0000728889-11-001045.txt : 20110809 0000728889-11-001045.hdr.sgml : 20110809 20110809135646 ACCESSION NUMBER: 0000728889-11-001045 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110630 FILED AS OF DATE: 20110809 DATE AS OF CHANGE: 20110809 EFFECTIVENESS DATE: 20110809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OPPENHEIMER SMALL- & MID-CAP GROWTH FUND CENTRAL INDEX KEY: 0001121966 IRS NUMBER: 134134341 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-10071 FILM NUMBER: 111020073 BUSINESS ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 BUSINESS PHONE: 303-768-3200 MAIL ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 FORMER COMPANY: FORMER CONFORMED NAME: OPPENHEIMER EMERGING GROWTH FUND DATE OF NAME CHANGE: 20000815 0001121966 S000007009 OPPENHEIMER SMALL- & MID-CAP GROWTH FUND C000019131 A C000019132 B C000019133 C C000019134 N C000019135 Y N-PX 1 mainstsmidgrowth.htm N-PX FILING Oppenheimer Small- & Mid-Cap Growth Fund
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM N-PX

         ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                               INVESTMENT COMPANY



Investment Company Act file number:                  811-10071

Exact name of registrant as specified in charter:    Oppenheimer Small- &
                                                     Mid-Cap Growth Fund

Address of principal executive offices:              6803 South Tucson Way
                                                     Centennial, CO 80112-3924

Name and address of agent for service:               Arthur S. Gabinet,
                                                     Executive Vice President &
                                                     General Counsel
                                                     OppenheimerFunds, Inc.
                                                     Two World Financial Center
                                                     225 Liberty Street
                                                     New York, NY 10281-1008

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

Date of fiscal year end:                             10/31

Date of reporting period:                            07/01/2010-06/30/2011

Item 1. Proxy Voting Record


==================== OPPENHEIMER SMALL- & MID-CAP GROWTH FUND ==================

Affiliated Managers Group, Inc.

Ticker:       AMG            Security ID:  008252108
Meeting Date: MAY 31, 2011   Meeting Type: Annual
Record Date:  APR 12, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Samuel T. Byrne            For       For        Management
1.2   Elect Director Dwight D. Churchill        For       For        Management
1.3   Elect Director Sean M. Healey             For       For        Management
1.4   Elect Director Harold J. Meyerman         For       For        Management
1.5   Elect Director William J. Nutt            For       Withhold   Management
1.6   Elect Director Rita M. Rodriguez          For       For        Management
1.7   Elect Director Patrick T. Ryan            For       For        Management
1.8   Elect Director Jide J. Zeitlin            For       For        Management
2     Approve Stock Option Plan                 For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Ratify Auditors                           For       For        Management


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

Albemarle Corporation

Ticker:       ALB            Security ID:  012653101
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 2, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Alfred Broaddus, Jr.    For       For        Management
1.2   Elect Director William H. Hernandez       For       For        Management
1.3   Elect Director R. William Ide III         For       For        Management
1.4   Elect Director Richard L. Morrill         For       For        Management
1.5   Elect Director Jim W. Nokes               For       For        Management
1.6   Elect Director Barry W. Perry             For       For        Management
1.7   Elect Director Mark C. Rohr               For       For        Management
1.8   Elect Director John Sherman, Jr.          For       For        Management
1.9   Elect Director Harriett Tee Taggart       For       For        Management
1.10  Elect Director Anne Marie Whittemore      For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Ratify Auditors                           For       For        Management
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Alexion Pharmaceuticals, Inc.

Ticker:       ALXN           Security ID:  015351109
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 17, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Leonard Bell               For       For        Management
1.2   Elect Director Max Link                   For       For        Management
1.3   Elect Director William R. Keller          For       For        Management
1.4   Elect Director Joseph A. Madri            For       For        Management
1.5   Elect Director Larry L. Mathis            For       For        Management
1.6   Elect Director R. Douglas Norby           For       For        Management
1.7   Elect Director Alvin S. Parven            For       For        Management
1.8   Elect Director Andreas Rummelt            For       For        Management
1.9   Elect Director Ann M. Veneman             For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Ratify Auditors                           For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

AMERIGROUP Corporation

Ticker:       AGP            Security ID:  03073T102
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Directors James G. Carlson          For       For        Management
1.2   Elect Directors Jeffrey B. Child          For       For        Management
1.3   Elect Directors Richard D. Shirk          For       For        Management
1.4   Elect Directors John W. Snow              For       For        Management
1.5   Elect Directors Adm. Joseph W. Prueher    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Approve Qualified Employee Stock Purchase For       For        Management
      Plan


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

AmerisourceBergen Corporation

Ticker:       ABC            Security ID:  03073E105
Meeting Date: FEB 17, 2011   Meeting Type: Annual
Record Date:  DEC 20, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Charles H. Cotros          For       For        Management
2     Elect Director Jane E. Henney             For       For        Management
3     Elect Director R. David Yost              For       For        Management
4     Ratify Auditors                           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
7     Declassify the Board of Directors         For       For        Management
8     Approve Qualified Employee Stock Purchase For       For        Management
      Plan


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

AMETEK, Inc.

Ticker:       AME            Security ID:  031100100
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Anthony J. Conti           For       For        Management
1.2   Elect Director Frank S. Hermance          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Ratify Auditors                           For       For        Management


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

Atmel Corporation

Ticker:       ATML           Security ID:  049513104
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Steven Laub                For       For        Management
2     Elect Director Tsung-Ching Wu             For       For        Management
3     Elect Director David Sugishita            For       For        Management
4     Elect Director Papken Der Torossian       For       For        Management
5     Elect Director Jack L. Saltich            For       For        Management
6     Elect Director Charles Carinalli          For       For        Management
7     Elect Director Edward Ross                For       For        Management
8     Amend Omnibus Stock Plan                  For       For        Management
9     Ratify Auditors                           For       For        Management
10    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Autodesk, Inc.

Ticker:       ADSK           Security ID:  052769106
Meeting Date: JUN 16, 2011   Meeting Type: Annual
Record Date:  APR 19, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Carl Bass                  For       For        Management
2     Elect Director Crawford W. Beveridge      For       For        Management
3     Elect Director J. Hallam Dawson           For       For        Management
4     Elect Director Per-Kristian Halvorsen     For       For        Management
5     Elect Director Sean M. Maloney            For       For        Management
6     Elect Director Mary T. McDowell           For       For        Management
7     Elect Director Lorrie M. Norrington       For       For        Management
8     Elect Director Charles J. Robel           For       For        Management
9     Elect Director Steven M. West             For       For        Management
10    Ratify Auditors                           For       For        Management
11    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
12    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

BorgWarner Inc.

Ticker:       BWA            Security ID:  099724106
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Robin J. Adams             For       For        Management
2     Elect Director David T. Brown             For       For        Management
3     Elect Director Jan Carlson                For       For        Management
4     Elect Director Dennis C. Cuneo            For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Brookdale Senior Living Inc.

