIN H. INGRAM II*                              ISSUER             YES       WITHHOLD     AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             INTERNATIONAL BUSINESS MACHINES CORP
Ticker:             IBM                      CUSIP:       459200101
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: S. TAUREL                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J.B. SLAUGHTER                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: S.J. PALMISANO                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.A. NOTO                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J.E. SPERO                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. GHOSN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.M. VEST                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: K.I. CHENAULT                                    ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: L.H. ZAMBRANO                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.F. KNIGHT                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: N.O. KEOHANE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. BLACK                                         ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       AGAINST      AGAINST
ACCOUNTANTS (PRICEWATERHOUSECOOPERS LLP) (PAGE 22)


PROPOSAL #03: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
ACCOUNTANTS FOR THE BUSINESS CONSULTING SERVICES UNIT
(ERNST & YOUNG LLP) (PAGE 22)

PROPOSAL #04: APPROVAL OF LONG-TERM INCENTIVE PERFORMANCE              ISSUER             YES       FOR          FOR
 TERMS FOR CERTAIN EXECUTIVES (PAGE 23)

PROPOSAL #05: STOCKHOLDER PROPOSAL ON: CUMULATIVE VOTING               SHAREHOLDER        YES       AGAINST      FOR
(PAGE 25)

PROPOSAL #06: STOCKHOLDER PROPOSAL ON: PENSION AND                     SHAREHOLDER        YES       AGAINST      FOR
RETIREMENT MEDICAL (PAGE 25)

PROPOSAL #07: STOCKHOLDER PROPOSAL ON: EXECUTIVE                       SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION (PAGE 26)

PROPOSAL #08: STOCKHOLDER PROPOSAL ON: EXPENSING STOCK                 SHAREHOLDER        YES       FOR          AGAINST
OPTIONS (PAGE 28)

PROPOSAL #09: STOCKHOLDER PROPOSAL ON: DISCLOSURE OF                   SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE COMPENSATION (PAGE 29)

PROPOSAL #10: STOCKHOLDER PROPOSAL ON: CHINA BUSINESS                  SHAREHOLDER        YES       ABSTAIN      AGAINST
PRINCIPLES (PAGE 30)

PROPOSAL #11: STOCKHOLDER PROPOSAL ON: POLITICAL                       SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS (PAGE 31)

PROPOSAL #12: STOCKHOLDER PROPOSAL ON: A REVIEW OF                     SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE COMPENSATION POLICIES (PAGE 32)

----------------------------------------------------------------------------------------------------
Issuer:             INTERNATIONAL FLAVORS & FRAGRANCES I
Ticker:             IFF                      CUSIP:       459506101
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: BURTON M. TANSKY                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MARGARET HAYES ADAME                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALEXANDRA A. HERZAN                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD A. GOLDSTEIN                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GUNTER BLOBEL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. MICHAEL COOK                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ARTHUR C. MARTINEZ                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: PETER A. GEORGESCU                               ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO RATIFY THE SELECTION OF                               ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT ACCOUNTANTS FOR
 THE 2004 FISCAL YEAR

PROPOSAL #03: A SHAREHOLDER PROPOSAL RELATING TO AUDITOR               SHAREHOLDER        YES       AGAINST      FOR
INDEPENDENCE



----------------------------------------------------------------------------------------------------
Issuer:             INTERNATIONAL PAPER COMPANY
Ticker:             IP                       CUSIP:       460146103
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES A. HENDERSON*                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARTHA F. BROOKS*                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT M. AMEN**                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. CRAIG MCCLELLAND*                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT D. KENNEDY*                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS                 ISSUER             YES       FOR          FOR
THE COMPANY'S INDEPENDENT AUDITOR FOR 2004.

PROPOSAL #03: APPROVAL OF THE AMENDED LONG-TERM INCENTIVE              ISSUER             YES       FOR          FOR
 COMPENSATION PLAN.

PROPOSAL #04: REAFFIRMATION OF THE PERFORMANCE GOALS                   ISSUER             YES       FOR          FOR
UNDER THE LONG-TERM INCENTIVE COMPENSATION PLAN.


PROPOSAL #05: PROPOSAL RELATING TO LIMITING COMPENSATION               SHAREHOLDER        YES       AGAINST      FOR
OF CHIEF EXECUTIVE OFFICER.

----------------------------------------------------------------------------------------------------
Issuer:             ISTAR FINANCIAL INC.
Ticker:             SFI                      CUSIP:       45031U101
Meeting Date        5/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT W. HOLMAN, JR.                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAY SUGARMAN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIS ANDERSEN, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBIN JOSEPHS                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN G. MCDONALD                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE R. PUSKAR                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFFREY A. WEBER                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: AUTHORIZATION OF ISSUANCE OF COMMON STOCK                ISSUER             YES       FOR          FOR
EQUIVALENTS TO DIRECTORS UNDER A NON-EMPLOYEE DIRECTORS
DEFERRAL PROGRAM.

PROPOSAL #03: APPROVAL OF EXTENDING THE ISTAR FINANCIAL                ISSUER             YES       FOR          FOR
INC. HIGH PERFORMANCE UNIT PROGRAM TO ADD 2007 HPU PLAN
AND 2008 HPU PLAN.

PROPOSAL #04: RATIFICATION OF THE APPOINTMENT OF                       ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT
ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004.


----------------------------------------------------------------------------------------------------
Issuer:             ITT INDUSTRIES, INC.
Ticker:             ITT                      CUSIP:       450911102
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RALPH F. HAKE                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LINDA S. SANFORD                                 ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: LOUIS J. GIULIANO                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CURTIS J. CRAWFORD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARKOS I. TAMBAKERAS                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK T. MACINNIS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RAYMOND W. LEBOEUF                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN J. HAMRE                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHRISTINA A. GOLD                                ISSUER             YES       FOR          FOR

PROPOSAL #B: RATIFICATION OF APPOINTMENT OF INDEPENDENT                ISSUER             YES       FOR          FOR
AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             J. C. PENNEY COMPANY, INC.
Ticker:             JCP                      CUSIP:       708160106
Meeting Date        5/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: C.C. BARRETT                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.A. BURNS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.K. CLARK                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A. QUESTROM                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF AUDITORS.                                ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             J.P. MORGAN CHASE & CO.
Ticker:             JPM                      CUSIP:       46625H100
Meeting Date        5/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: MERGER PROPOSAL                                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LAWRENCE A. BOSSIDY                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HANS W. BECHERER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN R. STAFFORD                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN H. BIGGS                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LEE R. RAYMOND                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ELLEN V. FUTTER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM H. GRAY, III                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIAM B. HARRISON, JR                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HELENE L. KAPLAN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK A. BENNACK, JR.                            ISSUER             YES       FOR          FOR

PROPOSAL #03: APPOINTMENT OF EXTERNAL AUDITOR                          ISSUER             YES       FOR          FOR

PROPOSAL #04: RE-APPROVAL OF KEY EXECUTIVE PERFORMANCE                 ISSUER             YES       AGAINST      AGAINST
PLAN

PROPOSAL #05: ADJOURNMENT OF MEETING, IF NECESSARY, TO                 ISSUER             YES       FOR          FOR
SOLICIT ADDITIONAL PROXIES

PROPOSAL #06: DIRECTOR TERM LIMIT                                      SHAREHOLDER        YES       AGAINST      FOR




PROPOSAL #07: CHARITABLE CONTRIBUTIONS                                 SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #08: POLITICAL CONTRIBUTIONS                                  SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #09: SEPARATION OF CHAIRMAN AND CEO                           SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #10: DERIVATIVE DISCLOSURE                                    SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #11: AUDITOR INDEPENDENCE                                     SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #12: DIRECTOR COMPENSATION                                    SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #13: PAY DISPARITY                                            SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             JOHN HANCOCK FINANCIAL SERVICES, INC
Ticker:             JHF                      CUSIP:       41014S106
Meeting Date        2/24/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: ADOPTION OF THE MERGER AGREEMENT: THE                    ISSUER             YES       FOR          FOR
ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF
 9/28/03, AMONG MANULIFE FINANCIAL CORPORATION, JOHN
HANCOCK FINANCIAL SERVICES, INC. AND JUPITER MERGER
CORPORATION, A WHOLLY-OWNED SUBSIDIARY OF MANULIFE
FINANCIAL CORPORATION, AS AMENDED BY THE FIRST AMENDMENT
TO AGREEMENT AND PLAN OF MERGER, DATED AS OF 12/29/03.


----------------------------------------------------------------------------------------------------
Issuer:             JOHNSON & JOHNSON
Ticker:             JNJ                      CUSIP:       478160104
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LEO F. MULLIN                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: M. JUDAH FOLKMAN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HENRY B. SCHACHT                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: SUSAN L. LINDQUIST                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ARNOLD G. LANGBO                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARY S. COLEMAN                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: STEVEN'S REINEMUND                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GERARD N. BURROW                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT J. DARRETTA                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM C. WELDON                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES G. CULLEN                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ANN D. JORDAN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID SATCHER                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF                           ISSUER             YES       AGAINST      AGAINST
PRICEWATERHOUSECOOPERS AS INDEPENDENT AUDITORS

PROPOSAL #03: PROPOSAL ON CHARITABLE CONTRIBUTIONS                     SHAREHOLDER        YES       ABSTAIN      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             JONES APPAREL GROUP, INC.
Ticker:             JNY                      CUSIP:       480074103
Meeting Date        5/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



ELECTION OF DIRECTOR: SIDNEY KIMMEL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GERALDINE STUTZ                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL L. TARNOPOL                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HOWARD GITTIS                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANTHONY F. SCARPA                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. ROBERT KERREY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER BONEPARTH                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANN N. REESE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MATTHEW H. KAMENS                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF BDO SEIDMAN, LLP AS THE                  ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS OF THE CORPORATION FOR 2004.


PROPOSAL #03: APPROVAL OF AMENDMENTS TO THE 1999 STOCK                 ISSUER             YES       FOR          FOR
INCENTIVE PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             KELLOGG COMPANY
Ticker:             K                        CUSIP:       487836108
Meeting Date        4/23/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: A. MCLAUGHLIN KOROLOGOS                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOROTHY A. JOHNSON                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GORDON GUND                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BENJAMIN S. CARSON, SR.                          ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITOR FOR                  ISSUER             YES       FOR          FOR
2004

PROPOSAL #03: REPORT ON IMPACTS OF GENETICALLY ENGINEERED              SHAREHOLDER        YES       ABSTAIN      AGAINST
 FOOD

----------------------------------------------------------------------------------------------------
Issuer:             KERR-MCGEE CORPORATION
Ticker:             KMG                      CUSIP:       492386107
Meeting Date        6/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: APPROVAL OF THE ISSUANCE OF SHARES OF                    ISSUER             YES       FOR          FOR
KERR-MCGEE CORPORATION COMMON STOCK IN CONNECTION WITH
THE MERGER OF WESTPORT RESOURCES CORPORATION WITH AND
INTO KERR-MCGEE (NEVADA) LLC, A WHOLLY OWNED SUBSIDIARY
OF KERR-MCGEE CORPORATION.

----------------------------------------------------------------------------------------------------
Issuer:             KEYCORP
Ticker:             KEY                      CUSIP:       493267108
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PETER G. TEN EYCK, II                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALEXANDER M. CUTLER                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: HENRY L. MEYER III                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS J. MCGREGOR                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDUARDO R. MENASCE                               ISSUER             YES       FOR          FOR




PROPOSAL #02: APPROVAL OF THE KEYCORP 2004 EQUITY                      ISSUER             YES       AGAINST      AGAINST
COMPENSATION PLAN.

PROPOSAL #03: APPROVAL OF THE KEYCORP ANNUAL PERFORMANCE               ISSUER             YES       FOR          FOR
PLAN.

PROPOSAL #04: RATIFICATION OF THE APPOINTMENT OF                       ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             KIMBERLY-CLARK CORPORATION
Ticker:             KMB                      CUSIP:       494368103
Meeting Date        4/29/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MARC J. SHAPIRO                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CLAUDIO X. GONZALEZ                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PASTORA S.J. CAFFERTY                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LINDA JOHNSON RICE                               ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AMENDMENTS TO 2001 EQUITY                    ISSUER             YES       FOR          FOR
PARTICIPATION PLAN

PROPOSAL #03: APPROVAL OF AUDITORS                                     ISSUER             YES       FOR          FOR

PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING THE                       SHAREHOLDER        YES       FOR          AGAINST
CORPORATION'S AMENDED AND RESTATED RIGHTS AGREEMENT

----------------------------------------------------------------------------------------------------
Issuer:             KIMCO REALTY CORPORATION
Ticker:             KIM                      CUSIP:       49446R109
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: D. HENRY                                         ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: F. LOURENSO                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: M. FLYNN                                         ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: R. SALTZMAN                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J. GRILLS                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: F.P. HUGHES                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: M. COOPER                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: R. DOOLEY                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: M. KIMMEL                                        ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO APPROVE A RECOMMENDATION BY THE BOARD OF              ISSUER             YES       FOR          FOR
 DIRECTORS THAT THE COMPANY'S EQUITY PARTICIPATION PLAN
BE AMENDED SO THAT THE EXECUTIVE COMPENSATION COMMITTEE
HAS THE AUTHORITY TO GRANT UP TO 15% OF THE SHARES OF
COMMON STOCK AVAILABLE FOR FUTURE GRANT UNDER THE EQUITY
PARTICIPATION PLAN AS GRANTS OF RESTRICTED SHARES OF
COMMON STOCK.

PROPOSAL #03: TO CONSIDER A STOCKHOLDER PROPOSAL TO                    SHAREHOLDER        YES       AGAINST      FOR
SEPARATE CHAIRMAN AND CHIEF EXECUTIVE OFFICER POSITIONS,
IF PROPERLY PRESENTED AT THE MEETING.

----------------------------------------------------------------------------------------------------
Issuer:             KRAFT FOODS INC.
Ticker:             KFT                      CUSIP:       50075N104
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



ELECTION OF DIRECTOR: LOUIS C. CAMILLERI                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARY L. SCHAPIRO                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DINYAR S. DEVITRE                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES R. WALL                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN C. POPE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BETSY D. HOLDEN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. JAMES FARRELL                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGER K. DEROMEDI                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DEBORAH C. WRIGHT                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE SELECTION OF                         ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             LEAR CORPORATION
Ticker:             LEA                      CUSIP:       521865105
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LARRY W. MCCURDY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROY E. PARROTT                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD F. WALLMAN                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP              ISSUER             YES       FOR          FOR
 AS OUR INDEPENDENT AUDITORS FOR 2004.

PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING OUR                       SHAREHOLDER        YES       AGAINST      FOR
SHAREHOLDER RIGHTS PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             LEHMAN BROTHERS HOLDINGS INC.
Ticker:             LEH                      CUSIP:       524908100
Meeting Date        4/2/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DINA MERRILL                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MARSHA JOHNSON EVANS                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SIR CHRISTOPHER GENT                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ROGER S. BERLIND                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS                     ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR THE FISCAL YEAR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             LIBERTY MEDIA CORPORATION
Ticker:             L                        CUSIP:       530718105
Meeting Date        6/9/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN C. MALONE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT R. BENNETT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAUL A. GOULD                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE LIBERTY MEDIA CORPORATION                ISSUER             YES       FOR          FOR
2000 INCENTIVE PLAN (AS AMENDED AND RESTATED EFFECTIVE
APRIL 19, 2004)



PROPOSAL #03: RATIFICATION OF KPMG LLP AS OUR INDEPENDENT              ISSUER             YES       FOR          FOR
 AUDITORS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004.


----------------------------------------------------------------------------------------------------
Issuer:             LIBERTY PROPERTY TRUST
Ticker:             LRY                      CUSIP:       531172104
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J. ANTHONY HAYDEN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. LEANNE LACHMAN                                ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: APPROVAL OF THE PROPOSAL TO AMEND THE                    ISSUER             YES       FOR          FOR
DECLARATION OF TRUST OF THE TRUST TO AMEND AND RESTATE IN
 ITS ENTIRETY ARTICLE VII OF THE DECLARATION OF TRUST.


PROPOSAL #03: APPROVAL OF THE PROPOSAL TO AMEND THE                    ISSUER             YES       AGAINST      AGAINST
DECLARATION OF TRUST TO AMEND SECTIONS 6.2, 6.3 AND 10.1
(D) OF THE DECLARATION OF TRUST.

PROPOSAL #04: APPROVAL OF THE PROPOSAL TO AMEND THE                    ISSUER             YES       AGAINST      AGAINST
TRUST'S AMENDED AND RESTATED SHARE INCENTIVE PLAN,
INCLUDING AN AMENDMENT TO INCREASE THE NUMBER OF SHARES
AVAILABLE FOR AWARDS THEREUNDER BY 1,500,000 SHARES TO
11,426,256 SHARES.

