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 811-10571

BLUE CHIP INVESTOR FUNDS

(Exact name of registrant as specified in charter)

1939 Friendship Drive, Suite C, El Cajon, CA 92020

(Address of principal executive offices)              (Zip code)

Ross C. Provence

Blue Chip Investor Funds

1939 Friendship Drive, Suite C, El Cajon, CA 92020

(Name and address of agent for service)

Registrant's telephone number, including area code: (619) 588-9700

Date of fiscal year end: December 31

Date of reporting period: July 1, 2011 - June 30, 2012

Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).  The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking notes.

A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public.  A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

ITEM 1. PROXY VOTING RECORD:

Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:

(a). The name of the issuer of the portfolio security;

(b). The exchange ticker symbol of the portfolio security;

(c). The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;

(d). The shareholder meeting date;

(e). A brief identification of the matter voted on;

 (f). Whether the matter was proposed by the issuer or by a security holder;

(g). Whether the Registrant cast its vote on the matter;

(h). How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding   

       election of directors); and

 (i). Whether the Registrant cast its vote for or against management.

Blue Chip Investor Fund

Custodied at US Bank

MEDTRONIC, INC.

Security

585055106

Meeting Type

Annual

Ticker Symbol

MDT

Meeting Date

25-Aug-2011

ISIN

US5850551061

Agenda

933486931 - Management

Record Date

27-Jun-2011

Holding Recon Date

27-Jun-2011

Item

Proposal

Author

Vote Cast

For/Against Management

Managements Rec

01

DIRECTOR

Management

1

RICHARD H. ANDERSON

For

For

For

2

DAVID L. CALHOUN

For

For

For

3

VICTOR J. DZAU, M.D.

For

For

For

4

OMAR ISHRAK

For

For

For

5

SHIRLEY ANN JACKSON PHD

For

For

For

6

JAMES T. LENEHAN

For

For

For

7

DENISE M. O'LEARY

For

For

For

8

KENDALL J. POWELL

For

For

For

9

ROBERT C. POZEN

For

For

For

10

JEAN-PIERRE ROSSO

For

For

For

11

JACK W. SCHULER

For

For

For

02

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

Management

For

For

For

03

A NON-BINDING ADVISORY VOTE ON EXECUTIVE COMPENSATION (A "SAY-ON- PAY" VOTE).

Management

For

For

For

04

A NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF SAY-ON-PAY VOTES.

Management

1 Year

For

For

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

15,000

07-Jul-2011

07-Jul-2011

THE PROCTER & GAMBLE COMPANY

Security

742718109

Meeting Type

Annual

Ticker Symbol

PG

Meeting Date

11-Oct-2011

ISIN

US7427181091

Agenda

933500705 - Management

Record Date

12-Aug-2011

Holding Recon Date

12-Aug-2011

City /

Country

/

United States

Vote Deadline Date

10-Oct-2011

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A

ELECTION OF DIRECTOR: ANGELA F. BRALY

Management

For

For

For

1B

ELECTION OF DIRECTOR: KENNETH I. CHENAULT

Management

For

For

For

1C

ELECTION OF DIRECTOR: SCOTT D. COOK

Management

For

For

For

1D

ELECTION OF DIRECTOR: SUSAN DESMOND- HELLMANN

Management

For

For

For

1E

ELECTION OF DIRECTOR: ROBERT A. MCDONALD

Management

For

For

For

1F

ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR.

Management

For

For

For

1G

ELECTION OF DIRECTOR: JOHNATHAN A. RODGERS

Management

For

For

For

1H

ELECTION OF DIRECTOR: MARGARET C. WHITMAN

Management

For

For

For

1I

ELECTION OF DIRECTOR: MARY AGNES WILDEROTTER

Management

For

For

For

1J

ELECTION OF DIRECTOR: PATRICIA A. WOERTZ

Management

For

For

For

1K

ELECTION OF DIRECTOR: ERNESTO ZEDILLO

Management

For

For

For

02

RATIFY APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PAGE 65 OF PROXY STATEMENT)

Management

For

For

For

03

ADVISORY VOTE TO APPROVE THE COMPANY'S SAY ON PAY VOTE (PAGES 65- 66 OF PROXY STATEMENT)

Management

For

For

For

04

ADVISORY VOTE TO RECOMMEND THE FREQUENCY OF THE SAY ON PAY VOTE (PAGES 66-67 OF PROXY STATEMENT)

Management

1 Year

For

For

05

AMEND THE COMPANY'S AMENDED ARTICLES OF INCORPORATION (PAGE 67 OF PROXY STATEMENT)

Management

For

For

For

06

SHAREHOLDER PROPOSAL #1 - CUMULATIVE VOTING (PAGE 68 OF PROXY STATEMENT)