Ticker:       BKD            Security ID:  112463104
Meeting Date: JUN 15, 2011   Meeting Type: Annual
Record Date:  APR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Wesley R. Edens            For       Withhold   Management
1.2   Elect Director Frank M. Bumstead          For       For        Management
1.3   Elect Director W.E. Sheriff               For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

CARBO Ceramics Inc.

Ticker:       CRR            Security ID:  140781105
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Sigmund L. Cornelius       For       For        Management
1.2   Elect Director James B. Jennings          For       For        Management
1.3   Elect Director Gary A. Kolstad            For       For        Management
1.4   Elect Director H. E. Lentz, Jr.           For       For        Management
1.5   Elect Director Randy L. Limbacher         For       For        Management
1.6   Elect Director William C. Morris          For       For        Management
1.7   Elect Director Robert S. Rubin            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Catalyst Health Solutions, Inc.

Ticker:       CHSI           Security ID:  14888B103
Meeting Date: JUN 1, 2011    Meeting Type: Annual
Record Date:  APR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David T. Blair             For       For        Management
1.2   Elect Director Daniel J. Houston          For       For        Management
1.3   Elect Director Kenneth A. Samet           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Cavium Networks, Inc.

Ticker:       CAVM           Security ID:  14965A101
Meeting Date: JUN 3, 2011    Meeting Type: Annual
Record Date:  APR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Anthony J. Pantuso         For       For        Management
1.2   Elect Director C.N. Reddy                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Cerner Corporation

Ticker:       CERN           Security ID:  156782104
Meeting Date: MAY 27, 2011   Meeting Type: Annual
Record Date:  APR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Denis A. Cortese           For       For        Management
2     Elect Director John C. Danforth           For       For        Management
3     Elect Director Neal L. Patterson          For       For        Management
4     Elect Director William D. Zollars         For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
8     Approve Omnibus Stock Plan                For       For        Management
9     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
10    Increase Authorized Common Stock          For       For        Management
11    Eliminate Class of Preferred Stock        For       For        Management


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

CF Industries Holdings, Inc.

Ticker:       CF             Security ID:  125269100
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stephen R. Wilson          For       For        Management
1.2   Elect Director Wallace W. Creek           For       For        Management
1.3   Elect Director William Davisson           For       For        Management
1.4   Elect Director Robert G. Kuhbach          For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Ratify Auditors                           For       For        Management
5     Declassify the Board of Directors         Against   For        Shareholder


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

Chipotle Mexican Grill, Inc.

Ticker:       CMG            Security ID:  169656105
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  MAR 30, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John S. Charlesworth       For       For        Management
1.2   Elect Director Montgomery F. Moran        For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
6     Ratify Auditors                           For       For        Management


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

Ciena Corporation

Ticker:       CIEN           Security ID:  171779309
Meeting Date: MAR 23, 2011   Meeting Type: Annual
Record Date:  JAN 26, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Harvey B. Cash             For       For        Management
2     Elect Director Judith M. O'Brien          For       For        Management
3     Elect Director Gary B. Smith              For       For        Management
4     Approve Conversion of Securities          For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Cimarex Energy Co.

Ticker:       XEC            Security ID:  171798101
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David A. Hentschel         For       For        Management
2     Elect Director F.H. Merelli               For       For        Management
3     Elect Director L. Paul Teague             For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
6     Approve Omnibus Stock Plan                For       For        Management
7     Ratify Auditors                           For       For        Management


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

Citrix Systems, Inc.

Ticker:       CTXS           Security ID:  177376100
Meeting Date: MAY 26, 2011   Meeting Type: Annual
Record Date:  APR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Murray J. Demo             For       For        Management
2     Elect Director Asiff S. Hirji             For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Cognizant Technology Solutions Corporation

Ticker:       CTSH           Security ID:  192446102
Meeting Date: JUN 2, 2011    Meeting Type: Annual
Record Date:  APR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Robert W. Howe             For       For        Management
2     Elect Director Robert E. Weissman         For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Increase Authorized Common Stock          For       For        Management
6     Reduce Supermajority Vote Requirement     For       For        Management
7     Reduce Supermajority Vote Requirement     For       For        Management
8     Ratify Auditors                           For       For        Management


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

Concho Resources Inc.

Ticker:       CXO            Security ID:  20605P101
Meeting Date: JUN 2, 2011    Meeting Type: Annual
Record Date:  APR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Timothy A. Leach           For       For        Management
1.2   Elect Director William H. Easter III      For       For        Management
1.3   Elect Director W. Howard Keenan, Jr.      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Concur Technologies, Inc.

Ticker:       CNQR           Security ID:  206708109
Meeting Date: MAR 15, 2011   Meeting Type: Annual
Record Date:  JAN 19, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jeffrey T. McCabe          For       For        Management
1.2   Elect Director Edward P. Gilligan         For       For        Management
1.3   Elect Director Rajeev Singh               For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Core Laboratories NV

Ticker:       CEI            Security ID:  N22717107
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David M. Demshur           For       For        Management
1.2   Elect Director Rene R. Joyce              For       For        Management
1.3   Elect Director Michael C. Kearney         For       For        Management
1.4   Elect Director Jan Willem Sodderland      For       For        Management
2     Approve Financial Statements and          For       For        Management
      Statutory Reports
3     Approve Cancellation of Repurchased       For       For        Management
      Shares
4     Authorize Repurchase of Up to 25.6        For       For        Management
      Percent of Issued Share Capital
5     Grant Board Authority to Issue Ordinary   For       For        Management
      and Preference Shares Up To 20 Percent of
      Issued Capital
6     Authorize Board to Exclude Preemptive     For       For        Management
      Rights from Issuance under Item 5
7     Ratify PricewaterhouseCoopers as Auditors For       For        Management
8     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
9     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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Cree, Inc.

Ticker:       CREE           Security ID:  225447101
Meeting Date: OCT 26, 2010   Meeting Type: Annual
Record Date:  AUG 30, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles M. Swoboda         For       Withhold   Management
1.2   Elect Director Dolph W. Von Arx           For       Withhold   Management
1.3   Elect Director Clyde R. Hosein            For       Withhold   Management
1.4   Elect Director Robert A. Ingram           For       Withhold   Management
1.5   Elect Director Franco Plastina            For       Withhold   Management
1.6   Elect Director Robert L. Tillman          For       For        Management
1.7   Elect Director Harvey A. Wagner           For       Withhold   Management
1.8   Elect Director Thomas H. Werner           For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Establish Range For Board Size            For       For        Management
4     Ratify Auditors                           For       For        Management


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Dick's Sporting Goods, Inc.

Ticker:       DKS            Security ID:  253393102
Meeting Date: JUN 2, 2011    Meeting Type: Annual
Record Date:  APR 6, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Edward W. Stack            For       For        Management
1.2   Elect Director Lawrence J. Schorr         For       For        Management
1.3   Elect Director Jacqualyn A. Fouse         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Discovery Communications, Inc.