----------------------------------------------------------------------------------------------------
Issuer:             LINCOLN NATIONAL CORPORATION
Ticker:             LNC                      CUSIP:       534187109
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JON A. BOSCIA                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM J. AVERY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GLENN F. TILTON                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ERIC G. JOHNSON                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE OR DISAPPROVE A DEFERRED                      ISSUER             YES       FOR          FOR
COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS

----------------------------------------------------------------------------------------------------
Issuer:             LOCKHEED MARTIN CORPORATION
Ticker:             LMT                      CUSIP:       539830109
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES R. UKROPINA                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH W. RALSTON                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ANNE STEVENS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT J. STEVENS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK SAVAGE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS C. YEARLEY                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NORMAN R. AUGUSTINE                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MARCUS C. BENNETT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: VANCE D. COFFMAN                                 ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: GWENDOLYN S. KING                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EUGENE F. MURPHY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E.C."PETE"ALDRIDGE, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS H. MCCORKINDALE                          ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS

PROPOSAL #03: STOCKHOLDER PROPOSAL BY EVELYN Y. DAVIS                  SHAREHOLDER        YES       ABSTAIN      AGAINST


PROPOSAL #04: STOCKHOLDER PROPOSAL BY JOHN CHEVEDDEN                   SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #05: STOCKHOLDER PROPOSAL BY UNITED ASSOCIATION               SHAREHOLDER        YES       AGAINST      FOR
S&P 500 INDEX FUND

PROPOSAL #06: STOCKHOLDER PROPOSAL BY THE SISTERS OF                   SHAREHOLDER        YES       ABSTAIN      AGAINST
MERCY AND OTHER GROUPS

----------------------------------------------------------------------------------------------------
Issuer:             LOEWS CORPORATION
Ticker:             LTR                      CUSIP:       540424207
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J.L. BOWER                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.R. TISCH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.M. TISCH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. BRADEMAS                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.S. TISCH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.H. TISCH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.R. SCOTT                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.A. LASKAWY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.J. FRIBOURG                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.M. DIKER                                       ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY DELOITTE & TOUCHE LLP AS INDEPENDENT              ISSUER             YES       FOR          FOR
 AUDITORS

PROPOSAL #03: SHAREHOLDER PROPOSAL - CUMULATIVE VOTING                 SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #04: SHAREHOLDER PROPOSAL - ENVIRONMENTAL                     SHAREHOLDER        YES       ABSTAIN      AGAINST
TOBACCO SMOKE

PROPOSAL #05: SHAREHOLDER PROPOSAL - CHARITABLE                        SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS

----------------------------------------------------------------------------------------------------
Issuer:             MACROMEDIA, INC.
Ticker:             MACR                     CUSIP:       556100105
Meeting Date        7/24/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN (IAN) GIFFEN                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIAM B. WELTY                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ROBERT K. BURGESS                                ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: WILLIAM H. HARRIS, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT A. KOTICK                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: TIMOTHY O'REILLY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD L. LUCAS                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: ADOPTION OF THE COMPANY'S 2003 EMPLOYEE                  ISSUER             YES       AGAINST      AGAINST
STOCK PURCHASE PLAN

PROPOSAL #03: RATIFICATION OF SELECTION OF KPMG LLP AS                 ISSUER             YES       FOR          FOR
THE COMPANY'S INDEPENDENT AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             MARATHON OIL CORPORATION
Ticker:             MRO                      CUSIP:       565849106
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: THOMAS J. USHER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DENNIS H. REILLEY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES F. BOLDEN, JR                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES R. LEE                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS LLP               ISSUER             YES       FOR          FOR
AS INDEPENDENT AUDITORS

PROPOSAL #03: STOCKHOLDER PROPOSAL TO ADOPT A CLIMATE                  SHAREHOLDER        YES       ABSTAIN      AGAINST
CHANGE RESOLUTION

PROPOSAL #04: STOCKHOLDER PROPOSAL TO LIMIT SEVERANCE                  SHAREHOLDER        YES       FOR          AGAINST
COMPENSATION FOR SENIOR EXECUTIVE OFFICERS

----------------------------------------------------------------------------------------------------
Issuer:             MARRIOTT INTERNATIONAL, INC.
Ticker:             MAR                      CUSIP:       571903202
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: HARRY J. PEARCE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN W. MARRIOTT III                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LAWRENCE W. KELLNER                              ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY APPOINTMENT OF ERNST AND YOUNG LLP                ISSUER             YES       FOR          FOR
AS INDEPENDENT AUDITOR

PROPOSAL #03: SHAREHOLDER PROPOSAL TO ADOPT CUMULATIVE                 SHAREHOLDER        YES       AGAINST      FOR
VOTING FOR ELECTION OF DIRECTORS

----------------------------------------------------------------------------------------------------
Issuer:             MARSH & MCLENNAN COMPANIES, INC.
Ticker:             MMC                      CUSIP:       571748102
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MATHIS CABIALLAVETTA                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RAY J. GROVES                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ZACHARY W. CARTER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT F. ERBURU                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: OSCAR FANJUL                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LEWIS W. BERNARD                                 ISSUER             YES       WITHHOLD     AGAINST




PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS                 ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             MASCO CORPORATION
Ticker:             MAS                      CUSIP:       574599106
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PETER A. DOW*                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. MICHAEL LOSH**                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANTHONY F. EARLEY, JR.*                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WAYNE B. LYON*                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID L. JOHNSTON**                              ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO APPROVE THE MASCO CORPORATION                ISSUER             YES       FOR          FOR
2004 RESTRICTED STOCK AWARD PROGRAM.

PROPOSAL #03: RATIFICATION OF THE SELECTION OF                         ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR
THE COMPANY FOR THE YEAR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             MAXTOR CORPORATION
Ticker:             MXO                      CUSIP:       577729205
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PAUL J. TUFANO                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL R. CANNON                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: CHARLES M. BOESENBERG                            ISSUER             YES       FOR          FOR

PROPOSAL #02: TO RATIFY THE ENGAGEMENT OF                              ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT
ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 25, 2004.


----------------------------------------------------------------------------------------------------
Issuer:             MBIA INC.
Ticker:             MBI                      CUSIP:       55262C100
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN A. ROLLS                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. EDWARD CHAPLIN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH W. BROWN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES A. LEBENTHAL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID C. CLAPP                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GARY C. DUNTON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CLAIRE L. GAUDIANI                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FREDA S. JOHNSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DANIEL P. KEARNEY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DEBRA J. PERRY                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF APPOINTMENT OF                               ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS.



----------------------------------------------------------------------------------------------------
Issuer:             MBNA CORPORATION
Ticker:             KRB                      CUSIP:       55262L100
Meeting Date        5/3/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WILLIAM L. JEWS                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIAM B. MILSTEAD                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAMES H. BERICK                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BENJAMIN R. CIVILETTI                            ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BRUCE L. HAMMONDS                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RANDOLPH D. LERNER                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: STUART L. MARKOWITZ                              ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS

PROPOSAL #03: STOCKHOLDER PROPOSAL (ITEM 3 IN PROXY                    SHAREHOLDER        YES       FOR          AGAINST
STATEMENT)

PROPOSAL #04: STOCKHOLDER PROPOSAL (ITEM 4 IN PROXY                    SHAREHOLDER        YES       AGAINST      FOR
STATEMENT)

----------------------------------------------------------------------------------------------------
Issuer:             MCDONALD'S CORPORATION
Ticker:             MCD                      CUSIP:       580135101
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WALTER E. MASSEY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD A. BRENNAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGER W. STONE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANNE-MARIE SLAUGHTER                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN W. ROGERS, JR.                              ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AUDITORS                                     ISSUER             YES       FOR          FOR

PROPOSAL #03: APPROVAL OF MCDONALD'S CORPORATION AMENDED               ISSUER             YES       FOR          FOR
AND RESTATED 2001 OMNIBUS STOCK OWNERSHIP PLAN


PROPOSAL #04: APPROVAL OF MCDONALD'S CORPORATION 2004                  ISSUER             YES       FOR          FOR
CASH INCENTIVE PLAN

----------------------------------------------------------------------------------------------------
Issuer:             MDU RESOURCES GROUP, INC.
Ticker:             MDU                      CUSIP:       552690109
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DENNIS W. JOHNSON                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN K. WILSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARTIN A. WHITE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN L. OLSON                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVE AMENDMENTS TO THE NON-EMPLOYEE                   ISSUER             YES       AGAINST      AGAINST
DIRECTOR STOCK COMPENSATION PLAN



----------------------------------------------------------------------------------------------------
Issuer:             MEDCO HEALTH SOLUTIONS, INC.
Ticker:             MHS                      CUSIP:       58405U102
Meeting Date        4/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: BRIAN L. STROM, MD, MPH                          ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DAVID B. SNOW, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HOWARD W. BARKER, JR.                            ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF                             ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE
 COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 25, 2004.


----------------------------------------------------------------------------------------------------
Issuer:             MERCK & CO., INC.
Ticker:             MRK                      CUSIP:       589331107
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PETER C. WENDELL*                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WENDELL P. WEEKS**                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM G. BOWEN**                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM M. DALEY**                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS E. SHENK**                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF THE                   ISSUER             YES       FOR          FOR
COMPANY'S INDEPENDENT AUDITORS FOR 2004

PROPOSAL #03: PROPOSAL TO AMEND THE RESTATED CERTIFICATE               ISSUER             YES       FOR          FOR
OF INCORPORATION TO DECLASSIFY THE BOARD OF DIRECTORS THE
 BOARD OF DIRECTORS RECOMMENDS A VOTE  AGAINST ITEMS 4
THROUGH 8

PROPOSAL #04: STOCKHOLDER PROPOSAL CONCERNING MANAGEMENT               SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION

PROPOSAL #05: STOCKHOLDER PROPOSAL CONCERNING EXTENSION                SHAREHOLDER        YES       ABSTAIN      AGAINST
OF PRESCRIPTION DRUG PATENTS

PROPOSAL #06: STOCKHOLDER PROPOSAL CONCERNING ETHICAL AND              SHAREHOLDER        YES       ABSTAIN      AGAINST
 SOCIAL PERFORMANCE OF THE COMPANY

PROPOSAL #07: STOCKHOLDER PROPOSAL CONCERNING USE OF                   SHAREHOLDER        YES       ABSTAIN      AGAINST
SHAREHOLDER RESOURCES FOR POLITICAL PURPOSES

PROPOSAL #08: STOCKHOLDER PROPOSAL CONCERNING A REPORT                 SHAREHOLDER        YES       ABSTAIN      AGAINST
RELATED TO THE GLOBAL HIV/AIDS PANDEMIC

----------------------------------------------------------------------------------------------------
Issuer:             MERRILL LYNCH & CO., INC.
Ticker:             MER                      CUSIP:       590188108
Meeting Date        4/23/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DAVID K. NEWBIGGING                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH W. PRUEHER                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY APPOINTMENT OF DELOITTE & TOUCHE LLP              ISSUER             YES       FOR          FOR
 AS INDEPENDENT AUDITOR

PROPOSAL #03: INSTITUTE CUMULATIVE VOTING                              SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #04: INDEPENDENT CHAIRMAN SEPARATE FROM CHIEF                 SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE OFFICER



----------------------------------------------------------------------------------------------------
Issuer:             METLIFE, INC.
Ticker:             MET                      CUSIP:       59156R108
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: CHARLES M. LEIGHTON                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HARRY P. KAMEN                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BURTON A. DOLE, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN C. DANFORTH                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: CURTIS H. BARNETTE                               ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE METLIFE, INC. 2005 STOCK                 ISSUER             YES       FOR          FOR
AND INCENTIVE COMPENSATION PLAN

PROPOSAL #03: APPROVAL OF THE METLIFE ANNUAL VARIABLE                  ISSUER             YES       FOR          FOR
INCENTIVE PLAN

PROPOSAL #04: APPROVAL OF THE METLIFE, INC. 2005                       ISSUER             YES       FOR          FOR
NON-MANAGEMENT DIRECTOR STOCK COMPENSATION PLAN

PROPOSAL #05: RATIFICATION OF APPOINTMENT OF DELOITTE &                ISSUER             YES       FOR          FOR
TOUCHE LLP AS INDEPENDENT AUDITOR FOR 2004


PROPOSAL #06: SHAREHOLDER PROPOSAL CONCERNING CEO                      SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION

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Issuer:             MGM MIRAGE
Ticker:             MGG                      CUSIP:       552953101
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES J. MURREN                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: TERRY N. CHRISTENSEN                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ROBERT H. BALDWIN                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: KIRK KERKORIAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROLAND HERNANDEZ                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MELVIN B. WOLZINGER                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DANIEL M. WADE                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RONALD M. POPEIL                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIE D. DAVIS                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN T. REDMOND                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAMES D. ALJIAN                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALEXANDER M. HAIG, JR.                           ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALEX YEMENIDJIAN                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: GARY N. JACOBS                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: GEORGE J. MASON                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALEXIS M. HERMAN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. TERRENCE LANNI                                ISSUER             YES       WITHHOLD     AGAINST




PROPOSAL #02: TO CONSIDER AND ACT UPON THE RATIFICATION                ISSUER             YES       FOR          FOR
OF THE SELECTION OF INDEPENDENT AUDITORS.


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Issuer:             MONSANTO COMPANY
Ticker:             MON                      CUSIP:       61166W101
Meeting Date        1/29/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: SHARON R. LONG                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: FRANK V. ATLEE III                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GWENDOLYN S. KING                                ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
ACCOUNTANTS

PROPOSAL #03: APPROVAL OF AMENDMENTS TO LONG-TERM                      ISSUER             YES       FOR          FOR
INCENTIVE PLAN

PROPOSAL #04: APPROVAL OF SHAREOWNER PROPOSAL ONE                      SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #05: APPROVAL OF SHAREOWNER PROPOSAL TWO                      SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #06: APPROVAL OF SHAREOWNER PROPOSAL THREE                    SHAREHOLDER        YES       AGAINST      FOR

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Issuer:             MONTPELIER RE HOLDINGS LTD
Ticker:             MRH                      CUSIP:       G62185106
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: T.G. STORY BUSHER**                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANTHONY TAYLOR**                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN F. SHETTLE, JR.*                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RAYMOND M. SALTER*                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. R. FLETCHER, III**                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KAMIL M. SALAME*                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G. THOMAS HUTTON*                                ISSUER             YES       FOR          FOR

PROPOSAL #03: TO APPROVE THE ADOPTION OF THE MONTPELIER                ISSUER             YES       FOR          FOR
LONG TERM INCENTIVE PLAN, WHICH WOULD GO INTO EFFECT ON
JANUARY 1, 2005.

PROPOSAL #04: TO APPOINT PRICEWATERHOUSECOOPERS OF                     ISSUER             YES       FOR          FOR
HAMILTON, BERMUDA AS THE COMPANY'S INDEPENDENT AUDITOR
FOR 2004 AND TO AUTHORIZE THE COMPANY'S BOARD, ACTING BY
THE COMPANY'S AUDIT COMMITTEE, TO SET THEIR REMUNERATION.


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Issuer:             MORGAN STANLEY
Ticker:             MWD                      CUSIP:       617446448
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DR. KLAUS ZUMWINKEL                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SIR HOWARD DAVIES                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN W. MADIGAN                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE &                  ISSUER             YES       FOR          FOR
TOUCHE LLP AS INDEPENDENT AUDITORS



PROPOSAL #03: SHAREHOLDER PROPOSAL TO DECLASSIFY THE                   SHAREHOLDER        YES       FOR          AGAINST
BOARD OF DIRECTORS

PROPOSAL #04: SHAREHOLDER PROPOSAL TO REQUIRE SHAREHOLDER              SHAREHOLDER        YES       AGAINST      FOR
 APPROVAL OF GOLDEN PARACHUTE  AGREEMENTS

PROPOSAL #05: SHAREHOLDER PROPOSAL TO DISCLOSE POLITICAL               SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS

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Issuer:             MOTOROLA, INC.
Ticker:             MOT                      CUSIP:       620076109
Meeting Date        5/3/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: W. MASSEY                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.L. FULLER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. ZAFIROVSKI                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. WHITE                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E. ZANDER                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. LEWENT                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: N. NEGROPONTE                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: I. NOOYI                                         ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: D. WARNER III                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: S. SCOTT III                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J. PEPPER, JR.                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: SHAREHOLDER PROPOSAL RE: COMMONSENSE                     SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE COMPENSATION

PROPOSAL #03: SHAREHOLDER PROPOSAL RE: PERFORMANCE AND                 SHAREHOLDER        YES       AGAINST      FOR
TIME-BASED RESTRICTED SHARES

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Issuer:             MYLAN LABORATORIES INC.
Ticker:             MYL                      CUSIP:       628530107
Meeting Date        7/25/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LAURENCE S. DELYNN                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: PATRICIA A. SUNSERI                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH C. MAROON, M.D.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STUART A. WILLIAMS, ESQ                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS J. LEECH                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: C.B. TODD                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WENDY CAMERON                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MILAN PUSKAR                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT J. COURY                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN C. GAISFORD, M.D.                           ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: R.L. VANDERVEEN, PH.D.                           ISSUER             YES       WITHHOLD     AGAINST




PROPOSAL #02: APPROVE AN INCREASE IN THE NUMBER OF                     ISSUER             YES       AGAINST      AGAINST
AUTHORIZED SHARES OF THE COMPANY'S COMMON STOCK TO
600,000,000 SHARES.

PROPOSAL #03: ADOPT THE MYLAN LABORATORIES INC. 2003                   ISSUER             YES       AGAINST      AGAINST
LONG-TERM INCENTIVE PLAN.

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Issuer:             NATIONAL CITY CORPORATION
Ticker:             NCC                      CUSIP:       635405103
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: C.M. CONNOR                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: P.A. ORMOND                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: B.P. HEALY                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.A. PAUL                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.W. BROWN                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J.S. BROADHURST                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. WEISS                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.S. THORNTON                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.L. SHAHEEN                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J.E. BARFIELD                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.A. DABERKO                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.T. GORMAN                                      ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: THE APPROVAL OF THE NATIONAL CITY                        ISSUER             YES       AGAINST      AGAINST
CORPORATION LONG-TERM CASH AND EQUITY INCENTIVE PLAN

PROPOSAL #03: THE APPROVAL OF THE NATIONAL CITY                        ISSUER             YES       AGAINST      AGAINST
CORPORATION MANAGEMENT INCENTIVE PLAN FOR SENIOR
OFFICERS, AS AMENDED AND RESTATED

PROPOSAL #04: THE RATIFICATION OF THE AUDIT COMMITTEE'S                ISSUER             YES       FOR          FOR
SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS


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Issuer:             NATIONWIDE FINANCIAL SERVICES, INC.
Ticker:             NFS                      CUSIP:       638612101
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES G. BROCKSMITH, JR                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KEITH W. ECKEL                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES F. PATTERSON                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GERALD D. PROTHRO                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF KPMG LLP              ISSUER             YES       FOR          FOR
 AS INDEPENDENT AUDITOR OF THE COMPANY FOR THE YEAR
ENDING DECEMBER 31, 2004.