Ticker:       DISCA          Security ID:  25470F104
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert R. Bennett          For       Withhold   Management
1.2   Elect Director John C. Malone             For       Withhold   Management
1.3   Elect Director David M. Zaslav            For       Withhold   Management
2     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management
4     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Dolby Laboratories, Inc.

Ticker:       DLB            Security ID:  25659T107
Meeting Date: FEB 2, 2011    Meeting Type: Annual
Record Date:  DEC 13, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kevin Yeaman               For       For        Management
1.2   Elect Director Peter Gotcher              For       For        Management
1.3   Elect Director David Dolby                For       For        Management
1.4   Elect Director Nicholas Donatiello, Jr    For       For        Management
1.5   Elect Director Ted W. Hall                For       For        Management
1.6   Elect Director Bill Jasper                For       For        Management
1.7   Elect Director Sanford Robertson          For       For        Management
1.8   Elect Director Roger Siboni               For       For        Management
1.9   Elect Director Avadis Tevanian, Jr.       For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Two Years One Year   Management
5     Ratify Auditors                           For       For        Management


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Dollar Tree, Inc.

Ticker:       DLTR           Security ID:  256746108
Meeting Date: JUN 16, 2011   Meeting Type: Annual
Record Date:  APR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Macon F. Brock, Jr.        For       For        Management
1.2   Elect Director Mary Anne Citrino          For       For        Management
1.3   Elect Director Thomas E. Whiddon          For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Approve Omnibus Stock Plan                For       For        Management
5     Ratify Auditors                           For       For        Management


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

East West Bancorp, Inc.

Ticker:       EWBC           Security ID:  27579R104
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 31, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Iris S. Chan               For       For        Management
1.2   Elect Director Rudolph I. Estrada         For       For        Management
1.3   Elect Director Julia S. Gouw              For       For        Management
1.4   Elect Director Paul H. Irving             For       For        Management
1.5   Elect Director Andrew S. Kane             For       For        Management
1.6   Elect Director John Lee                   For       For        Management
1.7   Elect Director Herman Y. Li               For       For        Management
1.8   Elect Director Jack C. Liu                For       For        Management
1.9   Elect Director Dominic Ng                 For       For        Management
1.10  Elect Director Keith W. Renken            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Edwards Lifesciences Corporation

Ticker:       EW             Security ID:  28176E108
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John T. Cardis             For       For        Management
2     Elect Director David E.I. Pyott           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
6     Ratify Auditors                           For       For        Management


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

F5 Networks, Inc.

Ticker:       FFIV           Security ID:  315616102
Meeting Date: MAR 14, 2011   Meeting Type: Annual
Record Date:  JAN 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John Chapple               For       For        Management
2     Elect Director A. Gary Ames               For       For        Management
3     Elect Director Scott Thompson             For       For        Management
4     Ratify Auditors                           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

First Republic Bank (San Fransico)

Ticker:       FRC            Security ID:  33616C100
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  APR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James H. Herbert, II       For       For        Management
1.2   Elect Director Katherine August-de Wilde  For       For        Management
1.3   Elect Director Thomas J. Barrack, Jr.     For       Withhold   Management
1.4   Elect Director Frank J. Fahrenkopf, Jr.   For       For        Management
1.5   Elect Director William E. Ford            For       For        Management
1.6   Elect Director L. Martin Gibbs            For       For        Management
1.7   Elect Director Sandra R. Hernandez        For       For        Management
1.8   Elect Director Pamela J. Joyner           For       For        Management
1.9   Elect Director Jody S. Lindell            For       For        Management
1.10  Elect Director George G.C. Parker         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Fortinet, Inc.

Ticker:       FTNT           Security ID:  34959E109
Meeting Date: JUN 23, 2011   Meeting Type: Annual
Record Date:  APR 26, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Walecka               For       For        Management
1.2   Elect Director Michael Xie                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Fossil, Inc.

Ticker:       FOSL           Security ID:  349882100
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  MAR 30, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Elaine Agather             For       For        Management
1.2   Elect Director Jeffrey N. Boyer           For       For        Management
1.3   Elect Director Kosta N. Kartsotis         For       For        Management
1.4   Elect Director Elysia Holt Ragusa         For       For        Management
1.5   Elect Director Jal S. Shroff              For       For        Management
1.6   Elect Director James E. Skinner           For       For        Management
1.7   Elect Director Michael Steinberg          For       For        Management
1.8   Elect Director Donald J. Stone            For       For        Management
1.9   Elect Director James M. Zimmerman         For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Ratify Auditors                           For       For        Management


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

Gardner Denver, Inc.

Ticker:       GDI            Security ID:  365558105
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Donald G. Barger, Jr.      For       For        Management
1.2   Elect Director Raymond R. Hipp            For       For        Management
1.3   Elect Director David D. Petratis          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Hansen Natural Corporation

Ticker:       HANS           Security ID:  411310105
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Rodney C. Sacks            For       For        Management
1.2   Elect Director Hilton H. Schlosberg       For       For        Management
1.3   Elect Director Norman C. Epstein          For       For        Management
1.4   Elect Director Benjamin M. Polk           For       For        Management
1.5   Elect Director Sydney Selati              For       For        Management
1.6   Elect Director Harold C. Taber, Jr.       For       For        Management
1.7   Elect Director Mark S. Vidergauz          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

Hasbro, Inc.

Ticker:       HAS            Security ID:  418056107
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Basil L. Anderson          For       For        Management
1.2   Elect Director Alan R. Batkin             For       For        Management
1.3   Elect Director Frank J. Biondi, Jr.       For       For        Management
1.4   Elect Director Kenneth A. Bronfin         For       For        Management
1.5   Elect Director John M. Connors, Jr.       For       For        Management
1.6   Elect Director Michael W.O. Garrett       For       For        Management
1.7   Elect Director Lisa Gersh                 For       For        Management
1.8   Elect Director Brian D. Goldner           For       For        Management
1.9   Elect Director Jack M. Greenberg          For       For        Management
1.10  Elect Director Alan G. Hassenfeld         For       For        Management
1.11  Elect Director Tracy A. Leinbach          For       For        Management
1.12  Elect Director Edward M. Philip           For       For        Management
1.13  Elect Director Alfred J. Verrecchia       For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

Illumina, Inc.

Ticker:       ILMN           Security ID:  452327109
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Daniel M. Bradbury         For       For        Management
1.2   Elect Director Roy A. Whitfield           For       For        Management
1.3   Elect Director Gerald M0ller              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Informatica Corporation

Ticker:       INFA           Security ID:  45666Q102
Meeting Date: MAY 26, 2011   Meeting Type: Annual
Record Date:  APR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Mark A. Bertelsen          For       For        Management
2     Elect Director A. Brooke Seawell          For       For        Management
3     Elect Director Godfrey R. Sullivan        For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Jones Lang LaSalle Incorporated

Ticker:       JLL            Security ID:  48020Q107
Meeting Date: MAY 26, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Hugo Bague                 For       For        Management
2     Elect Director Colin Dyer                 For       For        Management
3     Elect Director Darryl Hartley-Leonard     For       For        Management
4     Elect Director Deanne Julius              For       For        Management
5     Elect Director Ming Lu                    For       For        Management
6     Elect Director Lauralee E. Martin         For       For        Management
7     Elect Director Martin H. Nesbitt          For       For        Management
8     Elect Director Sheila A. Penrose          For       For        Management
9     Elect Director David B. Rickard           For       For        Management
10    Elect Director Roger T. Staubach          For       For        Management
11    Elect Director Thomas C. Theobald         For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
14    Provide Right to Call Special Meeting     For       For        Management
15    Ratify Auditors                           For       For        Management


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

Joy Global Inc.