PROPOSAL #03: APPROVAL OF THE THIRD AMENDED AND RESTATED               ISSUER             YES       FOR          FOR
NATIONWIDE FINANCIAL SERVICES, INC. 1996 LONG-TERM EQUITY
 COMPENSATION PLAN.

PROPOSAL #04: APPROVAL OF THE AMENDED AND RESTATED STOCK               ISSUER             YES       FOR          FOR
RETAINER PLAN FOR NON-EMPLOYEE DIRECTORS.



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Issuer:             NEW PLAN EXCEL REALTY TRUST, INC.
Ticker:             NXL                      CUSIP:       648053106
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: GEORGE PUSKAR                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM NEWMAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NINA MATIS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NORMAN GOLD                                      ISSUER             YES       FOR          FOR

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Issuer:             NEWELL RUBBERMAID INC.
Ticker:             NWL                      CUSIP:       651229106
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ALLAN P. NEWELL                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CYNTHIA A. MONTGOMERY                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GORDON R. SULLIVAN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SCOTT S. COWEN                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST &               ISSUER             YES       FOR          FOR
YOUNG LLP AS INDEPENDENT ACCOUNTANTS FOR THE YEAR 2004.


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Issuer:             NISOURCE INC.
Ticker:             NI                       CUSIP:       65473P105
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RICHARD L. THOMPSON                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CAROLYN Y. WOO                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DENNIS E. FOSTER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEVEN C. BEERING                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT PUBLIC                       ISSUER             YES       FOR          FOR
ACCOUNTANTS.

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Issuer:             NORTHEAST UTILITIES
Ticker:             NU                       CUSIP:       664397106
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: COTTON MATHER CLEVELAND                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT E. PATRICELLI                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ELIZABETH T. KENNAN                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN G. GRAHAM                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN H. FORSGREN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E. GAIL DE PLANQUE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES F. CORDES                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN F. SWOPE                                    ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: RICHARD H. BOOTH                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SANFORD CLOUD, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES W. SHIVERY                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP AS                 ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR 2004.

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Issuer:             NORTHROP GRUMMAN CORPORATION
Ticker:             NOC                      CUSIP:       666807102
Meeting Date        5/18/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: KEVIN W. SHARER                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: AULANA L. PETERS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PHILIP A. ODEEN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. MICHAEL COOK                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LEWIS W. COLEMAN                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF                    ISSUER             YES       FOR          FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITOR.

PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING CRITERIA FOR              SHAREHOLDER        YES       ABSTAIN      AGAINST
 MILITARY CONTRACTS.

PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING THE                       SHAREHOLDER        YES       FOR          AGAINST
CLASSIFIED BOARD.

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Issuer:             NSTAR
Ticker:             NST                      CUSIP:       67019E107
Meeting Date        4/29/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: THOMAS J. MAY                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GARY L. COUNTRYMAN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DANIEL DENNIS                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MATINA S. HORNER                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: SHAREHOLDER PROPOSAL REGARDING CHARITABLE                SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTION DISCLOSURE.

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Issuer:             OCCIDENTAL PETROLEUM CORPORATION
Ticker:             OXY                      CUSIP:       674599105
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: EDWARD P. DJEREJIAN                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RODOLFO SEGOVIA                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: IRVIN W. MALONEY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DALE R. LAURANCE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RAY R. IRANI                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. CHAD DREIER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN S. CHALSLY                                  ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: WALTER L. WEISMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROSEMARY TOMICH                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: AZIZ D. SYRIANI                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN E. FEICK                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD W. BURKLE                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: THE RATIFICATION OF THE SELECTION OF KPMG                ISSUER             YES       FOR          FOR
AS INDEPENDENT AUDITORS.

PROPOSAL #03: APPROVAL OF AMENDMENT TO THE RESTRICTED                  ISSUER             YES       FOR          FOR
STOCK PLAN FOR NON-EMPLOYEE DIRECTORS.

PROPOSAL #04: DISCONTINUANCE OF OPTIONS, RIGHTS AND                    SHAREHOLDER        YES       AGAINST      FOR
SEVERANCE PAYMENTS.

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Issuer:             OFFICE DEPOT, INC.
Ticker:             ODP                      CUSIP:       676220106
Meeting Date        5/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PATRICIA H. MCKAY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRUCE NELSON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NEIL R. AUSTRIAN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID I. FUENTE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID W. BERNAUER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LEE A. AULT III                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL J. MYERS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRENDA J. GAINES                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MYRA M. HART                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ABELARDO E. BRU                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. SCOTT HEDRICK                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES L. HESKETT                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: AMENDMENT OF COMPANY'S LONG-TERM EQUITY                  ISSUER             YES       FOR          FOR
INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES
AUTHORIZED FOR ISSUANCE UNDER THE PLAN BY 15,000,000
SHARES.

PROPOSAL #03: RATIFICATION OF APPOINTMENT OF DELOITTE &                ISSUER             YES       FOR          FOR
TOUCHE LLP AS THE COMPANY'S INDEPENDENT PUBLIC
ACCOUNTANTS.

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Issuer:             OLD REPUBLIC INTERNATIONAL CORPORATI
Ticker:             ORI                      CUSIP:       680223104
Meeting Date        5/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN M. DIXON                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN W. POPP                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JIMMY A. DEW                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILBUR S. LEGG                                   ISSUER             YES       FOR          FOR




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Issuer:             OWENS-ILLINOIS, INC.
Ticker:             OI                       CUSIP:       690768403
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT J. DINEEN                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAMES H. GREENE, JR.                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: THOMAS L. YOUNG                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: APPROVAL OF THE 2004 EQUITY INCENTIVE PLAN               ISSUER             YES       FOR          FOR
FOR DIRECTORS OF OWENS-ILLINOIS, INC.

PROPOSAL #03: APPROVAL OF THE INCENTIVE BONUS PLAN.                    ISSUER             YES       FOR          FOR

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Issuer:             PACCAR INC
Ticker:             PCAR                     CUSIP:       693718108
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: HARRY C. STONECIPHER                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID K. NEWBIGGING                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HAROLD A. WAGNER                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: AMEND CERTIFICATE OF INCORPORATION TO                    ISSUER             YES       AGAINST      AGAINST
INCREASE AUTHORIZED SHARES TO 400 MILLION

PROPOSAL #03: APPROVE AMENDMENTS TO RESTRICTED STOCK AND               ISSUER             YES       FOR          FOR
DEFERRED COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS


PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING THE                       SHAREHOLDER        YES       FOR          AGAINST
COMPANY'S SHAREHOLDER RIGHTS PLAN

PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING                           SHAREHOLDER        YES       AGAINST      FOR
PERFORMANCE-BASED RESTRICTED STOCK

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Issuer:             PARK PLACE ENTERTAINMENT CORPORATION
Ticker:             PPE                      CUSIP:       700690100
Meeting Date        9/10/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO AMEND THE COMPANY'S AMENDED AND RESTATED              ISSUER             YES       FOR          FOR
 CERTIFICATE OF INCORPORATION TO CHANGE THE NAME OF THE
COMPANY TO CAESARS ENTERTAINMENT, INC.

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Issuer:             PARTNERRE LTD.
Ticker:             PRE                      CUSIP:       G6852T105
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: VITO H. BAUMGARTNER                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN A. ROLLWAGEN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEAN-PAUL MONTUPET                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LUCIO STANCA                                     ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE AN INCREASE IN THE MAXIMUM                    ISSUER             YES       FOR          FOR
NUMBER OF DIRECTORS FROM TEN TO ELEVEN, WITH THE MINIMUM
NUMBER OF DIRECTORS SET AT THREE, AND FOR THE BOARD TO BE
 AUTHORIZED TO FILL ANY VACANCIES AS AND WHEN THEY DEEM
EXPEDIENT.



PROPOSAL #03: TO AMEND THE BYE-LAWS OF THE COMPANY TO                  ISSUER             YES       FOR          FOR
REMOVE THE EXEMPTION WHICH EXCLUDES SWISS REINSURANCE
COMPANY AND ITS AFFILIATES FROM THE PROHIBITION ON
OBTAINING OR EXERCISING MORE THAN 9.9% OF THE VOTING
RIGHTS ATTACHED TO THE COMPANY'S ISSUED AND OUTSTANDING
SHARES.

PROPOSAL #04: TO INCREASE THE NUMBER OF COMMON SHARES                  ISSUER             YES       FOR          FOR
RESERVED FOR ISSUANCE UNDER THE PARTNERRE LTD. EMPLOYEE
INCENTIVE PLAN FROM 3,500,000 COMMON SHARES TO 5,000,000
COMMON SHARES.

PROPOSAL #05: TO REAPPOINT THE FIRM OF DELOITTE & TOUCHE               ISSUER             YES       FOR          FOR
TO SERVE AS INDEPENDENT AUDITORS OF THE COMPANY UNTIL THE
 COMPANY'S 2005 ANNUAL GENERAL MEETING AND TO REFER TO
THE BOARD OF DIRECTORS THE AUTHORITY TO DETERMINE THE
REMUNERATION OF DELOITTE & TOUCHE.


PROPOSAL #06: OTHER - IN THEIR DISCRETION UPON SUCH OTHER              ISSUER             YES       AGAINST      AGAINST
 MATTERS, INCLUDING WITHHOLDING A QUORUM, IF NECESSARY,
AS MAY PROPERLY COME BEFORE THE ANNUAL GENERAL MEETING.


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Issuer:             PEPSIAMERICAS, INC.
Ticker:             PAS                      CUSIP:       71343P200
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ARCHIE R. DYKES                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAROBIN GILBERT, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HERBERT M. BAUM                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BRENDA C. BARNES                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: PIERRE S. DU PONT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LIONEL L. NOWELL, III                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD G. CLINE                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MATTHEW M. MCKENNA                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT C. POHLAD                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AMENDMENT TO 2000 STOCK                      ISSUER             YES       AGAINST      AGAINST
INCENTIVE PLAN.

PROPOSAL #03: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS.

PROPOSAL #04: SHAREHOLDER PROPOSAL (PROXY STATEMENT P.                 SHAREHOLDER        YES       AGAINST      FOR
31).

PROPOSAL #05: SHAREHOLDER PROPOSAL (PROXY STATEMENT P.                 SHAREHOLDER        YES       ABSTAIN      AGAINST
33).

----------------------------------------------------------------------------------------------------
Issuer:             PEPSICO, INC.
Ticker:             PEP                      CUSIP:       713448108
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: S.D. TRUJILLO                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.E. ALLEN                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: C.M. TRUDELL                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.F. AKERS                                       ISSUER             YES       WITHHOLD     AGAINST




ELECTION OF DIRECTOR: F.D. RAINES                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D. VASELLA                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: S.P. ROCKEFELLER                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: A.C. MARTINEZ                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: I.K. NOOYI                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.J. SCHIRO                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. HUNT                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: F.A. THOMAS                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.S. REINEMUND                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AUDITORS                                     ISSUER             YES       FOR          FOR

PROPOSAL #03: APPROVAL OF THE 2004 EXECUTIVE INCENTIVE                 ISSUER             YES       FOR          FOR
COMPENSATION PLAN

PROPOSAL #04: SHAREHOLDER PROPOSAL (PROXY STATEMENT P.22)              SHAREHOLDER        YES       ABSTAIN      AGAINST


PROPOSAL #05: SHAREHOLDER PROPOSAL (PROXY STATEMENT P.23)              SHAREHOLDER        YES       ABSTAIN      AGAINST


----------------------------------------------------------------------------------------------------
Issuer:             PFIZER INC.
Ticker:             PFE                      CUSIP:       717081103
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: M. ANTHONY BURNS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CONSTANCE J. HORNER                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STANLEY O. IKENBERRY                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT N. BURT                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. DON CORNWELL                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM H. GRAY III                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM C. STEERE, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE A. LORCH                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANKLIN D. RAINES                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HENRY A. MCKINNELL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DANA G. MEAD                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL S. BROWN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RUTH J. SIMMONS                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEAN-PAUL VALLES                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM R. HOWELL                                ISSUER             YES       FOR          FOR

PROPOSAL #02: A PROPOSAL TO APPROVE THE APPOINTMENT OF                 ISSUER             YES       FOR          FOR
KPMG LLP AS INDEPENDENT AUDITORS FOR 2004.

PROPOSAL #03: A PROPOSAL TO APPROVE THE PFIZER INC. 2004               ISSUER             YES       FOR          FOR
STOCK PLAN.



PROPOSAL #04: SHAREHOLDER PROPOSAL REQUESTING REVIEW OF                SHAREHOLDER        YES       ABSTAIN      AGAINST
THE ECONOMIC EFFECTS OF THE HIV/AIDS, TB AND MALARIA
PANDEMICS ON THE COMPANY'S BUSINESS STRATEGY.


PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO POLITICAL               SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS.

PROPOSAL #06: SHAREHOLDER PROPOSAL RELATING TO AN ANNUAL               SHAREHOLDER        YES       ABSTAIN      AGAINST
REPORT ON CORPORATE RESOURCES DEVOTED TO SUPPORTING
POLITICAL ENTITIES OR CANDIDATES.

PROPOSAL #07: SHAREHOLDER PROPOSAL SEEKING TO IMPOSE TERM              SHAREHOLDER        YES       AGAINST      FOR
 LIMITS ON DIRECTORS.

PROPOSAL #08: SHAREHOLDER PROPOSAL REQUESTING A REPORT ON              SHAREHOLDER        YES       ABSTAIN      AGAINST
 INCREASING ACCESS TO PFIZER PRODUCTS.

PROPOSAL #09: SHAREHOLDER PROPOSAL ON STOCK OPTIONS.                   SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #10: SHAREHOLDER PROPOSAL ON IN VITRO TESTING.                SHAREHOLDER        YES       ABSTAIN      AGAINST


----------------------------------------------------------------------------------------------------
Issuer:             PITNEY BOWES INC.
Ticker:             PBI                      CUSIP:       724479100
Meeting Date        5/10/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: EDUARDO R. MENASCE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN S. MCFARLANE                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ERNIE GREEN                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LINDA G. ALVARADO                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS LLP               ISSUER             YES       FOR          FOR
AS INDEPENDENT ACCOUNTANTS FOR 2004.


PROPOSAL #03: STOCKHOLDER PROPOSAL RELATING TO POLITICAL               SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS.

----------------------------------------------------------------------------------------------------
Issuer:             PLUM CREEK TIMBER COMPANY, INC.
Ticker:             PCL                      CUSIP:       729251108
Meeting Date        5/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN G. MCDONALD                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: STEPHEN C. TOBIAS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBIN JOSEPHS                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DAVID D. LELAND                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: IAN B. DAVIDSON                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RICK R. HOLLEY                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CARL B. WEBB                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN H. SCULLY                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HAMID R. MOGHADAM                                ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL REGARDING APPROVAL OF AMENDED AND               ISSUER             YES       FOR          FOR
RESTATED STOCK INCENTIVE PLAN

PROPOSAL #03: PROPOSAL TO RATIFY APPOINTMENT OF ERNST &                ISSUER             YES       AGAINST      AGAINST
YOUNG AS INDEPENDENT AUDITORS



PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING ADOPTION OF               SHAREHOLDER        YES       ABSTAIN      AGAINST
CERES PRINCIPLES

----------------------------------------------------------------------------------------------------
Issuer:             PPG INDUSTRIES, INC.
Ticker:             PPG                      CUSIP:       693506107
Meeting Date        4/15/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES G. BERGES                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ERROLL B. DAVIS, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALLEN J. KROWE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: VICTORIA F. HAYNES                               ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO ENDORSE THE APPOINTMENT OF                   ISSUER             YES       FOR          FOR
DELOITTE & TOUCHE LLP AS AUDITORS FOR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             PPL CORPORATION
Ticker:             PPL                      CUSIP:       69351T106
Meeting Date        4/23/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WILLIAM F. HECHT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. KEITH SMITH                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STUART HEYDT                                     ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITOR

----------------------------------------------------------------------------------------------------
Issuer:             PRAXAIR, INC.
Ticker:             PX                       CUSIP:       74005P104
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ALEJANDRO ACHAVAL                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. MITCHELL WATSON, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD L. KUEHN, JR.                             ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO AMEND THE LONG TERM INCENTIVE                ISSUER             YES       FOR          FOR
PLAN.

PROPOSAL #03: PROPOSAL TO AMEND THE CERTIFICATE OF                     ISSUER             YES       FOR          FOR
INCORPORATION.

PROPOSAL #04: PROPOSAL TO APPROVE A STOCKHOLDER                        ISSUER             YES       FOR          FOR
PROTECTION RIGHTS AGREEMENT.

----------------------------------------------------------------------------------------------------
Issuer:             PRINCIPAL FINANCIAL GROUP, INC.
Ticker:             PFG                      CUSIP:       74251V102
Meeting Date        5/18/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: C. DANIEL GELATT                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: SANDRA L. HELTON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FEDERICO F. PENA                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID J. DRURY                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF AUDITORS                                 ISSUER             YES       FOR          FOR




PROPOSAL #03: APPROVAL OF ANNUAL INCENTIVE PLAN                        ISSUER             YES       AGAINST      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             PROVIDIAN FINANCIAL CORPORATION
Ticker:             PVN                      CUSIP:       74406A102
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN L. DOUGLAS                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: F. RUIZ DE LUZURIAGA                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT J. HIGGINS                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J. DAVID GRISSOM                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             PRUDENTIAL FINANCIAL, INC.
Ticker:             PRU                      CUSIP:       744320102
Meeting Date        6/8/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: GILBERT F. CASELLAS                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KARL J. KRAPEK                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GASTON CAPERTON                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ARTHUR F. RYAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: IDA F.S. SCHMERTZ                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF                       ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR
THE YEAR ENDING DECEMBER 31, 2004.

PROPOSAL #03: A SHAREHOLDER PROPOSAL REGARDING CHARITABLE              SHAREHOLDER        YES       ABSTAIN      AGAINST
 CONTRIBUTIONS.

PROPOSAL #04: A SHAREHOLDER PROPOSAL REGARDING THE ANNUAL              SHAREHOLDER        YES       FOR          AGAINST
 ELECTION OF DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             PUBLIC SERVICE ENTERPRISE GROUP INC.
Ticker:             PEG                      CUSIP:       744573106
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RICHARD J. SWIFT**                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALBERT R. GAMPER, JR.*                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ERNEST H. DREW**                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM V. HICKEY**                              ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE 2004 LONG-TERM INCENTIVE                 ISSUER             YES       FOR          FOR
PLAN.

PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       FOR          FOR
 & TOUCHE LLP AS INDEPENDENT AUDITOR FOR THE YEAR 2004.


PROPOSAL #04: STOCKHOLDER PROPOSAL RELATING TO THE                     SHAREHOLDER        YES       AGAINST      FOR
NOMINATION OF AT LEAST TWO CANDIDATES FOR EACH OPEN BOARD
 POSITION.



----------------------------------------------------------------------------------------------------
Issuer:             PUBLIC STORAGE, INC.
Ticker:             PSA                      CUSIP:       74460D109
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DANIEL C. STATON                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RONALD L. HAVNER, JR.                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN T. EVANS                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: B. WAYNE HUGHES                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DANN V. ANGELOFF                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT J. ABERNETHY                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: B. WAYNE HUGHES, JR.                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: URI P. HARKHAM                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM C. BAKER                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: HARVEY LENKIN                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ERNST &                   ISSUER             YES       AGAINST      AGAINST
YOUNG LLP, INDEPENDENT AUDITORS, TO AUDIT THE ACCOUNTS OF
 PUBLIC STORAGE, INC. FOR THE FISCAL YEAR ENDING DECEMBER
 31, 2004.

----------------------------------------------------------------------------------------------------
Issuer:             PULTE HOMES, INC.
Ticker:             PHM                      CUSIP:       745867101
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MICHAEL E. ROSSI**                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD J. DUGAS, JR.*                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID N. MCCAMMON*                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM J. PULTE*                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANCIS J. SEHN*                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: A PROPOSAL TO ADOPT THE PULTE HOMES, INC.                ISSUER             YES       FOR          FOR
2004 STOCK INCENTIVE PLAN.

PROPOSAL #03: A PROPOSAL BY A SHAREHOLDER REQUESTING THAT              SHAREHOLDER        YES       FOR          AGAINST
 PULTE HOMES, INC. ADOPT A POLICY THAT THE SELECTION OF
ITS INDEPENDENT AUDITOR BE SUBMITTED TO THE SHAREHOLDERS
FOR RATIFICATION AT ANNUAL MEETINGS.


----------------------------------------------------------------------------------------------------
Issuer:             R.R. DONNELLEY & SONS COMPANY
Ticker:             DNY                      CUSIP:       257867101
Meeting Date        2/23/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO APPROVE THE ISSUANCE OF SHARES OF RR                  ISSUER             YES       FOR          FOR
DONNELLEY COMMON STOCK AS CONTEMPLATED BY THE COMBINATION
 AGREEMENT, DATED AS OF NOVEMBER 8, 2003, BETWEEN RR
DONNELLEY AND MOORE WALLACE INCORPORATED AND THE PLAN OF
ARRANGEMENT UNDER SECTION 192 OF THE CANADA BUSINESS
CORPORATIONS ACT INVOLVING RR DONNELLEY AND MOORE
WALLACE.

PROPOSAL #02: TO ADOPT THE RR DONNELLEY 2004 PERFORMANCE               ISSUER             YES       AGAINST      AGAINST
INCENTIVE PLAN.



----------------------------------------------------------------------------------------------------
Issuer:             R.R. DONNELLEY & SONS COMPANY
Ticker:             RRD                      CUSIP:       257867101
Meeting Date        4/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT F. CUMMINGS, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: OLIVER R. SOCKWELL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN M. WOLF                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARK A. ANGELSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALFRED C. ECKERT III                             ISSUER             YES       FOR          FOR

PROPOSAL #02: STOCKHOLDER PROPOSAL REGARDING THE SALE OF               SHAREHOLDER        YES       AGAINST      FOR
THE COMPANY.

PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING THE                       SHAREHOLDER        YES       FOR          AGAINST
ESTABLISHMENT OF A POLICY OF EXPENSING COSTS OF OPTIONS.


----------------------------------------------------------------------------------------------------
Issuer:             RAYTHEON COMPANY
Ticker:             RTN                      CUSIP:       755111507
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WILLIAM SPIVEY-2007                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL RUETTGERS-2007                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN DEUTCH-2007                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM SWANSON-2007                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LINDA STUNTZ-2005                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS                     ISSUER             YES       FOR          FOR

PROPOSAL #03: ETHICAL CRITERIA FOR MILITARY CONTRACTS                  SHAREHOLDER        YES       ABSTAIN      AGAINST


PROPOSAL #04: SHAREHOLDER RIGHTS PLAN                                  SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #05: ANNUAL ELECTION OF DIRECTORS                             SHAREHOLDER        YES       FOR          AGAINST

PROPOSAL #06: MACBRIDE PRINCIPLES                                      SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #07: EXPENSING STOCK OPTIONS                                  SHAREHOLDER        YES       FOR          AGAINST

PROPOSAL #08: SERP BENEFITS                                            SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #09: EXECUTIVE COMPENSATION SYSTEM                            SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             REGIONS FINANCIAL CORPORATION
Ticker:             RF                       CUSIP:       758940100
Meeting Date        6/8/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO ADOPT THE AGREEMENT AND PLAN OF MERGER,               ISSUER             YES       FOR          FOR
BY AND BETWEEN UNION PLANTERS CORPORATION AND REGIONS
FINANCIAL CORPORATION AND THE TRANSACTIONS CONTEMPLATED
THEREBY, PURSUANT TO WHICH UNION PLANTERS AND REGIONS
WILL BE MERGED WITH AND INTO A NEWLY FORMED HOLDING
COMPANY, NEW REGIONS FINANCIAL CORPORATION.


ELECTION OF DIRECTOR: MARGARET H. GREENE                               ISSUER             YES       WITHHOLD     AGAINST




ELECTION OF DIRECTOR: JOHN H. WATSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CARL E. JONES, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SUSAN W. MATLOCK                                 ISSUER             YES       FOR          FOR

PROPOSAL #03: TO RATIFY THE APPOINTMENT OF ERNST & YOUNG               ISSUER             YES       FOR          FOR
LLP AS REGIONS INDEPENDENT AUDITORS FOR THE YEAR 2004.


PROPOSAL #04: TO ADJOURN THE REGIONS ANNUAL MEETING, IF                ISSUER             YES       FOR          FOR
NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES.


PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING THE REQUIRED              SHAREHOLDER        YES       AGAINST      FOR
 STOCKHOLDER VOTE FOR ELECTION OF DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             RELIANT ENERGY, INC.
Ticker:             RRI                      CUSIP:       75952B105
Meeting Date        6/2/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LAREE E. PEREZ                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM L. TRANSIER                              ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY DELOITTE & TOUCHE LLP AS              ISSUER             YES       FOR          FOR
 RELIANT ENERGY, INC.'S INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2004.

PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING MANDATORY                 SHAREHOLDER        YES       AGAINST      FOR
STOCK HOLDING PERIOD BY OUR EXECUTIVES.

----------------------------------------------------------------------------------------------------
Issuer:             RENAISSANCERE HOLDINGS LTD.
Ticker:             RNR                      CUSIP:       G7496G103
Meeting Date        5/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WILLIAM I. RIKER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NICHOLAS L. TRIVISONNO                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM F. HECHT                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPOINT THE FIRM OF ERNST & YOUNG,                    ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS, TO SERVE AS OUR INDEPENDENT
AUDITORS FOR THE 2004 FISCAL YEAR UNTIL OUR 2005 ANNUAL
MEETING, AND TO REFER THE DETERMINATION OF THE AUDITORS
REMUNERATION TO THE BOARD.

----------------------------------------------------------------------------------------------------
Issuer:             ROCKWELL AUTOMATION, INC.
Ticker:             ROK                      CUSIP:       773903109
Meeting Date        2/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: W.T. MCCORMICK, JR.                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: K.D. NOSBUSCH                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.H. GRAY, III                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.H. DAVIS, JR.                                  ISSUER             YES       FOR          FOR

PROPOSAL #B: APPROVE THE SELECTION OF AUDITORS.                        ISSUER             YES       FOR          FOR

PROPOSAL #C: APPROVE THE 2000 LONG-TERM INCENTIVES PLAN,               ISSUER             YES       AGAINST      AGAINST
AS AMENDED.



----------------------------------------------------------------------------------------------------
Issuer:             ROYAL DUTCH PETROLEUM COMPANY
Ticker:             RD                       CUSIP:       780257804
Meeting Date        6/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #2A: FINALIZATION OF THE BALANCE SHEET AS AT                  ISSUER             YES       FOR          FOR
DECEMBER 31, 2003, THE PROFIT AND LOSS ACCOUNT FOR THE
YEAR 2003 AND THE NOTES TO THE BALANCE SHEET AND THE
PROFIT AND LOSS ACCOUNT.

PROPOSAL #2B: DECLARATION OF THE TOTAL DIVIDEND FOR THE                ISSUER             YES       FOR          FOR
YEAR 2003.

PROPOSAL #2C: DISCHARGE OF THE MANAGING DIRECTORS OF                   ISSUER             YES       FOR          FOR
RESPONSIBILITY IN RESPECT OF THEIR MANAGEMENT FOR THE
YEAR 2003.

PROPOSAL #2D: DISCHARGE OF THE MEMBERS OF THE SUPERVISORY              ISSUER             YES       FOR          FOR
 BOARD OF RESPONSIBILITY FOR THEIR SUPERVISION FOR THE
YEAR 2003.

PROPOSAL #03: APPOINTMENT OF MS. L.Z. COOK AS A MANAGING               ISSUER             YES       ABSTAIN      AGAINST
DIRECTOR OF THE COMPANY.*

PROPOSAL #04: APPOINTMENT OF MRS. CH. MORIN-POSTEL AS A                ISSUER             YES       ABSTAIN      AGAINST
MEMBER OF THE SUPERVISORY BOARD.*

PROPOSAL #05: APPOINTMENT OF MR. M.A. VAN DEN BERGH AS A               ISSUER             YES       ABSTAIN      AGAINST
MEMBER OF THE SUPERVISORY BOARD OWING TO RETIREMENT BY
ROTATION.*

PROPOSAL #06: REDUCTION OF THE ISSUED SHARE CAPITAL WITH               ISSUER             YES       FOR          FOR
A VIEW TO CANCELLA TION OF THE SHARES ACQUIRED BY THE
COMPANY IN ITS OWN CAPITAL.

PROPOSAL #07: AUTHORIZATION OF THE BOARD OF MANAGEMENT,                ISSUER             YES       FOR          FOR
PURSUANT TO ARTICLE 98, BOOK 2 OF THE NETHERLANDS CIVIL
CODE, AS THE COMPETENT BODY TO ACQUIRE SHARES IN THE
CAPITAL OF THE COMPANY.

----------------------------------------------------------------------------------------------------
Issuer:             SAFEWAY INC.
Ticker:             SWY                      CUSIP:       786514208
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ROBERT I. MACDONNELL                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEVEN A. BURD                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM Y. TAUSCHER                              ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF DELOITTE & TOUCHE LLP AS                  ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR FISCAL YEAR 2004.

PROPOSAL #03: APPROVAL OF AND AMENDMENT TO THE RESTATED                ISSUER             YES       FOR          FOR
CERTIFICATE OF INCORPORATION TO ELIMINATE THE
CLASSIFICATION OF THE BOARD OF DIRECTORS.

PROPOSAL #04: APPROVAL OF STOCK OPTION EXCHANGE PROGRAM                ISSUER             YES       FOR          FOR
FOR EMPLOYEES (EXCLUDING EXECUTIVE OFFICERS) PROVIDING
FOR THE EXCHANGE OF OPTIONS PREVIOUSLY GRANTED UNDER THE
1999 AMENDED AND RESTATED EQUITY PARTICIPATION PLAN OF
SAFEWAY INC. THE BOARD OF DIRECTORS RECOMMENDS A VOTE
AGAINST  STOCKHOLDER PROPOSALS 5, 6, 7, 8, 9 AND 10.


PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING INDEPENDENT               SHAREHOLDER        YES       AGAINST      FOR
DIRECTOR AS CHAIRMAN OF THE BOARD.

PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING CUMULATIVE                SHAREHOLDER        YES       AGAINST      FOR
VOTING.



PROPOSAL #07: STOCKHOLDER PROPOSAL REGARDING REPORT ON                 SHAREHOLDER        YES       ABSTAIN      AGAINST
IMPACT OF GENETICALLY ENGINEERED FOOD.

PROPOSAL #08: STOCKHOLDER PROPOSAL REGARDING                           SHAREHOLDER        YES       ABSTAIN      AGAINST
SUSTAINABILITY REPORT.

PROPOSAL #09: STOCKHOLDER PROPOSAL REGARDING POLITICAL                 SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTION AND PARTICIPATION REPORT.

PROPOSAL #10: STOCKHOLDER PROPOSAL REGARDING EXPENSING                 SHAREHOLDER        YES       FOR          AGAINST
STOCK OPTIONS.

----------------------------------------------------------------------------------------------------
Issuer:             SAKS INCORPORATED
Ticker:             SKS                      CUSIP:       79377W108
Meeting Date        6/8/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: STEPHEN I. SADOVE**                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STANTON J. BLUESTONE*                            ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ROBERT B. CARTER*                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JULIUS W. ERVING*                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DONALD E. HESS*                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: GEORGE L. JONES**                                ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF                    ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT AUDITORS OF
 THE COMPANY.

PROPOSAL #03: PROPOSAL TO APPROVE AND ADOPT THE COMPANY'S              ISSUER             YES       AGAINST      AGAINST
 2004 LONG-TERM INCENTIVE PLAN.

PROPOSAL #04: PROPOSAL BY A SHAREHOLDER - CLASSIFIED                   SHAREHOLDER        YES       FOR          AGAINST
BOARD.

PROPOSAL #05: PROPOSAL BY A SHAREHOLDER - CUMULATIVE                   SHAREHOLDER        YES       AGAINST      FOR
VOTING IN THE ELECTION OF DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             SARA LEE CORPORATION
Ticker:             SLE                      CUSIP:       803111103
Meeting Date        10/30/2003                                                                                     For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: V. JORDAN, JR.                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. MANLEY                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CARY D. MCMILLAN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.T. BATTENBERG III                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. STEVEN MCMILLAN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. RIDGWAY                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. VAN LEDE                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. DAVIS                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. COKER                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. THOMAS                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L. KOELLNER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. CROWN                                         ISSUER             YES       FOR          FOR




PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF                       ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS SARA LEE'S INDEPENDENT
ACCOUNTANTS FOR FISCAL 2004.

PROPOSAL #03: TO VOTE ON A STOCKHOLDER PROPOSAL REGARDING              SHAREHOLDER        YES       ABSTAIN      AGAINST
 CHARITABLE CONTRIBUTIONS.

PROPOSAL #04: TO VOTE ON A STOCKHOLDER PROPOSAL REGARDING              SHAREHOLDER        YES       ABSTAIN      AGAINST
 SARA LEE'S CODE OF CONDUCT.

----------------------------------------------------------------------------------------------------
Issuer:             SBC COMMUNICATIONS INC.
Ticker:             SBC                      CUSIP:       78387G103
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES E. BARNES                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOYCE M. ROCHE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S. DONLEY RITCHEY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES A. HENDERSON                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN B. MCCOY                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PATRICIA P. UPTON                                ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF INDEPENDENT AUDITORS.                     ISSUER             YES       FOR          FOR

PROPOSAL #03: APPROVE AN AMENDMENT TO SBC'S BYLAWS.                    ISSUER             YES       FOR          FOR

PROPOSAL #04: STOCKHOLDER PROPOSAL A.                                  SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #05: STOCKHOLDER PROPOSAL B.                                  SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             SCHERING-PLOUGH CORPORATION
Ticker:             SGP                      CUSIP:       806605101
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: EUGENE R. MCGRATH                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD DE J. OSBORNE                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRED HASSAN                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PHILIP LEDER, M.D.                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF DESIGNATION OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS

PROPOSAL #03: APPROVAL OF THE OPERATIONS MANAGEMENT TEAM               ISSUER             YES       FOR          FOR
INCENTIVE PLAN

----------------------------------------------------------------------------------------------------
Issuer:             SCIENTIFIC-ATLANTA, INC.
Ticker:             SFA                      CUSIP:       808655104
Meeting Date        11/7/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: SAM NUNN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARION H. ANTONINI                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID J. MCLAUGHLIN                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAMES V. NAPIER                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE 2003 LONG-TERM INCENTIVE                 ISSUER             YES       AGAINST      AGAINST
PLAN.



----------------------------------------------------------------------------------------------------
Issuer:             SEARS, ROEBUCK AND CO.
Ticker:             S                        CUSIP:       812387108
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ALAN J. LACY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM L. BAX                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD J. CARTY                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HUGH B. PRICE                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF DELOITTE & TOUCHE LLP AS                  ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR THE YEAR 2004.

PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING CLASSIFIED                SHAREHOLDER        YES       FOR          AGAINST
BOARD.

PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING POISON                    SHAREHOLDER        YES       AGAINST      FOR
PILLS.

PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING MAJORITY                  SHAREHOLDER        YES       AGAINST      FOR
VOTE SHAREHOLDER COMMITTEE.

----------------------------------------------------------------------------------------------------
Issuer:             SEMPRA ENERGY
Ticker:             SRE                      CUSIP:       816851109
Meeting Date        5/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RICHARD G. NEWMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN L. BAUM                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILFORD D. GODBOLD, JR.                          ISSUER             YES       FOR          FOR

PROPOSAL #02: REAPPROVAL OF LONG TERM INCENTIVE PLAN                   ISSUER             YES       FOR          FOR
PERFORMANCE GOALS

PROPOSAL #03: RATIFICATION OF INDEPENDENT AUDITORS                     ISSUER             YES       FOR          FOR

PROPOSAL #04: PROPOSAL REGARDING ANNUAL ELECTION OF                    SHAREHOLDER        YES       FOR          AGAINST
DIRECTORS

PROPOSAL #05: PROPOSAL REGARDING SHAREHOLDER RIGHTS PLAN               SHAREHOLDER        YES       FOR          AGAINST


PROPOSAL #06: PROPOSAL REGARDING AUDITOR SERVICES                      SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #07: PROPOSAL REGARDING INDEPENDENT CHAIRMAN OF               SHAREHOLDER        YES       AGAINST      FOR
THE BOARD

----------------------------------------------------------------------------------------------------
Issuer:             SERVICE CORPORATION INTERNATIONAL
Ticker:             SRV                      CUSIP:       817565104
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: S. MALCOLM GILLIS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS L. RYAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: VICTOR L. LUND                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALAN R. BUCKWALTER III                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.D. HUNTER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN W. MECOM, JR.                               ISSUER             YES       FOR          FOR




PROPOSAL #02: APPROVAL OF THE SELECTION OF                             ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT
ACCOUNTANTS FOR FISCAL 2004.

PROPOSAL #03: APPROVAL OF A PROPOSAL TO AMEND AND                      ISSUER             YES       FOR          FOR
RE-APPROVE THE AMENDED 1996 INCENTIVE PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             SIMON PROPERTY GROUP, INC.
Ticker:             SPG                      CUSIP:       828806109
Meeting Date        5/5/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J. ALBERT SMITH, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KAREN N. HORN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PIETER S. VAN DEN BERG                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G. WILLIAM MILLER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BIRCH BAYH                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MELVYN E. BERGSTEIN                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LINDA WALKER BYNOE                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST &               ISSUER             YES       FOR          FOR
YOUNG LLP AS INDEPENDENT ACCOUNTANTS FOR 2004.


PROPOSAL #03: TO CONSIDER AND VOTE ON A STOCKHOLDER                    SHAREHOLDER        YES       AGAINST      FOR
PROPOSAL.

----------------------------------------------------------------------------------------------------
Issuer:             SLM CORPORATION
Ticker:             SLM                      CUSIP:       78442P106
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: BARRY A. MUNITZ                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WOLFGANG SCHOELLKOPF                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALBERT L. LORD                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANN TORRE GRANT                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DIANE SUITT GILLELAND                            ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: THOMAS J. FITZPATRICK                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.M. DIEFENDERFER III                            ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: EARL A. GOODE                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RONALD F. HUNT                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BARRY L. WILLIAMS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES L. DALEY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD A. FOX                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.A. PORTER, JR.                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BENJAMIN J. LAMBERT III                          ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: STEVEN L. SHAPIRO                                ISSUER             YES       FOR          FOR

PROPOSAL #02: ADOPT THE SLM CORPORATION INCENTIVE PLAN.                ISSUER             YES       AGAINST      AGAINST




PROPOSAL #03: RATIFY THE APPOINTMENT OF                                ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE CORPORATION'S
INDEPENDENT AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             SOUTHTRUST CORPORATION
Ticker:             SOTR                     CUSIP:       844730101
Meeting Date        4/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN M. BRADFORD                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WALLACE D. MALONE, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM C. HULSEY                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: CARL F. BAILEY                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS:                    ISSUER             YES       AGAINST      AGAINST
RESPECTING PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP
AS SOUTHTRUST'S PRINCIPAL INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2004.

PROPOSAL #03: RATIFICATION OF AMENDED AND RESTATED SENIOR              ISSUER             YES       FOR          FOR
 OFFICER PERFORMANCE INCENTIVE PLAN: RESPECTING PROPOSAL
TO APPROVE AND RATIFY THE AMENDED AND RESTATED SENIOR
OFFICER PERFORMANCE INCENTIVE PLAN, AS DESCRIBED IN AND
ATTACHED AS AN APPENDIX TO THE ACCOMPANYING PROXY
STATEMENT OF THE COMPANY.


PROPOSAL #04: RATIFICATION OF 2004 LONG-TERM INCENTIVE                 ISSUER             YES       FOR          FOR
PLAN: RESPECTING PROPOSAL TO APPROVE AND RATIFY THE 2004
LONG-TERM INCENTIVE PLAN, AS DESCRIBED IN AND ATTACHED AS
 AN APPENDIX TO THE ACCOMPANYING PROXY STATEMENT OF THE
COMPANY.

----------------------------------------------------------------------------------------------------
Issuer:             SOVEREIGN BANCORP, INC.
Ticker:             SOV                      CUSIP:       845905108
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DANIEL K. ROTHERMEL                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANDREW C. HOVE, JR.                              ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP              ISSUER             YES       FOR          FOR
 AS SOVEREIGN'S INDEPENDENT AUDITORS FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2004.

PROPOSAL #03: APPROVE AN AMENDMENT TO SOVEREIGN'S                      ISSUER             YES       AGAINST      AGAINST
ARTICLES OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK FROM 400 MILLION SHARES
 TO 800 MILLION SHARES.

PROPOSAL #04: APPROVE SOVEREIGN'S 2004 BROAD-BASED STOCK               ISSUER             YES       FOR          FOR
INCENTIVE PLAN AND THE CONTINUATION OF SOVEREIGN'S
EMPLOYEE STOCK PURCHASE PLAN.

PROPOSAL #05: APPROVE SOVEREIGN'S BONUS RECOGNITION AND                ISSUER             YES       FOR          FOR
RETENTION PROGRAM.

----------------------------------------------------------------------------------------------------
Issuer:             SPRINT CORPORATION
Ticker:             FON                      CUSIP:       852061100
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: E. LINN DRAPER, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GORDON M. BETHUNE                                ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: DEBORAH A. HENRETTA                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LINDA KOCH LORIMER                               ISSUER             YES       FOR          FOR

PROPOSAL #02: TO RATIFY APPOINTMENT OF KPMG LLP AS                     ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS OF SPRINT FOR 2004

PROPOSAL #03: STOCKHOLDER PROPOSAL CONCERNING STOCK                    SHAREHOLDER        YES       AGAINST      FOR
OPTION INDEXING

PROPOSAL #04: STOCKHOLDER PROPOSAL CONCERNING CEO PAY CAP              SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #05: STOCKHOLDER PROPOSAL CONCERNING INDEPENDENT              SHAREHOLDER        YES       AGAINST      FOR
 CHAIRMAN

PROPOSAL #06: STOCKHOLDER PROPOSAL CONCERNING REPORT ON                SHAREHOLDER        YES       ABSTAIN      AGAINST
OUTSOURCING OFF-SHORE

----------------------------------------------------------------------------------------------------
Issuer:             STERIS CORPORATION
Ticker:             STE                      CUSIP:       859152100
Meeting Date        7/25/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LES C. VINNEY                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.B. RICHEY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RAYMOND A. LANCASTER                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN R. HARDIS                                ISSUER             YES       FOR          FOR

PROPOSAL #02: SHAREHOLDER PROPOSAL.                                    SHAREHOLDER        YES       FOR          AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             STORAGE TECHNOLOGY CORPORATION
Ticker:             STK                      CUSIP:       862111200
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JUDY C. ODOM                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PATRICK J. MARTIN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MERCEDES JOHNSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES E. FOSTER                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ROBERT E. LEE                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIAM T. KERR                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAMES R. ADAMS                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE 2004 LONG TERM INCENTIVE                 ISSUER             YES       AGAINST      AGAINST
PLAN.

PROPOSAL #03: APPROVAL OF THE 2004 PERFORMANCE-BASED                   ISSUER             YES       FOR          FOR
INCENTIVE BONUS PLAN.

PROPOSAL #04: APPROVAL OF A STOCKHOLDER PROPOSAL                       SHAREHOLDER        YES       AGAINST      FOR
REGARDING CUMULATIVE VOTING FOR THE ELECTION OF
DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             SUNOCO, INC.
Ticker:             SUN                      CUSIP:       86764P109
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: N.S. MATTHEWS                                    ISSUER             YES       FOR          FOR



ELECTION OF DIRECTOR: J.G. DROSDICK                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.D. KENNEDY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.A. PEW                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.B. GRECO                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.W. ROWE                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: U.F. FAIRBAIRN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.K. WULFF                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.G. KAISER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.J. DARNALL                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.H. LENNY                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T.P. GERRITY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.J. RATCLIFFE                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST &               ISSUER             YES       FOR          FOR
YOUNG LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR 2004.


----------------------------------------------------------------------------------------------------
Issuer:             SUNTRUST BANKS, INC.
Ticker:             STI                      CUSIP:       867914103
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J. HICKS LANIER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK S. ROYAL, M.D.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT M. BEALL, II                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFFREY C. CROWE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LARRY L. PRINCE                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF                    ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR
2004.

PROPOSAL #03: PROPOSAL TO APPROVE THE COMPANY'S 2004                   ISSUER             YES       FOR          FOR
STOCK PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             SUPERVALU INC.
Ticker:             SVU                      CUSIP:       868536103
Meeting Date        5/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: CHARLES M. LILLIS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARISSA PETERSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFFREY NODDLE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEVEN S. ROGERS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD E. DALY                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF KPMG LLP AS INDEPENDENT                   ISSUER             YES       FOR          FOR
AUDITORS

PROPOSAL #03: TO CONSIDER AND VOTE ON A STOCKHOLDER                    SHAREHOLDER        YES       AGAINST      FOR
PROPOSAL



----------------------------------------------------------------------------------------------------
Issuer:             TARGET CORPORATION
Ticker:             TGT                      CUSIP:       87612E106
Meeting Date        5/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MICHELE J. HOOPER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN W. SANGER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WARREN R. STALEY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CALVIN DARDEN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANNE M. MULCAHY                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF ERNST & YOUNG LLP AS                      ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS.

PROPOSAL #03: APPROVAL OF THE TARGET CORPORATION                       ISSUER             YES       FOR          FOR
LONG-TERM INCENTIVE PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             TEMPLE-INLAND INC.
Ticker:             TIN                      CUSIP:       879868107
Meeting Date        5/7/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: E. LINN DRAPER, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES A. JOHNSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFFREY M. HELLER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH M. JASTROW, II                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD M. CARLTON                                ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ERNST &              ISSUER             YES       FOR          FOR
 YOUNG LLP AS INDEPENDENT AUDITORS OF TEMPLE-INLAND INC.
FOR THE FISCAL YEAR ENDING JANUARY 1, 2005.


----------------------------------------------------------------------------------------------------
Issuer:             TENET HEALTHCARE CORPORATION
Ticker:             THC                      CUSIP:       88033G100
Meeting Date        5/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: TREVOR FETTER                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD A. KANGAS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN C. KANE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD R. PETTINGILL                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: VAN B. HONEYCUTT                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. ROBERT KERREY                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF KPMG                 ISSUER             YES       FOR          FOR
LLP AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2004.

----------------------------------------------------------------------------------------------------
Issuer:             TEXTRON INC.
Ticker:             TXT                      CUSIP:       883203101
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: R. KERRY CLARK                                   ISSUER             YES       FOR          FOR



ELECTION OF DIRECTOR: KATHLEEN M. BADER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: IVOR J. EVANS                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LORD POWELL                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: AMENDMENT TO TEXTRON 1999 LONG-TERM                      ISSUER             YES       FOR          FOR
INCENTIVE PLAN

PROPOSAL #03: DIRECTOR RESTRICTED STOCK AWARDS                         ISSUER             YES       FOR          FOR

PROPOSAL #04: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS

PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO FOREIGN                 SHAREHOLDER        YES       ABSTAIN      AGAINST
MILITARY SALES

PROPOSAL #06: SHAREHOLDER PROPOSAL RELATING TO POLITICAL               SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS

PROPOSAL #07: SHAREHOLDER PROPOSAL RELATING TO CHARITABLE              SHAREHOLDER        YES       ABSTAIN      AGAINST
 CONTRIBUTIONS

----------------------------------------------------------------------------------------------------
Issuer:             THE AES CORPORATION
Ticker:             AES                      CUSIP:       00130H105
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN H. MCARTHUR                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PHILIP A. ODEEN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SVEN SANDSTROM                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES O. ROSSOTTI                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SANDRA O. MOOSE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD DARMAN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAUL T. HANRAHAN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PHILIP LADER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KRISTINA M. JOHNSON                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN A. KOSKINEN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGER W. SANT                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALICE F. EMERSON                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE INDEPENDENT AUDITOR                  ISSUER             YES       FOR          FOR
(DELOITTE & TOUCHE LLP)

----------------------------------------------------------------------------------------------------
Issuer:             THE ALLSTATE CORPORATION
Ticker:             ALL                      CUSIP:       020002101
Meeting Date        5/18/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: EDWARD A. BRENNAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES G. ANDRESS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. JAMES FARRELL                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JUDITH A. SPRIESER                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACK M. GREENBERG                                ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: J. CHRISTOPHER REYES                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD M. LIDDY                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. JOHN RILEY, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F. DUANE ACKERMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSHUA I. SMITH                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARY ALICE TAYLOR                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD T. LEMAY                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF DELOITTE & TOUCHE LLP AS                  ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR 2004.

PROPOSAL #03: APPROVAL OF MATERIAL TERMS OF ANNUAL                     ISSUER             YES       FOR          FOR
COVERED EMPLOYEE INCENTIVE COMPENSATION PLAN.

PROPOSAL #04: APPROVAL OF MATERIAL TERMS OF LONG-TERM                  ISSUER             YES       FOR          FOR
EXECUTIVE INCENTIVE COMPENSATION PLAN.

PROPOSAL #05: PROVIDE CUMULATIVE VOTING FOR BOARD OF                   SHAREHOLDER        YES       AGAINST      FOR
DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             THE BANK OF NEW YORK COMPANY, INC.
Ticker:             BK                       CUSIP:       064057102
Meeting Date        4/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MR. RICHARDSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. DONOFRIO                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. MALONE                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MR. BIONDI                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MR. GRIFFITH                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. HASSELL                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. LUKE                                         ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MR. ROBERTS                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. KOGAN                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MR. SCOTT                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. MYNERS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. KOWALSKI                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. RENYI                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MS. REIN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. POZEN                                        ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF AUDITORS                                 ISSUER             YES       FOR          FOR

PROPOSAL #03: APPROVAL OF AN AMENDMENT TO THE 2004                     ISSUER             YES       FOR          FOR
MANAGEMENT INCENTIVE COMPENSATION PLAN

PROPOSAL #04: SHAREHOLDER PROPOSAL WITH RESPECT TO                     SHAREHOLDER        YES       ABSTAIN      AGAINST
POLITICAL CONTRIBUTIONS

PROPOSAL #05: SHAREHOLDER PROPOSAL WITH RESPECT TO                     SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE COMPENSATION



PROPOSAL #06: SHAREHOLDER PROPOSAL WITH RESPECT TO THE                 SHAREHOLDER        YES       AGAINST      FOR
COMPOSITION OF THE RISK COMMITTEE

PROPOSAL #07: SHAREHOLDER PROPOSAL WITH RESPECT TO THE                 SHAREHOLDER        YES       FOR          AGAINST
COMPANY'S RIGHTS PLAN

----------------------------------------------------------------------------------------------------
Issuer:             THE BEAR STEARNS COMPANIES INC.
Ticker:             BSC                      CUSIP:       073902108
Meeting Date        3/31/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WARREN J. SPECTOR                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CARL D. GLICKMAN                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JAMES E. CAYNE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK T. NICKELL                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALAN C. GREENBERG                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FREDERIC V. SALERNO                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD J. HARRINGTON                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: WILLIAM L. MACK                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: VINCENT TESE                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALAN D. SCHWARTZ                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAUL A. NOVELLY                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AMENDMENT TO THE CAPITAL                     ISSUER             YES       AGAINST      AGAINST
ACCUMULATION PLAN FOR SENIOR MANAGING DIRECTORS.

PROPOSAL #03: APPROVAL OF AMENDMENT TO THE STOCK AWARD                 ISSUER             YES       AGAINST      AGAINST
PLAN.

PROPOSAL #04: APPROVAL OF THE RESTRICTED STOCK UNIT PLAN,              ISSUER             YES       AGAINST      AGAINST
 AS AMENDED.

PROPOSAL #05: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       FOR          FOR
 & TOUCHE LLP AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR
 ENDING NOVEMBER 30, 2004.

----------------------------------------------------------------------------------------------------
Issuer:             THE BLACK & DECKER CORPORATION
Ticker:             BDK                      CUSIP:       091797100
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: A. LUISO                                         ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: N.R. AUGUSTINE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.A. FERNANDEZ                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: K.B. CLARK                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.A. BURNS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: N.D. ARCHIBALD                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.L. BOWLES                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.H. GRISWOLD, IV                                ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS THE                 ISSUER             YES       FOR          FOR
INDEPENDENT AUDITOR.



PROPOSAL #03: APPROVAL OF THE BLACK & DECKER CORPORATION               ISSUER             YES       AGAINST      AGAINST
2004 RESTRICTED STOCK PLAN.