Ticker:       JOYG           Security ID:  481165108
Meeting Date: MAR 8, 2011    Meeting Type: Annual
Record Date:  JAN 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven L. Gerard           For       For        Management
1.2   Elect Director John Nils Hanson           For       For        Management
1.3   Elect Director Ken C. Johnsen             For       For        Management
1.4   Elect Director Gale E. Klappa             For       For        Management
1.5   Elect Director Richard B. Loynd           For       For        Management
1.6   Elect Director P. Eric Siegert            For       For        Management
1.7   Elect Director Michael W. Sutherlin       For       For        Management
1.8   Elect Director James H. Tate              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Approve Qualified Employee Stock Purchase For       For        Management
      Plan


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

Kansas City Southern

Ticker:       KSU            Security ID:  485170302
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Henry R. Davis             For       For        Management
1.2   Elect Director Robert J. Druten           For       For        Management
1.3   Elect Director Rodney E. Slater           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Manpower Group

Ticker:       MAN            Security ID:  56418H100
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  FEB 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Cari M. Dominguez          For       For        Management
1.2   Elect Director Roberto Mendoza            For       For        Management
1.3   Elect Director Elizabeth P. Sartain       For       For        Management
1.4   Elect Director Edward J. Zore             For       For        Management
1.5   Elect Director William Downe              For       For        Management
1.6   Elect Director Patricia A. Hemingway Hall For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

MSC Industrial Direct Co., Inc.

Ticker:       MSM            Security ID:  553530106
Meeting Date: JAN 13, 2011   Meeting Type: Annual
Record Date:  NOV 24, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Mitchell Jacobson          For       For        Management
1.2   Elect Director David Sandler              For       For        Management
1.3   Elect Director Charles Boehlke            For       For        Management
1.4   Elect Director Jonathan Byrnes            For       For        Management
1.5   Elect Director Roger Fradin               For       For        Management
1.6   Elect Director Erik Gershwind             For       For        Management
1.7   Elect Director Louise Goeser              For       For        Management
1.8   Elect Director Denis Kelly                For       For        Management
1.9   Elect Director Philip Peller              For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

MSCI Inc.

Ticker:       MSCI           Security ID:  55354G100
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 10, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Benjamin F. duPont         For       For        Management
2     Elect Director Henry A. Fernandez         For       For        Management
3     Elect Director Alice W. Handy             For       For        Management
4     Elect Director Catherine R. Kinney        For       For        Management
5     Elect Director Linda H. Riefler           For       For        Management
6     Elect Director George W. Siguler          For       For        Management
7     Elect Director Scott M. Sipprelle         For       For        Management
8     Elect Director Patrick Tierney            For       For        Management
9     Elect Director Rodolphe M. Vallee         For       For        Management
10    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
12    Ratify Auditors                           For       For        Management


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

NetApp, Inc.

Ticker:       NTAP           Security ID:  64110D104
Meeting Date: AUG 31, 2010   Meeting Type: Annual
Record Date:  JUL 6, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jeffry R. Allen            For       For        Management
1.2   Elect Director Alan L. Earhart            For       For        Management
1.3   Elect Director Thomas Georgens            For       For        Management
1.4   Elect Director Gerald Held                For       For        Management
1.5   Elect Director Nicholas G. Moore          For       For        Management
1.6   Elect Director T. Michael Nevens          For       For        Management
1.7   Elect Director George T. Shaheen          For       For        Management
1.8   Elect Director Robert T. Wall             For       For        Management
1.9   Elect Director Daniel J. Warmenhoven      For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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

Netflix, Inc.

Ticker:       NFLX           Security ID:  64110L106
Meeting Date: JUN 3, 2011    Meeting Type: Annual
Record Date:  APR 5, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Reed Hastings              For       For        Management
1.2   Elect Director Jay C. Hoag                For       For        Management
1.3   Elect Director A. George (Skip) Battle    For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Reduce Supermajority Vote Requirement     Against   For        Shareholder


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

NetLogic Microsystems, Inc.

Ticker:       NETL           Security ID:  64118B100
Meeting Date: MAY 20, 2011   Meeting Type: Annual
Record Date:  MAR 31, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ronald Jankov              For       For        Management
1.2   Elect Director Norman Godinho             For       For        Management
1.3   Elect Director Marvin Burkett             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

NII Holdings, Inc.

Ticker:       NIHD           Security ID:  62913F201
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles M. Herington       For       For        Management
1.2   Elect Director Rosendo G. Parra           For       For        Management
1.3   Elect Director John W. Risner             For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

Nordstrom, Inc.

Ticker:       JWN            Security ID:  655664100
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Phyllis J. Campbell        For       For        Management
2     Elect Director Michelle M. Ebanks         For       For        Management
3     Elect Director Enrique Hernandez, Jr.     For       For        Management
4     Elect Director Robert G. Miller           For       For        Management
5     Elect Director Blake W. Nordstrom         For       For        Management
6     Elect Director Erik B. Nordstrom          For       For        Management
7     Elect Director Peter E. Nordstrom         For       For        Management
8     Elect Director Philip G. Satre            For       For        Management
9     Elect Director Felicia D. Thornton        For       For        Management
10    Elect Director B. Kevin Turner            For       For        Management
11    Elect Director Robert D. Walter           For       For        Management
12    Elect Director Alison A. Winter           For       For        Management
13    Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

O'Reilly Automotive, Inc.

Ticker:       ORLY           Security ID:  67103H107
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David E. O'Reilly          For       For        Management
2     Elect Director Jay D. Burchfield          For       For        Management
3     Elect Director Paul R. Lederer            For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
6     Ratify Auditors                           For       For        Management


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

Oasis Petroleum Inc.