PROPOSAL #04: STOCKHOLDER PROPOSAL.                                    SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             THE BOEING COMPANY
Ticker:             BA                       CUSIP:       097023105
Meeting Date        5/3/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN E. BRYSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LINDA Z. COOK                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROZANNE L. RIDGWAY                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN H. BIGGS                                    ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVE AMENDMENTS TO ELIMINATE CERTAIN                  ISSUER             YES       FOR          FOR
SUPERMAJORITY VOTE REQUIREMENTS.

PROPOSAL #03: ADVISE ON APPOINTMENT OF DELOITTE & TOUCHE               ISSUER             YES       FOR          FOR
LLP AS INDEPENDENT AUDITORS.

PROPOSAL #04: PREPARE A REPORT ON MILITARY CONTRACTS.                  SHAREHOLDER        YES       ABSTAIN      AGAINST


PROPOSAL #05: ADOPT HUMAN RIGHTS POLICIES.                             SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #06: DECLASSIFY THE BOARD OF DIRECTORS.                       SHAREHOLDER        YES       FOR          AGAINST

PROPOSAL #07: ADOPT SIMPLE MAJORITY VOTE.                              SHAREHOLDER        YES       FOR          AGAINST

PROPOSAL #08: REQUIRE APPROVAL OF SEVERANCE AGREEMENTS.                SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #09: ADOPT RETENTION OF STOCK POLICY.                         SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #10: GIVE EMPLOYEES CHOICE OF PENSION PLANS AT                SHAREHOLDER        YES       AGAINST      FOR
RETIREMENT OR TERMINATION.

----------------------------------------------------------------------------------------------------
Issuer:             THE COCA-COLA COMPANY
Ticker:             KO                       CUSIP:       191216100
Meeting Date        4/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J. PEDRO REINHARD                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SAM NUNN                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT L. NARDELLI                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SUSAN BENNETT KING                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CATHLEEN P. BLACK                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD W. ALLEN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HERBERT A. ALLEN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARIA ELENA LAGOMASINO                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PETER V. UEBERROTH                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES D. ROBINSON III                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD R. KEOUGH                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES B. WILLIAMS                                ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: DONALD F. MCHENRY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BARRY DILLER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WARREN E. BUFFETT                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DOUGLAS N. DAFT                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST &               ISSUER             YES       FOR          FOR
YOUNG LLP AS INDEPENDENT AUDITORS

PROPOSAL #03: SHARE-OWNER PROPOSAL REGARDING REPORT                    SHAREHOLDER        YES       FOR          FOR
RELATED TO GLOBAL HIV/AIDS PANDEMIC

PROPOSAL #04: SHARE-OWNER PROPOSAL REGARDING STOCK OPTION              SHAREHOLDER        YES       ABSTAIN      AGAINST
 GLASS CEILING REPORT

PROPOSAL #05: SHARE-OWNER PROPOSAL REGARDING EXECUTIVE                 SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION

PROPOSAL #06: SHARE-OWNER PROPOSAL REGARDING RESTRICTED                SHAREHOLDER        YES       AGAINST      FOR
STOCK

PROPOSAL #07: SHARE-OWNER PROPOSAL REGARDING SENIOR                    SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE PARTICIPATION IN COMPANY'S COMPENSATION AND
DEFERRAL INVESTMENT PROGRAM

PROPOSAL #08: SHARE-OWNER PROPOSAL ON CHINA BUSINESS                   SHAREHOLDER        YES       ABSTAIN      AGAINST
PRINCIPLES

PROPOSAL #09: SHARE-OWNER PROPOSAL REGARDING SEPARATE                  SHAREHOLDER        YES       AGAINST      FOR
POSITIONS OF CEO AND CHAIRMAN

----------------------------------------------------------------------------------------------------
Issuer:             THE DOW CHEMICAL COMPANY
Ticker:             DOW                      CUSIP:       260543103
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN C. DANFORTH                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ARNOLD A. ALLEMANG                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANDREW N. LIVERIS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEFF M. FETTIG                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM S. STAVROPOULOS                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES M. RINGLER                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       FOR          FOR
 & TOUCHE LLP AS DOW'S INDEPENDENT AUDITORS FOR 2004.


PROPOSAL #03: AMENDMENT OF THE RESTATED CERTIFICATE OF                 ISSUER             YES       FOR          FOR
INCORPORATION FOR THE ANNUAL ELECTION OF DIRECTORS.


PROPOSAL #04: STOCKHOLDER PROPOSAL ON BHOPAL.                          SHAREHOLDER        YES       ABSTAIN      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             THE GOLDMAN SACHS GROUP, INC.
Ticker:             GS                       CUSIP:       38141G104
Meeting Date        3/31/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LLOYD C. BLANKFEIN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LD BROWNE OF MADINGLEY                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CLAES DAHLBACK                                   ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: JAMES A. JOHNSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LOIS D. JULIBER                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT BY THE                   ISSUER             YES       FOR          FOR
AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR
THE 2004 FISCAL YEAR.

PROPOSAL #03: ANNUAL ELECTION OF ALL DIRECTORS TO THE                  SHAREHOLDER        YES       FOR          AGAINST
BOARD OF DIRECTORS.

----------------------------------------------------------------------------------------------------
Issuer:             THE HARTFORD FINANCIAL SVCS GROUP, I
Ticker:             HIG                      CUSIP:       416515104
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RAMANI AYER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT W. SELANDER                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS M. MARRA                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GORDON I. ULMER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GAIL J. MCGOVERN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PAUL G. KIRK, JR.                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EDWARD J. KELLY, III                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES B. STRAUSS                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. PATRICK SWYGERT                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID K. ZWIENER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD E. FERGUSON                               ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       FOR          FOR
 & TOUCHE LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2004.


PROPOSAL #03: PROPOSAL BY SHAREHOLDER RELATING TO                      SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE COMPENSATION.

----------------------------------------------------------------------------------------------------
Issuer:             THE KROGER CO.
Ticker:             KR                       CUSIP:       501044101
Meeting Date        6/24/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN L. CLENDENIN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SUSAN M. PHILLIPS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID B. LEWIS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. RODNEY MCMULLEN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DON W. MCGEORGE                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID B. DILLON                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF PRICEWATERHOUSECOOPERS LLP, AS               ISSUER             YES       FOR          FOR
AUDITORS.

PROPOSAL #03: APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY                SHAREHOLDER        YES       FOR          AGAINST
PRESENTED, TO AMEND REGULATIONS TO REQUIRE ALL DIRECTORS
TO BE ELECTED ANNUALLY.



PROPOSAL #04: APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY                SHAREHOLDER        YES       AGAINST      FOR
PRESENTED, TO RECOMMEND SEPARATION OF CHAIRMAN AND CHIEF
EXECUTIVE OFFICER POSITIONS.

PROPOSAL #05: APPROVE SHAREHOLDER PROPOSAL, IF PROPERLY                SHAREHOLDER        YES       FOR          AGAINST
PRESENTED, TO RECOMMEND SHAREHOLDER APPROVAL OF SEVERANCE
 AGREEMENTS.

----------------------------------------------------------------------------------------------------
Issuer:             THE MAY DEPARTMENT STORES COMPANY
Ticker:             MAY                      CUSIP:       577778103
Meeting Date        5/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: WILLIAM P. STIRITZ                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: EUGENE S. KAHN                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES M. KILTS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RUSSELL E. PALMER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HELENE L. KAPLAN                                 ISSUER             YES       FOR          FOR

PROPOSAL #B: RATIFICATION OF THE APPOINTMENT OF                        ISSUER             YES       FOR          FOR
INDEPENDENT ACCOUNTANTS.

PROPOSAL #C: PROPOSAL TO AMEND MAY'S EXECUTIVE INCENTIVE               ISSUER             YES       FOR          FOR
COMPENSATION PLAN FOR CORPORATE EXECUTIVES.


PROPOSAL #D: PROPOSAL TO AMEND MAY'S 1994 STOCK INCENTIVE              ISSUER             YES       FOR          FOR
 PLAN.

PROPOSAL #E: PROPOSAL BY A SHAREOWNER CONCERNING A                     SHAREHOLDER        YES       FOR          AGAINST
CLASSIFIED BOARD.

----------------------------------------------------------------------------------------------------
Issuer:             THE MCCLATCHY COMPANY
Ticker:             MNI                      CUSIP:       579489105
Meeting Date        5/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: S. DONLEY RITCHEY                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MAGGIE WILDEROTTER                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LEROY BARNES, JR.                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ELIZABETH BALLANTINE                             ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE MCCLATCHY'S 2004 STOCK INCENTIVE              ISSUER             YES       AGAINST      AGAINST
 PLAN.

PROPOSAL #03: TO RATIFY THE APPOINTMENT OF DELOITTE &                  ISSUER             YES       FOR          FOR
TOUCHE LLP AS MCCLATCHY'S INDEPENDENT AUDITORS FOR THE
2004 FISCAL YEAR.

----------------------------------------------------------------------------------------------------
Issuer:             THE PEPSI BOTTLING GROUP, INC.
Ticker:             PBG                      CUSIP:       713409100
Meeting Date        5/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: CLAY G. SMALL                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGELIO REBOLLEDO                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARGARET D. MOORE                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BLYTHE J. MCGARVIE                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: SUSAN D. KRONICK                                 ISSUER             YES       WITHHOLD     AGAINST




ELECTION OF DIRECTOR: THOMAS H. KEAN                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN T. CAHILL                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: IRA D. HALL                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BARRY H. BERACHA                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LINDA G. ALVARADO                                ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: APPROVAL OF THE PBG 2004 LONG-TERM                       ISSUER             YES       AGAINST      AGAINST
INCENTIVE PLAN

PROPOSAL #03: RATIFICATION OF INDEPENDENT AUDITORS                     ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             THE PNC FINANCIAL SERVICES GROUP, IN
Ticker:             PNC                      CUSIP:       693475105
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MR. WEHMEIER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MS. PEPPER                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. CHELLGREN                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. ROHR                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MS. STEFFES                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. STRIGL                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. THIEKE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. WASHINGTON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. CLAY                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. COOPER                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. DAVIDSON                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. KELSON                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. LINDSAY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. MASSARO                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. O'BRIEN                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MR. USHER                                        ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             THE PROCTER & GAMBLE COMPANY
Ticker:             PG                       CUSIP:       742718109
Meeting Date        10/14/2003                                                                                     For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MARGARET C. WHITMAN                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN F. SMITH, JR.                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHNATHAN A. RODGERS                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.G. LAFLEY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NORMAN R. AUGUSTINE                              ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFY APPOINTMENT OF INDEPENDENT AUDITORS               ISSUER             YES       FOR          FOR




PROPOSAL #03: APPROVE THE PROCTER & GAMBLE 2003                        ISSUER             YES       AGAINST      AGAINST
NON-EMPLOYEE DIRECTORS  STOCK PLAN

PROPOSAL #04: SHAREHOLDER PROPOSAL NO. 1 BOARD OF                      SHAREHOLDER        YES       FOR          AGAINST
DIRECTORS  TERMS

PROPOSAL #05: SHAREHOLDER PROPOSAL NO. 2 LABEL                         SHAREHOLDER        YES       ABSTAIN      AGAINST
GENETICALLY ENGINEERED FOODS

----------------------------------------------------------------------------------------------------
Issuer:             THE SHERWIN-WILLIAMS COMPANY
Ticker:             SHW                      CUSIP:       824348106
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: D.E. COLLINS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.C. BOLAND                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.G. BREEN                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.E. EVANS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.M. SCAMINACE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.K. SMUCKER                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A.M. MIXON, III                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.E. MOLL                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: R.W. MAHONEY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.M. CONNOR                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.E. MCCULLOUGH                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.J. KROPF                                       ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: AMENDMENTS TO REGULATIONS TO PERMIT USE OF               ISSUER             YES       FOR          FOR
COMMUNICATIONS EQUIPMENT AND OTHER CHANGES

PROPOSAL #03: AMENDMENTS TO REGULATIONS TO PROVIDE NOTICE              ISSUER             YES       FOR          FOR
 AND OTHER PROCEDURES FOR SHAREHOLDER MEETINGS

PROPOSAL #04: AMENDMENTS TO REGULATIONS TO PROVIDE NOTICE              ISSUER             YES       FOR          FOR
 AND OTHER PROCEDURES FOR SHAREHOLDERS TO NOMINATE
DIRECTORS

PROPOSAL #05: RATIFICATION OF APPOINTMENT OF INDEPENDENT               ISSUER             YES       FOR          FOR
AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             THE SOUTHERN COMPANY
Ticker:             SO                       CUSIP:       842587107
Meeting Date        5/26/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: D.J. BERN                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T.F. CHAPMAN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: G.J. ST. PE                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.S. BLAKE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.P. AMOS                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.M. RATCLIFFE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.A. FRANKLIN                                    ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: Z.T. PATE                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: B.S. GORDON                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.N. PURCELL                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: D.M. JAMES                                       ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       FOR          FOR
 & TOUCHE AS INDEPENDENT AUDITORS FOR 2004

PROPOSAL #03: APPROVAL OF OUTSIDE DIRECTORS STOCK PLAN                 ISSUER             YES       FOR          FOR


----------------------------------------------------------------------------------------------------
Issuer:             THE ST. PAUL COMPANIES, INC.
Ticker:             STA                      CUSIP:       792860108
Meeting Date        3/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO ACT ON THE PROPOSAL TO ISSUE SHARES OF                ISSUER             YES       FOR          FOR
ST. PAUL'S COMMON STOCK IN CONNECTION WITH THE
TRANSACTION CONTEMPLATED BY THE AGREEMENT AND PLAN OF
MERGER DATED AS OF NOVEMBER 16, 2003, AS AMENDED, AMONG
ST. PAUL, TRAVELERS PROPERTY CASUALTY CORP. AND A
SUBSIDIARY OF ST. PAUL.

PROPOSAL #02: TO ACT ON THE PROPOSAL TO AMEND ST. PAUL'S               ISSUER             YES       FOR          FOR
BYLAWS IN CONNECTION WITH THE TRANSACTION, AS DESCRIBED
IN THE ACCOMPANYING JOINT PROXY STATEMENT/PROSPECTUS.


PROPOSAL #03: TO ACT ON THE PROPOSAL TO AMEND ST. PAUL'S               ISSUER             YES       FOR          FOR
ARTICLES OF INCORPORATION IN CONNECTION WITH THE
TRANSACTION, AS DESCRIBED IN THE ACCOMPANYING JOINT PROXY
 STATEMENT/PROSPECTUS.

PROPOSAL #04: TO ACT ON THE PROPOSAL TO AMEND ST. PAUL'S               ISSUER             YES       FOR          FOR
ARTICLES OF INCORPORATION TO REDUCE THE SHAREHOLDER
APPROVAL REQUIRED FOR CERTAIN FUTURE FUNDAMENTAL ACTIONS,
 AS DESCRIBED IN THE ACCOMPANYING JOINT PROXY
STATEMENT/PROSPECTUS.

----------------------------------------------------------------------------------------------------
Issuer:             THE WALT DISNEY COMPANY
Ticker:             DIS                      CUSIP:       254687106
Meeting Date        3/3/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JOHN E. BRYSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LEO J. O'DONOVAN, S.J.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GARY L. WILSON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN S. CHEN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL D. EISNER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: AYLWIN B. LEWIS                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MONICA C. LOZANO                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE J. MITCHELL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT A. IGER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JUDITH L. ESTRIN                                 ISSUER             YES       FOR          FOR




PROPOSAL #02: TO RATIFY THE APPOINTMENT OF                             ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT
AUDITORS FOR 2004.

PROPOSAL #03: TO APPROVE THE HARRINGTON INVESTMENTS                    SHAREHOLDER        YES       ABSTAIN      AGAINST
SHAREHOLDER PROPOSAL RELATING TO LABOR STANDARDS FOR
CHINA.

PROPOSAL #04: TO APPROVE THE NEW YORK CITY RETIREMENT                  SHAREHOLDER        YES       ABSTAIN      AGAINST
SYSTEMS AND PENSION FUNDS PROPOSAL RELATING TO LABOR
STANDARDS IN CHINA.

PROPOSAL #05: TO APPROVE THE SHAREHOLDER PROPOSAL                      SHAREHOLDER        YES       ABSTAIN      AGAINST
RELATING TO THEME PARK SAFETY REPORTING.

----------------------------------------------------------------------------------------------------
Issuer:             TIME WARNER INC.
Ticker:             TWX                      CUSIP:       887317105
Meeting Date        5/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: CARLA A. HILLS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL A. MILES                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD D. PARSONS                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK J. CAUFIELD                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT C. CLARK                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: REUBEN MARK                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES L. BARKSDALE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANCIS T. VINCENT, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.E. TURNER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MILES R. GILBURNE                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KENNETH J. NOVACK                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN M. CASE                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF AUDITORS.                                ISSUER             YES       FOR          FOR

PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING CHINA                     SHAREHOLDER        YES       ABSTAIN      AGAINST
BUSINESS PRINCIPLES.

PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING REPORT ON                 SHAREHOLDER        YES       AGAINST      FOR
PAY DISPARITY.

----------------------------------------------------------------------------------------------------
Issuer:             TRANSOCEAN INC.
Ticker:             RIG                      CUSIP:       G90078109
Meeting Date        5/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J. MICHAEL TALBERT                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT M. SPRAGUE                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARTIN B. MCNAMARA                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT L. LONG                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE AMENDMENT OF OUR LONG-TERM               ISSUER             YES       FOR          FOR
INCENTIVE PLAN AS DESCRIBED IN THE PROXY STATEMENT.



PROPOSAL #03: APPROVAL OF THE APPOINTMENT OF ERNST &                   ISSUER             YES       FOR          FOR
YOUNG LLP TO SERVE AS INDEPENDENT AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             TRAVELERS PROPERTY CASUALTY CORP.
Ticker:             TAPA                     CUSIP:       89420G109
Meeting Date        3/19/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: PROPOSAL TO APPROVE THE AGREEMENT AND PLAN               ISSUER             YES       FOR          FOR
OF MERGER DATED AS OF NOVEMBER 16, 2003, AS AMENDED,
AMONG THE ST. PAUL COMPANIES, INC., TRAVELERS PROPERTY
CASUALTY CORP. AND ADAMS ACQUISITION CORP., AND THE
TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT,
INCLUDING THE MERGER.