Ticker:       OAS            Security ID:  674215108
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ted Collins, Jr.           For       For        Management
1.2   Elect Director Douglas E. Swanson, Jr.    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Two Years One Year   Management


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

Panera Bread Company

Ticker:       PNRA           Security ID:  69840W108
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  APR 5, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ronald M. Shaich           For       For        Management
1.2   Elect Director Fred K. Foulkes            For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Increase Authorized Common Stock          For       For        Management
5     Ratify Auditors                           For       For        Management


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

Parker-Hannifin Corporation

Ticker:       PH             Security ID:  701094104
Meeting Date: OCT 27, 2010   Meeting Type: Annual
Record Date:  AUG 31, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert G. Bohn             For       For        Management
1.2   Elect Director Linda S. Harty             For       For        Management
1.3   Elect Director William E. Kassling        For       For        Management
1.4   Elect Director Robert J. Kohlhepp         For       For        Management
1.5   Elect Director Klaus-Peter Muller         For       For        Management
1.6   Elect Director Candy M. Obourn            For       For        Management
1.7   Elect Director Joseph M. Scaminace        For       For        Management
1.8   Elect Director Wolfgang R. Schmitt        For       For        Management
1.9   Elect Director Ake Svensson               For       For        Management
1.10  Elect Director Markos I. Tambakeras       For       For        Management
1.11  Elect Director James L. Wainscott         For       For        Management
1.12  Elect Director Donald E. Washkewicz       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Require Independent Board Chairman        Against   Against    Shareholder


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

Perrigo Company

Ticker:       PRGO           Security ID:  714290103
Meeting Date: OCT 27, 2010   Meeting Type: Annual
Record Date:  SEP 3, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Laurie Brlas               For       For        Management
1.2   Elect Director Michael J. Jandernoa       For       Withhold   Management
1.3   Elect Director Joseph C. Papa             For       For        Management
2     Ratify Auditors                           For       For        Management


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

Polo Ralph Lauren Corporation

Ticker:       RL             Security ID:  731572103
Meeting Date: AUG 5, 2010    Meeting Type: Annual
Record Date:  JUN 21, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank A. Bennack, Jr       For       For        Management
1.2   Elect Director Joel L. Fleishman          For       For        Management
1.3   Elect Director Steven P. Murphy           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

Polycom, Inc.

Ticker:       PLCM           Security ID:  73172K104
Meeting Date: MAY 26, 2011   Meeting Type: Annual
Record Date:  APR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Andrew M. Miller           For       For        Management
1.2   Elect Director Betsy S. Atkins            For       For        Management
1.3   Elect Director David G. Dewalt            For       For        Management
1.4   Elect Director John A. Kelley, Jr.        For       For        Management
1.5   Elect Director D. Scott Mercer            For       For        Management
1.6   Elect Director William A. Owens           For       For        Management
1.7   Elect Director Kevin T. Parker            For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
7     Ratify Auditors                           For       For        Management


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

Polypore International, Inc.

Ticker:       PPO            Security ID:  73179V103
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael Graff              For       For        Management
1.2   Elect Director W. Nicholas Howley         For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

priceline.com Incorporated

Ticker:       PCLN           Security ID:  741503403
Meeting Date: JUN 2, 2011    Meeting Type: Annual
Record Date:  APR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jeffery H. Boyd            For       For        Management
1.2   Elect Director Ralph M. Bahna             For       For        Management
1.3   Elect Director Howard W. Barker, Jr.      For       For        Management
1.4   Elect Director Jan L. Docter              For       For        Management
1.5   Elect Director Jeffrey E. Epstein         For       For        Management
1.6   Elect Director James M. Guyette           For       For        Management
1.7   Elect Director Nancy B. Peretsman         For       For        Management
1.8   Elect Director Craig W. Rydin             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Provide Right to Act by Written Consent   Against   For        Shareholder


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

Rackspace Hosting, Inc.

Ticker:       RAX            Security ID:  750086100
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Graham Weston              For       For        Management
1.2   Elect Director Palmer Moe                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Red Hat, Inc.

Ticker:       RHT            Security ID:  756577102
Meeting Date: AUG 12, 2010   Meeting Type: Annual
Record Date:  JUN 16, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Jeffrey J. Clarke          For       For        Management
2     Elect Director H. Hugh Shelton            For       For        Management
3     Ratify Auditors                           For       For        Management


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

ResMed Inc.

Ticker:                      Security ID:  761152107
Meeting Date: NOV 11, 2010   Meeting Type: Annual
Record Date:  SEP 14, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Kieran Gallahue            For       For        Management
2     Elect Director Michael Quinn              For       For        Management
3     Elect Director Richard Sulpizio           For       For        Management
4     Increase Limit of Annual Aggregate Fees   For       For        Management
      to Non-Executive Directors
5     Increase Authorized Common Stock          For       For        Management
6     Ratify Auditors                           For       For        Management


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

Riverbed Technology, Inc.

Ticker:       RVBD           Security ID:  768573107
Meeting Date: JUN 1, 2011    Meeting Type: Annual
Record Date:  APR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Michael R. Kourey          For       For        Management
2     Elect Director Mark S. Lewis              For       For        Management
3     Elect Director Steven McCanne             For       For        Management
4     Ratify Auditors                           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Rock-Tenn Company

Ticker:       RKT            Security ID:  772739207
Meeting Date: JAN 28, 2011   Meeting Type: Annual
Record Date:  NOV 26, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Powell Brown            For       Withhold   Management
1.2   Elect Director Robert M. Chapman          For       For        Management
1.3   Elect Director Russell M. Currey          For       For        Management
1.4   Elect Director G. Stephen Felker          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     None      One Year   Management


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

Rock-Tenn Company

Ticker:       RKT            Security ID:  772739207
Meeting Date: MAY 27, 2011   Meeting Type: Special
Record Date:  APR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Adjourn Meeting                           For       For        Management


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

Rockwell Automation, Inc.

Ticker:       ROK            Security ID:  773903109
Meeting Date: FEB 1, 2011    Meeting Type: Annual
Record Date:  DEC 6, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Donald R. Parfet           For       For        Management
1.2   Elect Director Steven R. Kalmanson        For       For        Management
1.3   Elect Director James P. Keane             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Rockwood Holdings, Inc.

Ticker:       ROC            Security ID:  774415103
Meeting Date: MAY 6, 2011    Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Brian F. Carroll           For       For        Management
1.2   Elect Director Todd A. Fisher             For       For        Management
1.3   Elect Director Douglas L. Maine           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Roper Industries, Inc.

Ticker:       ROP            Security ID:  776696106
Meeting Date: JUN 1, 2011    Meeting Type: Annual
Record Date:  APR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard F. Wallman         For       Withhold   Management
1.2   Elect Director Christopher Wright         For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Ratify Auditors                           For       For        Management


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

Rovi Corporation

Ticker:       ROVI           Security ID:  779376102
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 30, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Alfred J. Amoroso          For       For        Management
1.2   Elect Director Alan L. Earhart            For       For        Management
1.3   Elect Director Andrew K. Ludwick          For       For        Management
1.4   Elect Director James E. Meyer             For       For        Management
1.5   Elect Director James P. O'Shaughnessy     For       For        Management
1.6   Elect Director Ruthann Quindlen           For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

salesforce.com, inc.

Ticker:       CRM            Security ID:  79466L302
Meeting Date: JUN 9, 2011    Meeting Type: Annual
Record Date:  APR 19, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Marc Benioff               For       For        Management
2     Elect Director Craig Conway               For       For        Management
3     Elect Director Alan Hassenfeld            For       For        Management
4     Ratify Auditors                           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
7     Declassify the Board of Directors         Against   For        Shareholder


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

Salix Pharmaceuticals, Ltd.