----------------------------------------------------------------------------------------------------
Issuer:             TXU CORP.
Ticker:             TXU                      CUSIP:       873168108
Meeting Date        5/21/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ERLE NYE                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E. GAIL DE PLANQUE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACK E. LITTLE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM M. GRIFFIN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HERBERT H. RICHARDSON                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DEREK C. BONHAM                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: KERNEY LADAY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL W. RANGER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C. JOHN WILDER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.E. OESTERREICHER                               ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF AUDITORS - DELOITTE & TOUCHE                 ISSUER             YES       FOR          FOR
LLP

PROPOSAL #03: SHAREHOLDER PROPOSAL RELATED TO OFFICERS                 SHAREHOLDER        YES       AGAINST      FOR
SALES OF RESTRICTED STOCK

----------------------------------------------------------------------------------------------------
Issuer:             TYCO INTERNATIONAL LTD.
Ticker:             TYC                      CUSIP:       902124106
Meeting Date        3/25/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: EDWARD D. BREEN                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. CARL MCCALL                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DENNIS C. BLAIR                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEROME B. YORK                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN A. KROL                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SANDRA S. WIJNBERG                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRUCE S. GORDON                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MACKEY J. MCDONALD                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE W. BUCKLEY                                ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: BRENDAN R. O'NEILL                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BRIAN DUPERREAULT                                ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF DELOITTE & TOUCHE LLP AS                  ISSUER             YES       FOR          FOR
TYCO'S INDEPENDENT AUDITORS AND AUTHORIZATION FOR THE
AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO SET THE
AUDITORS  REMUNERATION.

PROPOSAL #03: ADOPTION OF THE AMENDED AND RESTATED                     ISSUER             YES       FOR          FOR
BYE-LAWS.

PROPOSAL #04: APPROVAL OF TYCO 2004 STOCK AND INCENTIVE                ISSUER             YES       FOR          FOR
PLAN.

PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING                           SHAREHOLDER        YES       FOR          FOR
ENVIRONMENTAL REPORTING.

PROPOSAL #06: SHAREHOLDER PROPOSAL TO CHANGE TYCO'S                    SHAREHOLDER        YES       AGAINST      FOR
JURISDICTION OF INCORPORATION FROM BERMUDA TO A U.S.
STATE.

PROPOSAL #07: SHAREHOLDER PROPOSAL ON  COMMON SENSE                    SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE COMPENSATION.

----------------------------------------------------------------------------------------------------
Issuer:             TYSON FOODS, INC.
Ticker:             TSN                      CUSIP:       902494103
Meeting Date        2/6/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DAVID A. JONES                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LLOYD V. HACKLEY                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JIM KEVER                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: BARBARA A. TYSON                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: LELAND E. TOLLETT                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN TYSON                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DON TYSON                                        ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RICHARD L. BOND                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JO ANN R. SMITH                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE TYSON FOODS,              ISSUER             YES       FOR          FOR
 INC. 2000 STOCK INCENTIVE PLAN, WHICH WOULD INCREASE THE
 NUMBER OF SHARES OF CLASS A COMMON STOCK AUTHORIZED FOR
ISSUANCE THEREUNDER BY 20,000,000 SHARES TO A TOTAL OF
40,660,000 SHARES.

PROPOSAL #03: TO RATIFY THE AMENDMENT AND RESTATEMENT OF               ISSUER             YES       AGAINST      AGAINST
THE TYSON FOODS, INC. EMPLOYEE STOCK PURCHASE PLAN.


PROPOSAL #04: TO RATIFY THE SELECTION OF ERNST & YOUNG                 ISSUER             YES       AGAINST      AGAINST
LLP, CERTIFIED PUBLIC ACCOUNTANTS, AS THE COMPANY'S
INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING OCTOBER 2,
 2004. THE BOARD RECOMMENDS A VOTE  AGAINST  ITEMS 5 AND
6.

PROPOSAL #05: TO CONSIDER AND ACT UPON A SHAREHOLDER                   SHAREHOLDER        YES       FOR          AGAINST
PROPOSAL RECOMMENDING THAT THE BOARD OF DIRECTORS TAKE
ALL STEPS NECESSARY TO RE-CAPITALIZE THE COMPANY'S EQUITY
 STRUCTURE TO RESULT IN ONE SHARE, ONE VOTE FOR ALL
OUTSTANDING STOCK OF THE COMPANY.



PROPOSAL #06: TO CONSIDER AND ACT UPON A SHAREHOLDER                   SHAREHOLDER        YES       ABSTAIN      AGAINST
PROPOSAL RECOMMENDING THAT THE BOARD OF DIRECTORS TAKE
THE NECESSARY STEPS TO REQUIRE THAT AN INDEPENDENT
DIRECTOR WHO IS NOT NOR WAS FORMERLY THE CHIEF EXECUTIVE
OF THE COMPANY SERVE AS CHAIR OF THE BOARD OF DIRECTORS.


----------------------------------------------------------------------------------------------------
Issuer:             U.S. BANCORP
Ticker:             USB                      CUSIP:       902973304
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THOMAS E. PETRY                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: RICHARD G. REITEN                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: V. BUYNISKI GLUCKMAN                             ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JERRY W. LEVIN                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFY SELECTION OF ERNST & YOUNG LLP AS                 ISSUER             YES       AGAINST      AGAINST
INDEPENDENT AUDITORS FOR THE 2004 FISCAL YEAR.

PROPOSAL #03: SHAREHOLDER PROPOSAL: COMPENSATION SYSTEM                SHAREHOLDER        YES       AGAINST      FOR
FOR SENIOR EXECUTIVES.

PROPOSAL #04: SHAREHOLDER PROPOSAL: SUPPLEMENTAL                       SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE RETIREMENT BENEFITS.

PROPOSAL #05: SHAREHOLDER PROPOSAL: SIMPLE MAJORITY                    SHAREHOLDER        YES       FOR          AGAINST
VOTING.

----------------------------------------------------------------------------------------------------
Issuer:             UNION PACIFIC CORPORATION
Ticker:             UNP                      CUSIP:       907818108
Meeting Date        4/16/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: J.R. HOPE                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T.J. DONOHUE                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: R.K. DAVIDSON                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: P.F. ANSCHUTZ                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.F. ECCLES                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: A.W. DUNHAM                                      ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: I.J. EVANS                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.W. MCCONNELL                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: E. ZEDILLO                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.R. ROGEL                                       ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: ADOPT THE UNION PACIFIC CORPORATION 2004                 ISSUER             YES       AGAINST      AGAINST
STOCK INCENTIVE PLAN.

PROPOSAL #03: RATIFY APPOINTMENT OF DELOITTE & TOUCHE AS               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS.

PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING SENIOR                    SHAREHOLDER        YES       AGAINST      FOR
EXECUTIVE EQUITY PLANS.

PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING POLITICAL                 SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS.



----------------------------------------------------------------------------------------------------
Issuer:             UNION PLANTERS CORPORATION
Ticker:             UPC                      CUSIP:       908068109
Meeting Date        6/8/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: APPROVAL OF THE AGREEMENT AND PLAN OF                    ISSUER             YES       FOR          FOR
MERGER, DATED AS OF JANUARY 22, 2004, BY AND BETWEEN
UNION PLANTERS CORPORATION AND REGIONS FINANCIAL
CORPORATION, PURSUANT TO WHICH UNION PLANTERS CORPORATION
 AND REGIONS FINANCIAL CORPORATION WILL BE MERGED WITH
AND INTO A NEWLY-FORMED HOLDING COMPANY, NEW REGIONS
FINANCIAL CORPORATION.


ELECTION OF DIRECTOR: ROBERT R. WALLER, M.D.                           ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: SPENCE L. WILSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE W. BRYAN                                  ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: ALBERT M. AUSTIN                                 ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF                       ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT PUBLIC
ACCOUNTANTS FOR THE 2004 FISCAL YEAR.

PROPOSAL #04: ADJOURNMENT OF THE UNION PLANTERS ANNUAL                 ISSUER             YES       FOR          FOR
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES.

PROPOSAL #05: SHAREHOLDER PROPOSAL.                                    SHAREHOLDER        YES       AGAINST      FOR

----------------------------------------------------------------------------------------------------
Issuer:             UNIONBANCAL CORPORATION
Ticker:             UB                       CUSIP:       908906100
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DAVID R. ANDREWS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARY S. METZ                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MONICA C. LOZANO                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TETSUO SHIMURA                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD D. FARMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL J. GILLFILLAN                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD C. HARTNACK                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: NORIMICHI KANARI                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SATORU KISHI                                     ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: J. FERNANDO NIEBLA                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STANLEY F. FARRAR                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TAKAHIRO MORIGUCHI                               ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: L. DALE CRANDALL                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TAKAHARU SAEGUSA                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PHILIP B. FYLNN                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: TO AMEND THE 1997 UNIONBANCAL CORPORATION                ISSUER             YES       FOR          FOR
PERFORMANCE SHARE PLAN.



PROPOSAL #03: TO RATIFY THE SELECTION OF UNIONBANCAL                   ISSUER             YES       FOR          FOR
CORPORATION'S INDEPENDENT AUDITORS, DELOITTE & TOUCHE
LLP, FOR 2004.

PROPOSAL #04: TO APPROVE A STOCKHOLDER PROPOSAL REGARDING              SHAREHOLDER        YES       AGAINST      FOR
 CUMULATIVE VOTING.

----------------------------------------------------------------------------------------------------
Issuer:             UNISYS CORPORATION
Ticker:             UIS                      CUSIP:       909214108
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: HENRY C. DUQUES                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: THEODORE E. MARTIN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: LAWRENCE A. WEINBACH                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CLAYTON M. JONES                                 ISSUER             YES       FOR          FOR

----------------------------------------------------------------------------------------------------
Issuer:             UNITED TECHNOLOGIES CORPORATION
Ticker:             UTX                      CUSIP:       913017109
Meeting Date        4/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: BETSY J. BERNARD                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHARLES R. LEE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. PATRICK SWYGERT                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK P. POPOFF                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD D. MCCORMICK                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMIE S. GORELICK                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JEAN-PIERRE GARNIER                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ANDRE VILLENEUVE                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: GEORGE DAVID                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHRISTINE TODD WHITMAN                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H.A. WAGNER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: HAROLD MCGRAW III                                ISSUER             YES       FOR          FOR

PROPOSAL #02: APPOINTMENT OF INDEPENDENT AUDITORS                      ISSUER             YES       FOR          FOR

PROPOSAL #03: SHAREOWNER PROPOSAL CONCERNING DISCLOSURE                SHAREHOLDER        YES       AGAINST      FOR
OF EXECUTIVE COMPENSATION

PROPOSAL #04: SHAREOWNER PROPOSAL CONCERNING ETHICAL                   SHAREHOLDER        YES       ABSTAIN      AGAINST
CRITERIA FOR MILITARY CONTRACTS

PROPOSAL #05: SHAREOWNER PROPOSAL CONCERNING PERFORMANCE               SHAREHOLDER        YES       AGAINST      FOR
BASED SENIOR EXECUTIVE STOCK OPTIONS

PROPOSAL #06: SHAREOWNER PROPOSAL CONCERNING AN                        SHAREHOLDER        YES       AGAINST      FOR
INDEPENDENT CHAIRMAN OF THE BOARD

----------------------------------------------------------------------------------------------------
Issuer:             UNOCAL CORPORATION
Ticker:             UCL                      CUSIP:       915289102
Meeting Date        5/24/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RICHARD D. MCCORMICK                             ISSUER             YES       FOR          FOR



ELECTION OF DIRECTOR: CHARLES R. WILLIAMSON                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MARINA V.N. WHITMAN                              ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF APPOINTMENT OF                           ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS

PROPOSAL #03: APPROVAL OF THE 2004 MANAGEMENT INCENTIVE                ISSUER             YES       FOR          FOR
PROGRAM

PROPOSAL #04: APPROVAL OF THE 2004 DIRECTORS  DEFERRED                 ISSUER             YES       FOR          FOR
COMPENSATION AND RESTRICTED STOCK UNIT AWARD PLAN


PROPOSAL #05: STOCKHOLDER PROPOSAL: BYLAW REQUIRING THAT               SHAREHOLDER        YES       AGAINST      FOR
THE CHAIRMAN NOT CONCURRENTLY SERVE AS CEO

PROPOSAL #06: STOCKHOLDER PROPOSAL: USE OF RESTRICTED                  SHAREHOLDER        YES       AGAINST      FOR
STOCK PROGRAMS FOR EXECUTIVE COMPENSATION IN LIEU OF
STOCK OPTIONS

PROPOSAL #07: STOCKHOLDER PROPOSAL: BOARD OF DIRECTORS                 SHAREHOLDER        YES       AGAINST      FOR
OFFICE FOR DIRECT COMMUNICATIONS WITH INDEPENDENT
DIRECTORS REGARDING CORPORATE GOVERNANCE

PROPOSAL #08: STOCKHOLDER PROPOSAL: BOARD OF DIRECTORS                 SHAREHOLDER        YES       ABSTAIN      AGAINST
COMMITTEE REPORT ON GREENHOUSE GASES

----------------------------------------------------------------------------------------------------
Issuer:             VALERO ENERGY CORPORATION
Ticker:             VLO                      CUSIP:       91913Y100
Meeting Date        4/29/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: E. GLENN BIGGS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: BOB MARBUT                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RUBEN M. ESCOBEDO                                ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF KPMG LLP AS AUDITORS FOR                 ISSUER             YES       FOR          FOR
2004.

PROPOSAL #03: CLIMATE CHANGE RESOLUTION.                               SHAREHOLDER        YES       ABSTAIN      AGAINST

----------------------------------------------------------------------------------------------------
Issuer:             VERIZON COMMUNICATIONS INC.
Ticker:             VZ                       CUSIP:       92343V104
Meeting Date        4/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: H.B. PRICE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.R. STAFFORD                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.D. STOREY                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.R. BARKER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. CARRION                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: I.G. SEIDENBERG                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: T.H. O'BRIEN                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. NEUBAUER                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S.O. MOOSE                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.W. LANE                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.V. SHIPLEY                                     ISSUER             YES       FOR          FOR




PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITOR                      ISSUER             YES       FOR          FOR

PROPOSAL #03: CUMULATIVE VOTING                                        SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #04: BOARD COMPOSITION                                        SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #05: SEPARATE CHAIRMAN AND CEO                                SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #06: FUTURE POISON PILL                                       SHAREHOLDER        YES       AGAINST      FOR

PROPOSAL #07: SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS                  SHAREHOLDER        YES       AGAINST      FOR


PROPOSAL #08: OPTIONS OR STOCK GRANTS BASED ON TRACKING                SHAREHOLDER        YES       AGAINST      FOR
STOCK

PROPOSAL #09: DIVERSITY REPORT ON OPTION GRANTS TO                     SHAREHOLDER        YES       ABSTAIN      AGAINST
EMPLOYEES

PROPOSAL #10: REPORT ON POLITICAL CONTRIBUTIONS                        SHAREHOLDER        YES       ABSTAIN      AGAINST

PROPOSAL #11: COLLECTION OF UNIVERSAL SERVICE AND NUMBER               SHAREHOLDER        YES       ABSTAIN      AGAINST
PORTABILIY FEES

----------------------------------------------------------------------------------------------------
Issuer:             VIAD CORP
Ticker:             VVI                      CUSIP:       92552R109
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: LINDA JOHNSON RICE                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALBERT M. TEPLIN                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JESS HAY                                         ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TIMOTHY R. WALLACE                               ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVE AMENDMENT OF THE 1997 VIAD CORP                  ISSUER             YES       FOR          FOR
OMNIBUS INCENTIVE PLAN.

PROPOSAL #03: CONSIDER AND VOTE UPON A PROPOSAL TO AMEND               ISSUER             YES       FOR          FOR
VIAD'S RESTATED CERTIFICATE OF INCORPORATION TO EFFECT A
REVERSE STOCK SPLIT AFTER COMPLETION OF THE SPIN-OFF OF
MONEYGRAM INTERNATIONAL, INC.

PROPOSAL #04: RATIFY AND APPROVE THE APPOINTMENT OF                    ISSUER             YES       FOR          FOR
DELOITTE & TOUCHE LLP AS OUR INDEPENDENT AUDITORS FOR
2004.

----------------------------------------------------------------------------------------------------
Issuer:             VISHAY INTERTECHNOLOGY, INC.
Ticker:             VSH                      CUSIP:       928298108
Meeting Date        5/12/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DR. GERALD PAUL                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DR. FELIX ZANDMAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ZVI GRINFAS                                      ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: PHILIPPE GAZEAU                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ERNST & YOUNG               ISSUER             YES       FOR          FOR
LLP AS VISHAY'S INDEPENDENT AUDITORS FOR THE YEAR ENDING
DECEMBER 31, 2004.

PROPOSAL #03: APPROVAL OF THE AMENDED AND RESTATED VISHAY              ISSUER             YES       FOR          FOR
 INTERTECHNOLOGY, INC. SECTION 162(M) CASH BONUS PLAN.



PROPOSAL #04: APPROVAL OF THE VISHAY INTERTECHNOLOGY,                  ISSUER             YES       FOR          FOR
INC. SENIOR EXECUTIVE PHANTOM STOCK PLAN.


----------------------------------------------------------------------------------------------------
Issuer:             VORNADO REALTY TRUST
Ticker:             VNO                      CUSIP:       929042109
Meeting Date        5/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DAVID MANDELBAUM                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT P. KOGOD                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DR. RICHARD R. WEST                              ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF SELECTION OF INDEPENDENT                 ISSUER             YES       FOR          FOR
AUDITORS.