Ticker:       SLXP           Security ID:  795435106
Meeting Date: JUN 16, 2011   Meeting Type: Annual
Record Date:  APR 20, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John F. Chappell           For       For        Management
1.2   Elect Director Thomas W. D'Alonzo         For       For        Management
1.3   Elect Director Richard A. Franco, Sr.     For       For        Management
1.4   Elect Director William P. Keane           For       For        Management
1.5   Elect Director Carolyn J. Logan           For       For        Management
1.6   Elect Director Mark A. Sirgo              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

SBA Communications Corporation

Ticker:       SBAC           Security ID:  78388J106
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven E. Bernstein        For       For        Management
1.2   Elect Director Duncan H. Cocroft          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan


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

Scripps Networks Interactive, Inc.

Ticker:       SNI            Security ID:  811065101
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David A. Galloway          For       For        Management
1.2   Elect Director Dale Pond                  For       For        Management
1.3   Elect Director Ronald W. Tysoe            For       For        Management


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

Signature Bank

Ticker:       SBNY           Security ID:  82669G104
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Scott A. Shay              For       For        Management
1.2   Elect Director Joseph J. Depaolo          For       For        Management
1.3   Elect Director Alfred B. Delbello         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Signet Jewelers Limited

Ticker:       SIG            Security ID:  G81276100
Meeting Date: JUN 16, 2011   Meeting Type: Annual
Record Date:  APR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Declassify the Board of Directors         For       For        Management
2a    Elect Sir Malcolm Williamson as Director  For       For        Management
2b    Elect Michael W. Barnes as Director       For       For        Management
2c    Elect Robert Blanchard as Director        For       For        Management
2d    Elect Dale Hilpert as Director            For       For        Management
2e    Elect Russell Walls as Director           For       For        Management
2f    Elect Marianne Parrs as Director          For       For        Management
2g    Elect Thomas Plaskett as Director         For       For        Management
3a    Elect Sir Malcolm Williamson as Director  For       For        Management
3b    Elect Michael W. Barnes as Director       For       For        Management
3c    Elect Robert Blanchard as Director        For       For        Management
3d    Elect Dale Hilpert as Director            For       For        Management
3e    Elect Russell Walls as Director           For       For        Management
3f    Elect Marianne Parrs as Director          For       For        Management
3g    Elect Thomas Plaskett as Director         For       For        Management
4     Approve KPMG LLP as Auditors and          For       For        Management
      Authorize Board to Fix Their Remuneration
5     Approve Executive Incentive Bonus Plan    For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Silicon Laboratories Inc.

Ticker:       SLAB           Security ID:  826919102
Meeting Date: APR 21, 2011   Meeting Type: Annual
Record Date:  FEB 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Navdeep S. Sooch           For       Withhold   Management
1.2   Elect Director Laurence G. Walker         For       For        Management
1.3   Elect Director William P. Wood            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Silver Wheaton Corp.

Ticker:       SLW            Security ID:  828336107
Meeting Date: MAY 20, 2011   Meeting Type: Annual
Record Date:  MAR 31, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Peter D. Barnes as Director         For       For        Management
1.2   Elect Lawrence I. Bell as Director        For       For        Management
1.3   Elect George L. Brack as Director         For       For        Management
1.4   Elect John A. Brough as Director          For       For        Management
1.5   Elect R. Peter Gillin as Director         For       For        Management
1.6   Elect Douglas M. Holtby as Director       For       For        Management
1.7   Elect Eduardo Luna as Director            For       For        Management
1.8   Elect Wade D. Nesmith as Director         For       For        Management
2     Approve Deloitte & Touche LLP as Auditors For       For        Management
      and Authorize Board to Fix Their
      Remuneration


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

Skyworks Solutions, Inc.

Ticker:       SWKS           Security ID:  83088M102
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 23, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Declassify the Board of Directors         For       For        Management
2.1   Elect Director David J. McLachlan         For       For        Management
2.2   Elect Director David J. Aldrich           For       For        Management
2.3   Elect Director Kevin L. Beebe             For       For        Management
2.4   Elect Director Moiz M. Beguwala           For       For        Management
2.5   Elect Director Timothy R. Furey           For       For        Management
2.6   Elect Director Balakrishnan S. Iyer       For       Withhold   Management
2.7   Elect Director Thomas C. Leonard          For       For        Management
2.8   Elect Director David P. McGlade           For       For        Management
2.9   Elect Director Robert A. Schriesheim      For       For        Management
3.1   Elect Director David J. Aldrich           For       For        Management
3.2   Elect Director Moiz M. Beguwala           For       For        Management
3.3   Elect Director David P. McGlade           For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan
6     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
7     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
8     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
9     Ratify Auditors                           For       For        Management


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

Solutia Inc.

Ticker:       SOA            Security ID:  834376501
Meeting Date: APR 18, 2011   Meeting Type: Annual
Record Date:  FEB 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William T. Monahan         For       For        Management
1.2   Elect Director Robert A. Peiser           For       For        Management
1.3   Elect Director Jeffry N. Quinn            For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

Sotheby's

Ticker:       BID            Security ID:  835898107
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John M. Angelo             For       For        Management
2     Elect Director Michael Blakenham          For       For        Management
3     Elect Director The Duke Of Devonshire     For       For        Management
4     Elect Director Daniel Meyer               For       For        Management
5     Elect Director James Murdoch              For       For        Management
6     Elect Director Allen Questrom             For       For        Management
7     Elect Director William F. Ruprecht        For       For        Management
8     Elect Director  Marsha Simms              For       For        Management
9     Elect Director Michael I. Sovern          For       For        Management
10    Elect Director Donald M. Stewart          For       For        Management
11    Elect Director Robert S. Taubman          For       For        Management
12    Elect Director Diana L. Taylor            For       For        Management
13    Elect Director Dennis M. Weibling         For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Starwood Hotels & Resorts Worldwide, Inc.

Ticker:       HOT            Security ID:  85590A401
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 10, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Adam M. Aron               For       For        Management
1.2   Elect Director Charlene Barshefsky        For       For        Management
1.3   Elect Director Thomas E. Clarke           For       For        Management
1.4   Elect Director Clayton C. Daley, Jr.      For       For        Management
1.5   Elect Director Bruce W. Duncan            For       For        Management
1.6   Elect Director Lizanne Galbreath          For       For        Management
1.7   Elect Director Eric Hippeau               For       For        Management
1.8   Elect Director Stephen R. Quazzo          For       For        Management
1.9   Elect Director Thomas O. Ryder            For       For        Management
1.10  Elect Director Frits van Paasschen        For       For        Management
1.11  Elect Director Kneeland C. Youngblood     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Stericycle, Inc.

Ticker:       SRCL           Security ID:  858912108
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Mark C. Miller             For       For        Management
2     Elect Director Jack W. Schuler            For       For        Management
3     Elect Director Thomas D. Brown            For       For        Management
4     Elect Director Rod F. Dammeyer            For       For        Management
5     Elect Director William K. Hall            For       For        Management
6     Elect Director Jonathan T. Lord           For       For        Management
7     Elect Director John Patience              For       For        Management
8     Elect Director James W.P. Reid-Anderson   For       For        Management
9     Elect Director Ronald G. Spaeth           For       For        Management
10    Approve Omnibus Stock Plan                For       For        Management
11    Ratify Auditors                           For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Stifel Financial Corp.

Ticker:       SF             Security ID:  860630102
Meeting Date: JUN 27, 2011   Meeting Type: Annual
Record Date:  APR 6, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Bruce A. Beda              For       For        Management
1.2   Elect Director Frederick O. Hanser        For       For        Management
1.3   Elect Director Ronald J. Kruszewski       For       For        Management
1.4   Elect Director Thomas P. Mulroy           For       For        Management
1.5   Elect Director Thomas W. Weisel           For       For        Management
1.6   Elect Director Kelvin R. Westbrook        For       For        Management
1.7   Elect Director Alton F. Irby III          For       For        Management
1.8   Elect Director Michael W. Brown           For       For        Management
1.9   Elect Director Robert E. Grady            For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Ratify Auditors                           For       For        Management


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

SuccessFactors, Inc.

Ticker:       SFSF           Security ID:  864596101
Meeting Date: JUN 3, 2011    Meeting Type: Annual
Record Date:  APR 12, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director William H. Harris, Jr.     For       For        Management
2     Elect Director William E. McGlashan, Jr.  For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Ratify Auditors                           For       For        Management


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

Superior Energy Services, Inc.

Ticker:       SPN            Security ID:  868157108
Meeting Date: MAY 20, 2011   Meeting Type: Annual
Record Date:  MAR 31, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Harold J. Bouillion        For       For        Management
1.2   Elect Director Enoch L. Dawkins           For       For        Management
1.3   Elect Director David D. Dunlap            For       For        Management
1.4   Elect Director James M. Funk              For       For        Management
1.5   Elect Director Terence E. Hall            For       For        Management
1.6   Elect Director Ernest E. Howard, III      For       For        Management
1.7   Elect Director Justin L. Sullivan         For       For        Management
2     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management
5     Approve Omnibus Stock Plan                For       For        Management


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

SXC Health Solutions Corp.

Ticker:       SXC            Security ID:  78505P100
Meeting Date: MAY 11, 2011   Meeting Type: Annual/Special
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Mark Thierer               For       For        Management
1.2   Elect Director Steven D. Cosler           For       For        Management
1.3   Elect Director Terrence Burke             For       For        Management
1.4   Elect Director William J. Davis           For       For        Management
1.5   Elect Director Philip R. Reddon           For       For        Management
1.6   Elect Director Curtis J. Thorne           For       For        Management
1.7   Elect Director Anthony R. Masso           For       For        Management
2     Amend Quorum Requirements                 For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
6     Approve KPMG US as Auditors and Authorize For       For        Management
      Board to Fix Their Remuneration


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

Teradata Corporation

Ticker:       TDC            Security ID:  88076W103
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Nancy E. Cooper            For       For        Management
2     Elect Director David E. Kepler            For       For        Management
3     Elect Director William S. Stavropoulos    For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Ratify Auditors                           For       For        Management


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

The Estee Lauder Companies Inc.

Ticker:       EL             Security ID:  518439104
Meeting Date: NOV 9, 2010    Meeting Type: Annual
Record Date:  SEP 15, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Aerin Lauder               For       For        Management
1.2   Elect Director William P. Lauder          For       Withhold   Management
1.3   Elect Director Lynn Forester de           For       For        Management
      Rothschild
1.4   Elect Director Richard D. Parsons         For       For        Management
1.5   Elect Director Richard F. Zannino         For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management


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

The J. M. Smucker Company

Ticker:       SJM            Security ID:  832696405
Meeting Date: AUG 18, 2010   Meeting Type: Annual
Record Date:  JUN 23, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Kathryn W. Dindo           For       For        Management
2     Elect Director Richard K. Smucker         For       For        Management
3     Elect Director William H. Steinbrink      For       For        Management
4     Elect Director Paul Smucker Wagstaff      For       For        Management
5     Ratify Auditors                           For       For        Management
6     Approve Omnibus Stock Plan                For       For        Management


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

TIBCO Software Inc.

Ticker:       TIBX           Security ID:  88632Q103
Meeting Date: APR 14, 2011   Meeting Type: Annual
Record Date:  FEB 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Vivek Y. Ranadive          For       For        Management
1.2   Elect Director Nanci E.Caldwell           For       For        Management
1.3   Elect Director Eric C.W. Dunn             For       For        Management
1.4   Elect Director Narendra K. Gupta          For       For        Management
1.5   Elect Director Peter J. Job               For       For        Management
1.6   Elect Director Philip K. Wood             For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

Tiffany & Co.

Ticker:       TIF            Security ID:  886547108
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Michael J. Kowalski        For       For        Management
2     Elect Director Rose Marie Bravo           For       For        Management
3     Elect Director Gary E. Costley            For       For        Management
4     Elect Director Lawrence K. Fish           For       For        Management
5     Elect Director Abby F. Kohnstamm          For       For        Management
6     Elect Director Charles K. Marquis         For       For        Management
7     Elect Director Peter W. May               For       For        Management
8     Elect Director J. Thomas Presby           For       For        Management
9     Elect Director William A. Shutzer         For       For        Management
10    Ratify Auditors                           For       For        Management
11    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
12    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Tractor Supply Company

Ticker:       TSCO           Security ID:  892356106
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  MAR 9, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James F. Wright            For       For        Management
1.2   Elect Director Johnston C. Adams          For       For        Management
1.3   Elect Director William Bass               For       For        Management
1.4   Elect Director Peter D. Bewley            For       For        Management
1.5   Elect Director Jack C. Bingleman          For       For        Management
1.6   Elect Director Richard W. Frost           For       For        Management
1.7   Elect Director Cynthia T. Jamison         For       For        Management
1.8   Elect Director George MacKenzie           For       For        Management
1.9   Elect Director Edna K. Morris             For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

TransDigm Group Incorporated

Ticker:       TDG            Security ID:  893641100
Meeting Date: MAR 3, 2011    Meeting Type: Annual
Record Date:  JAN 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Sean P. Hennessy           For       For        Management
1.2   Elect Director Douglas W. Peacock         For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Two Years One Year   Management
5     Ratify Auditors                           For       For        Management


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

Trimble Navigation Limited

Ticker:       TRMB           Security ID:  896239100
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 3, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven W. Berglund         For       For        Management
1.2   Elect Director John B. Goodrich           For       For        Management
1.3   Elect Director William Hart               For       For        Management
1.4   Elect Director Merit E. Janow             For       For        Management
1.5   Elect Director Ulf J. Johansson           For       For        Management
1.6   Elect Director Bradford W. Parkinson      For       For        Management
1.7   Elect Director Mark S. Peek               For       For        Management
1.8   Elect Director Nickolas W. Vande Steeg    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

TRW Automotive Holdings Corp.