----------------------------------------------------------------------------------------------------
Issuer:             VULCAN MATERIALS COMPANY
Ticker:             VMC                      CUSIP:       929160109
Meeting Date        5/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DOUGLAS J. MCGREGOR**                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD B. RICE**                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: VINCENT J. TROSINO**                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ORIN R. SMITH*                                   ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF RESTRICTED STOCK PLAN FOR                    ISSUER             YES       FOR          FOR
NONEMPLOYEE DIRECTORS.

PROPOSAL #03: RATIFICATION OF DELOITTE & TOUCHE LLP AS                 ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR THE YEAR 2004.

----------------------------------------------------------------------------------------------------
Issuer:             W. R. BERKLEY CORPORATION
Ticker:             BER                      CUSIP:       084423102
Meeting Date        5/11/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: MARK E. BROCKBANK                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM R. BERKLEY, JR.                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RODNEY A. HAWES, JR.                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RONALD E. BLAYLOCK                               ISSUER             YES       FOR          FOR

PROPOSAL #02: TO APPROVE THE W. R. BERKLEY CORPORATION                 ISSUER             YES       FOR          FOR
2004 LONG-TERM INCENTIVE PLAN.

PROPOSAL #03: TO APPROVE THE AMENDMENT TO THE RESTATED                 ISSUER             YES       AGAINST      AGAINST
CERTIFICATE OF INCORPORATION OF W. R. BERKLEY
CORPORATION.

PROPOSAL #04: TO RATIFY THE APPOINTMENT OF KPMG LLP AS                 ISSUER             YES       FOR          FOR
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS FOR W. R.
BERKLEY CORPORATION FOR THE FISCAL YEAR ENDING DECEMBER
31, 2004.

----------------------------------------------------------------------------------------------------
Issuer:             WACHOVIA CORPORATION
Ticker:             WB                       CUSIP:       929903102
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DONA DAVIS YOUNG                                 ISSUER             YES       FOR          FOR



ELECTION OF DIRECTOR: LANTY L. SMITH                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSEPH NEUBAUER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN T. CASTEEN, III                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES S. BALLOUN                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: A WACHOVIA PROPOSAL TO RATIFY THE                        ISSUER             YES       FOR          FOR
APPOINTMENT OF KPMG LLP AS AUDITORS FOR THE YEAR 2004.


PROPOSAL #03: A STOCKHOLDER PROPOSAL, WHICH MANAGEMENT                 SHAREHOLDER        YES       AGAINST      FOR
OPPOSES, REGARDING NOMINATING DIRECTORS.

PROPOSAL #04: A STOCKHOLDER PROPOSAL, WHICH MANAGEMENT                 SHAREHOLDER        YES       ABSTAIN      AGAINST
OPPOSES, REGARDING REPORTING POLITICAL INFORMATION.


PROPOSAL #05: A STOCKHOLDER PROPOSAL, WHICH MANAGEMENT                 SHAREHOLDER        YES       AGAINST      FOR
OPPOSES, REGARDING SEPARATING THE OFFICES OF CHAIRMAN AND
 CHIEF EXECUTIVE OFFICER.

----------------------------------------------------------------------------------------------------
Issuer:             WAL-MART STORES, INC.
Ticker:             WMT                      CUSIP:       931142103
Meeting Date        6/4/2004                                                                                       For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: THOMAS M. COUGHLIN                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JAMES W. BREYER                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: S. ROBSON WALTON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAWN G. LEPORE                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN T. WALTON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID D. GLASS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN D. OPIE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M. MICHELE BURNS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROLAND A. HERNANDEZ                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J. PAUL REASON                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: H. LEE SCOTT, JR.                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CHRISTOPHER J. WILLIAMS                          ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACK C. SHEWMAKER                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOSE H. VILLARREAL                               ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE ASDA COLLEAGUE SHARE                     ISSUER             YES       FOR          FOR
OWNERSHIP PLAN 1999

PROPOSAL #03: APPROVAL OF THE ASDA SHARESAVE PLAN 2000                 ISSUER             YES       FOR          FOR


PROPOSAL #04: APPROVAL OF THE WAL-MART STORES, INC. 2004               ISSUER             YES       FOR          FOR
ASSOCIATE STOCK PURCHASE PLAN

PROPOSAL #05: RATIFICATION OF THE APPOINTMENT OF                       ISSUER             YES       FOR          FOR
INDEPENDENT ACCOUNTANTS

PROPOSAL #06: A SHAREHOLDER PROPOSAL REGARDING AN                      SHAREHOLDER        YES       AGAINST      FOR
INDEPENDENT CHAIRMAN



PROPOSAL #07: A SHAREHOLDER PROPOSAL REGARDING A                       SHAREHOLDER        YES       ABSTAIN      AGAINST
SUSTAINABILITY  REPORT

PROPOSAL #08: A SHAREHOLDER PROPOSAL REGARDING EQUITY                  SHAREHOLDER        YES       ABSTAIN      AGAINST
COMPENSATION

PROPOSAL #09: A SHAREHOLDER PROPOSAL REGARDING                         SHAREHOLDER        YES       ABSTAIN      AGAINST
GENETICALLY ENGINEERED FOOD PRODUCTS

PROPOSAL #10: A SHAREHOLDER PROPOSAL REGARDING AN EQUAL                SHAREHOLDER        YES       ABSTAIN      AGAINST
EMPLOYMENT OPPORTUNITY REPORT

PROPOSAL #11: A SHAREHOLDER PROPOSAL REGARDING                         SHAREHOLDER        YES       AGAINST      FOR
SHAREHOLDER APPROVAL OF PARTICIPATION IN THE OFFICER
DEFERRED COMPENSATION PLAN

----------------------------------------------------------------------------------------------------
Issuer:             WASHINGTON MUTUAL, INC.
Ticker:             WM                       CUSIP:       939322103
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ANNE V. FARRELL                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN E. FRANK                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: MARGARET OSMER MCQUADE                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM D. SCHULTE                               ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF DELOITTE              ISSUER             YES       AGAINST      AGAINST
 & TOUCHE LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR
2004

PROPOSAL #03: SHAREHOLDER PROPOSAL RELATING TO A SPECIFIC              SHAREHOLDER        YES       AGAINST      FOR
 COMPENSATION PROGRAM

----------------------------------------------------------------------------------------------------
Issuer:             WASTE MANAGEMENT, INC.
Ticker:             WMI                      CUSIP:       94106L109
Meeting Date        5/14/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: STEVEN G. ROTHMEIER                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: DAVID P. STEINER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN C. POPE                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: A. MAURICE MYERS                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT S. MILLER                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK M. CLARK, JR.                              ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: PASTORA CAFFERTY                                 ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: CARL W. VOGT                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W. ROBERT REUM                                   ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST              ISSUER             YES       FOR          FOR
 & YOUNG LLP AS THE INDEPENDENT AUDITORS FOR 2004.


PROPOSAL #03: TO VOTE ON A PROPOSAL TO APPROVE OUR 2004                ISSUER             YES       AGAINST      AGAINST
STOCK INCENTIVE PLAN.

PROPOSAL #04: TO VOTE ON A PROPOSAL TO APPROVE OUR 2005                ISSUER             YES       FOR          FOR
ANNUAL INCENTIVE PLAN.



----------------------------------------------------------------------------------------------------
Issuer:             WELLPOINT HEALTH NETWORKS INC.
Ticker:             WLP                      CUSIP:       94973H108
Meeting Date        6/28/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

PROPOSAL #01: TO ADOPT THE AMENDED AND RESTATED AGREEMENT              ISSUER             YES       FOR          FOR
 AND PLAN OF MERGER, EFFECTIVE AS OF OCTOBER 26, 2003,
AMONG ANTHEM, ANTHEM HOLDING CORP AND WELLPOINT, AND THE
TRANSACTIONS CONTEMPLATED THEREBY, INCLUDING THE MERGER,
AS MORE FULLY DESCRIBED IN THE ACCOMPANYING JOINT PROXY
STATEMENT/PROSPECTUS.


----------------------------------------------------------------------------------------------------
Issuer:             WELLS FARGO & COMPANY
Ticker:             WFC                      CUSIP:       949746101
Meeting Date        4/27/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: PHILIP J. QUIGLEY                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD D. MCCORMICK                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT L. JOSS                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.A. BLANCHARD III                               ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DONALD B. RICE                                   ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: SUSAN G. SWENSON                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR.                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: SUSAN E. ENGEL                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: REATHA CLARK KING                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL W. WRIGHT                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JUDITH M. RUNSTAD                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEPHEN W. SANGER                                ISSUER             YES       FOR          FOR

PROPOSAL #02: PROPOSAL TO APPROVE THE COMPANY'S                        ISSUER             YES       FOR          FOR
SUPPLEMENTAL 401(K) PLAN.

PROPOSAL #03: PROPOSAL TO RATIFY APPOINTMENT OF KPMG LLP               ISSUER             YES       FOR          FOR
AS INDEPENDENT AUDITORS FOR 2004.

PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING EXPENSING                 SHAREHOLDER        YES       FOR          AGAINST
STOCK OPTIONS.

PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING RESTRICTED                SHAREHOLDER        YES       AGAINST      FOR
STOCK.

PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING EXECUTIVE                 SHAREHOLDER        YES       ABSTAIN      AGAINST
COMPENSATION AND PREDATORY LENDING.

PROPOSAL #07: STOCKHOLDER PROPOSAL REGARDING POLITICAL                 SHAREHOLDER        YES       ABSTAIN      AGAINST
CONTRIBUTIONS.

----------------------------------------------------------------------------------------------------
Issuer:             WENDY'S INTERNATIONAL, INC.
Ticker:             WEN                      CUSIP:       950590109
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt



ELECTION OF DIRECTOR: J. RANDOLPH LEWIS                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JANET HILL                                       ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: PAUL D. HOUSE                                    ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: JOHN R. THOMPSON                                 ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF THE SELECTION OF                         ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT PUBLIC
ACCOUNTANTS OF THE COMPANY FOR THE CURRENT YEAR.


PROPOSAL #03: APPROVAL OF THE COMPANY'S 2003 STOCK                     ISSUER             YES       AGAINST      AGAINST
INCENTIVE PLAN.

----------------------------------------------------------------------------------------------------
Issuer:             WEYERHAEUSER COMPANY
Ticker:             WY                       CUSIP:       962166104
Meeting Date        4/13/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JAMES N. SULLIVAN                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: STEVEN R. ROGEL                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: RICHARD H. SINKFIELD                             ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: WILLIAM D. RUCKELSHAUS                           ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: APPROVAL OF THE WEYERHAEUSER COMPANY 2004                ISSUER             YES       FOR          FOR
LONG TERM INCENTIVE PLAN

PROPOSAL #03: PROPOSAL TO AMEND THE COMPANY'S RESTATED                 ISSUER             YES       FOR          AGAINST
ARTICLES OF INCORPORATION TO AUTHORIZE ANNUAL ELECTION OF
 THE BOARD OF DIRECTORS

PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO ACCOUNTING              SHAREHOLDER        YES       FOR          AGAINST
 FOR STOCK OPTIONS

PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO EQUITY                  SHAREHOLDER        YES       AGAINST      FOR
COMPENSATION

PROPOSAL #06: SHAREHOLDER PROPOSAL RELATING TO                         SHAREHOLDER        YES       ABSTAIN      AGAINST
ENVIRONMENTAL REPORTING

PROPOSAL #07: SHAREHOLDER PROPOSAL RELATING TO OLD GROWTH              SHAREHOLDER        YES       ABSTAIN      AGAINST
 AND ENDANGERED FORESTS

PROPOSAL #08: APPROVAL ON AN ADVISORY BASIS, OF THE                    ISSUER             YES       FOR          FOR
APPOINTMENT OF AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             WHIRLPOOL CORPORATION
Ticker:             WHR                      CUSIP:       963320106
Meeting Date        4/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: JANICE D. STONEY                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ALLAN D. GILMOUR                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: DAVID R. WHITWAM                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: MICHAEL F. JOHNSTON                              ISSUER             YES       FOR          FOR

PROPOSAL #02: TO RENEW THE WHIRLPOOL CORPORATION                       ISSUER             YES       FOR          FOR
PERFORMANCE EXCELLENCE PLAN



----------------------------------------------------------------------------------------------------
Issuer:             WINN-DIXIE STORES, INC.
Ticker:             WIN                      CUSIP:       974280109
Meeting Date        10/8/2003                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: RONALD TOWNSEND*                                 ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: TILLIE K. FOWLER*                                ISSUER             YES       WITHHOLD     AGAINST

ELECTION OF DIRECTOR: EDWARD W. MEHRER, JR.*                           ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: FRANK LAZARAN*                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JOHN E. ANDERSON**                               ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE MATERIAL TERMS OF THE                    ISSUER             YES       FOR          FOR
INCENTIVE COMPENSATION PERFORMANCE GOALS UNDER THE ANNUAL
 INCENTIVE PLAN

PROPOSAL #03: APPROVAL OF AN AMENDMENT TO THE KEY                      ISSUER             YES       FOR          FOR
EMPLOYEE STOCK OPTION PLAN

PROPOSAL #04: RATIFICATION OF KPMG LLP AS INDEPENDENT                  ISSUER             YES       FOR          FOR
AUDITORS

----------------------------------------------------------------------------------------------------
Issuer:             WYETH
Ticker:             WYE                      CUSIP:       983024100
Meeting Date        4/22/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: R. LANGER                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.D. FEERICK                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: C.L. ALEXANDER, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R. ESSNER                                        ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: R.L. CARRION                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: F.A. BENNACK, JR.                                ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.R. TORELL III                                  ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: W.V. SHIPLEY                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: J.P. MASCOTTE                                    ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: M.L. POLAN                                       ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: I.G. SEIDENBERG                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: RATIFICATION OF PRINCIPAL INDEPENDENT                    ISSUER             YES       FOR          FOR
PUBLIC ACCOUNTANTS

PROPOSAL #03: ADOPTION OF THE STOCKHOLDER PROPOSAL ON                  SHAREHOLDER        YES       ABSTAIN      AGAINST
ACCESS TO AND AFFORDABILITY OF PRESCRIPTION DRUGS

PROPOSAL #04: ADOPTION OF STOCKHOLDER PROPOSAL ON ANIMAL               SHAREHOLDER        YES       ABSTAIN      AGAINST
TESTING

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Issuer:             XL CAPITAL LTD
Ticker:             XL                       CUSIP:       G98255105
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: ALAN Z. SENTER                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT S. PARKER                                 ISSUER             YES       FOR          FOR




ELECTION OF DIRECTOR: JOHN LOUDON                                      ISSUER             YES       FOR          FOR

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF                             ISSUER             YES       FOR          FOR
PRICEWATERHOUSECOOPERS LLP, NEW YORK, TO ACT AS THE
INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2004.

----------------------------------------------------------------------------------------------------
Issuer:             YUM! BRANDS, INC.
Ticker:             YUM                      CUSIP:       988498101
Meeting Date        5/20/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: DAVID C. NOVAK                                   ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROBERT HOLLAND, JR.                              ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: JACKIE TRUJILLO                                  ISSUER             YES       FOR          FOR

PROPOSAL #02: APPROVAL OF THE PROPOSAL TO APPROVE THE                  ISSUER             YES       FOR          FOR
COMPANY'S EXECUTIVE INCENTIVE COMPENSATION PLAN (PAGE 18
OF PROXY)

PROPOSAL #03: RATIFICATION OF INDEPENDENT AUDITORS (PAGE               ISSUER             YES       FOR          FOR
20 OF PROXY)

PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO SMOKE-FREE              SHAREHOLDER        YES       ABSTAIN      AGAINST
 FACILITIES (PAGE 21 OF PROXY)

PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO A                       SHAREHOLDER        YES       ABSTAIN      AGAINST
SUSTAINABILITY REPORT (PAGE 23 OF PROXY)

PROPOSAL #06: SHAREHOLDER PROPOSAL RELATING TO THE                     SHAREHOLDER        YES       ABSTAIN      AGAINST
MACBRIDE PRINCIPLES (PAGE 26 OF PROXY)

PROPOSAL #07: SHAREHOLDER PROPOSAL RELATING TO A                       SHAREHOLDER        YES       ABSTAIN      AGAINST
GENETICALLY ENGINEERED FOOD REPORT (PAGE 28 OF PROXY)


PROPOSAL #08: SHAREHOLDER PROPOSAL RELATING TO AN ANIMAL               SHAREHOLDER        YES       ABSTAIN      AGAINST
WELFARE STANDARDS REPORT (PAGE 31 OF PROXY)

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Issuer:             ZIONS BANCORPORATION
Ticker:             ZION                     CUSIP:       989701107
Meeting Date        4/30/2004                                                                                      For/Against
Proposal:                                                              Proposed by      Voted?     Vote Cast           Mgmt

ELECTION OF DIRECTOR: STEVEN C. WHEELWRIGHT                            ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: L.E. SIMMONS                                     ISSUER             YES       FOR          FOR

ELECTION OF DIRECTOR: ROGER B. PORTER                                  ISSUER             YES       WITHHOLD     AGAINST

PROPOSAL #02: TO RATIFY THE APPOINTMENT OF THE COMPANY'S               ISSUER             YES       FOR          FOR
INDEPENDENT AUDITORS FOR FISCAL 2004.

PROPOSAL #03: TO TRANSACT ANY OTHER SUCH BUSINESS AS MAY               ISSUER             YES       AGAINST      AGAINST
PROPERLY COME BEFORE THE MEETING.



                                                             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.


VANGUARD WINDSOR FUNDS


By:     /s/John J. Brennan
           (Heidi Stam)
           John J. Brennan*
           Chairman & Chief Executive Officer

Date:      August 31, 2004

           *  By Power of Attorney.  See File Number 2-57689, filed on December 26, 2002.
              Incorporated by reference.