Ticker:       TRW            Security ID:  87264S106
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Francois J. Castaing       For       For        Management
1.2   Elect Director Michael R. Gambrell        For       For        Management
1.3   Elect Director Paul H. O'neill            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Ulta Salon, Cosmetics & Fragrance, Inc.

Ticker:       ULTA           Security ID:  90384S303
Meeting Date: JUN 2, 2011    Meeting Type: Annual
Record Date:  APR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dennis K. Eck              For       For        Management
1.2   Elect Director Charles J. Philippin       For       For        Management
1.3   Elect Director Kenneth T. Stevens         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Approve Omnibus Stock Plan                For       For        Management


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

Under Armour, Inc.

Ticker:       UA             Security ID:  904311107
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  FEB 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kevin A. Plank             For       For        Management
1.2   Elect Director Byron K. Adams, Jr.        For       For        Management
1.3   Elect Director Douglas E. Coltharp        For       For        Management
1.4   Elect Director Anthony W. Deering         For       For        Management
1.5   Elect Director A.B. Krongard              For       For        Management
1.6   Elect Director William R. McDermott       For       For        Management
1.7   Elect Director Harvey L. Sanders          For       For        Management
1.8   Elect Director T homas J. Sippel          For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

United Rentals, Inc.

Ticker:       URI            Security ID:  911363109
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Jenne K. Britell           For       For        Management
2     Elect Director Jose B. Alvarez            For       For        Management
3     Elect Director Howard L. Clark, Jr.       For       For        Management
4     Elect Director Bobby J. Griffin           For       For        Management
5     Elect Director Michael J. Kneeland        For       For        Management
6     Elect Director Singleton B. McAllister    For       For        Management
7     Elect Director Brian D. McAuley           For       For        Management
8     Elect Director John S. McKinney           For       For        Management
9     Elect Director Jason D. Papastavrou       For       For        Management
10    Elect Director Filippo Passerini          For       For        Management
11    Elect Director Keith Wimbush              For       For        Management
12    Ratify Auditors                           For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

United Therapeutics Corporation

Ticker:       UTHR           Security ID:  91307C102
Meeting Date: JUN 29, 2011   Meeting Type: Annual
Record Date:  APR 30, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Raymond Dwek               For       For        Management
1.2   Elect Director Roger Jeffs                For       For        Management
1.3   Elect Director Christopher Patusky        For       For        Management
1.4   Elect Director Tommy Thompson             For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

Valeant Pharmaceuticals International Inc

Ticker:       VRX            Security ID:  91911K102
Meeting Date: MAY 16, 2011   Meeting Type: Annual
Record Date:  APR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Robert A. Ingram as Director        For       For        Management
1.2   Elect Theo Melas-Kyriazi  as Director     For       For        Management
1.3   Elect G. Mason Morfit as Director         For       For        Management
1.4   Elect Laurence E. Paul as Director        For       For        Management
1.5   Elect  J. Michael Pearson as Director     For       For        Management
1.6   Elect Robert N. Power as Director         For       For        Management
1.7   Elect Norma A. Provencio as Director      For       For        Management
1.8   Elect Lloyd M. Segal as Director          For       For        Management
1.9   Elect Katharine Stevenson as Director     For       For        Management
1.10  Elect Michael R. Van Every as Director    For       For        Management
2     Advisory Vote on Executive Compensation   For       For        Management
      Approach
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Approve Omnibus Stock Plan                For       For        Management
5     Amend Omnibus Stock Plan                  For       For        Management
6     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors


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

WABCO Holdings Inc.

Ticker:       WBC            Security ID:  92927K102
Meeting Date: MAY 26, 2011   Meeting Type: Annual
Record Date:  APR 5, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director G. Peter D'Aloia           For       Withhold   Management
1.2   Elect Director Juergen W. Gromer          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Waters Corporation

Ticker:       WAT            Security ID:  941848103
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Joshua Bekenstein          For       For        Management
1.2   Elect Director Michael J. Berendt         For       For        Management
1.3   Elect Director Douglas A. Berthiaume      For       For        Management
1.4   Elect Director Edward Conard              For       For        Management
1.5   Elect Director Laurie H. Glimcher         For       For        Management
1.6   Elect Director Christopher A. Kuebler     For       For        Management
1.7   Elect Director William J. Miller          For       For        Management
1.8   Elect Director Joann A. Reed              For       For        Management
1.9   Elect Director Thomas P. Salice           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Watson Pharmaceuticals, Inc.

Ticker:       WPI            Security ID:  942683103
Meeting Date: MAY 13, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Michael J. Fedida          For       For        Management
2     Elect Director Albert F. Hummel           For       For        Management
3     Elect Director Catherine M. Klema         For       For        Management
4     Elect Director Anthony Selwyn Tabatznik   For       For        Management
5     Declassify the Board of Directors         For       For        Management
6     Amend Omnibus Stock Plan                  For       For        Management
7     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
8     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
9     Ratify Auditors                           For       For        Management


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

WESCO International, Inc.

Ticker:       WCC            Security ID:  95082P105
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  MAR 30, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George L. Miles Jr.        For       For        Management
1.2   Elect Director John K. Morgan             For       For        Management
1.3   Elect Director James L. Singleton         For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

Whiting Petroleum Corporation

Ticker:       WLL            Security ID:  966387102
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director D. Sherwin Artus           For       For        Management
1.2   Elect Director Phillip E. Doty            For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Ratify Auditors                           For       For        Management


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

Whole Foods Market, Inc.

Ticker:       WFMI           Security ID:  966837106
Meeting Date: FEB 28, 2011   Meeting Type: Annual
Record Date:  JAN 3, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Elstrott              For       For        Management
1.2   Elect Director Gabrielle Greene           For       For        Management
1.3   Elect Director Shahid (Hass) Hassan       For       For        Management
1.4   Elect Director Stephanie Kugelman         For       For        Management
1.5   Elect Director John Mackey                For       For        Management
1.6   Elect Director Walter Robb                For       For        Management
1.7   Elect Director Jonathan Seiffer           For       Withhold   Management
1.8   Elect Director Morris (Mo) Siegel         For       For        Management
1.9   Elect Director Jonathan Sokoloff          For       Withhold   Management
1.10  Elect Director Ralph Sorenson             For       For        Management
1.11  Elect Director W. (Kip) Tindell, III      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Two Years One Year   Management
5     Amend Articles/Bylaws/Charter -- Removal  Against   For        Shareholder
      of Directors
6     Require Independent Board Chairman        Against   For        Shareholder


                            SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Registrant:  Oppenheimer Small- & Mid-Cap Growth Fund

By:          William F. Glavin, Jr.*
             --------------
             William F. Glavin, Jr.
             President and Principal Executive Officer

Date:        August 4, 2011

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