Shareholder

Against

For

Against

07

SHAREHOLDER PROPOSAL #2 - ANIMAL TESTING (PAGES 69-70 OF PROXY STATEMENT)

Shareholder

Against

For

Against

08

SHAREHOLDER PROPOSAL #3 - ELECTIONEERING CONTRIBUTIONS (PAGES 70-72 OF PROXY STATEMENT)

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

5,000

23-Sep-2011

23-Sep-2011

MICROSOFT CORPORATION

Security

594918104

Meeting Type

Annual

Ticker Symbol

MSFT

Meeting Date

15-Nov-2011

ISIN

US5949181045

Agenda

933510706 - Management

Record Date

02-Sep-2011

Holding Recon Date

02-Sep-2011

City /

Country

/

United States

Vote Deadline Date

14-Nov-2011

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1

ELECTION OF DIRECTOR: STEVEN A. BALLMER

Management

For

For

For

2

ELECTION OF DIRECTOR: DINA DUBLON

Management

For

For

For

3

ELECTION OF DIRECTOR: WILLIAM H. GATES III

Management

For

For

For

4

ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN

Management

For

For

For

5

ELECTION OF DIRECTOR: REED HASTINGS

Management

For

For

For

6

ELECTION OF DIRECTOR: MARIA M. KLAWE

Management

For

For

For

7

ELECTION OF DIRECTOR: DAVID F. MARQUARDT

Management

For

For

For

8

ELECTION OF DIRECTOR: CHARLES H. NOSKI

Management

For

For

For

9

ELECTION OF DIRECTOR: HELMUT PANKE

Management

For

For

For

10

ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION.

Management

For

For

For

11

ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION.

Management

1 Year

For

For

12

RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT AUDITOR.

Management

For

For

For

13

SHAREHOLDER PROPOSAL 1. ESTABLISHMENT OF A BOARD COMMITTEE ON ENVIRONMENTAL SUSTAINABILITY.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

23,000

24-Oct-2011

24-Oct-2011

CISCO SYSTEMS, INC.

Security

17275R102

Meeting Type

Annual

Ticker Symbol

CSCO

Meeting Date

07-Dec-2011

ISIN

US17275R1023

Agenda

933516885 - Management

Record Date

10-Oct-2011

Holding Recon Date

10-Oct-2011

City /

Country

/

United States

Vote Deadline Date

06-Dec-2011

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A

ELECTION OF DIRECTOR: CAROL A. BARTZ

Management

For

For

For

1B

ELECTION OF DIRECTOR: M. MICHELE BURNS

Management

For

For

For

1C

ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS

Management

For

For

For

1D

ELECTION OF DIRECTOR: LARRY R. CARTER

Management

For

For

For

1E

ELECTION OF DIRECTOR: JOHN T. CHAMBERS

Management

For

For

For

1F

ELECTION OF DIRECTOR: BRIAN L. HALLA

Management

For

For

For

1G

ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY

Management

For

For

For

1H

ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH

Management

For

For

For

1I

ELECTION OF DIRECTOR: RODERICK C. MCGEARY

Management

For

For

For

1J

ELECTION OF DIRECTOR: ARUN SARIN

Management

For

For

For

1K

ELECTION OF DIRECTOR: STEVEN M. WEST

Management

For

For

For

1L

ELECTION OF DIRECTOR: JERRY YANG

Management

For

For

For

2

APPROVAL OF AMENDMENT AND RESTATEMENT OF THE CISCO 2005 STOCK INCENTIVE PLAN.

Management

For

For

For

3

APPROVAL, ON AN ADVISORY BASIS, OF EXECUTIVE COMPENSATION.

Management

For

For

For

4

RECOMMENDATION, ON AN ADVISORY BASIS, ON THE FREQUENCY OF EXECUTIVE COMPENSATION VOTES.

Management

1 Year

For

For

5

RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS CISCO'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2012.

Management

For

For

For

6

APPROVAL TO AMEND CISCO'S BYLAWS TO ESTABLISH A BOARD COMMITTEE ON ENVIRONMENTAL SUSTAINABILITY.

Shareholder

Against

For

Against

7

APPROVAL TO REQUIRE THE BOARD TO PUBLISH INTERNET FRAGMENTATION REPORT TO SHAREHOLDERS WITHIN SIX MONTHS.

Shareholder

Against

For

Against

8

APPROVAL TO REQUIRE THAT CISCO EXECUTIVES RETAIN A SIGNIFICANT PERCENTAGE OF STOCK UNTIL TWO YEARS FOLLOWING TERMINATION.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

19,000

24-Oct-2011

24-Oct-2011

WALGREEN CO.

Security

931422109

Meeting Type

Annual

Ticker Symbol

WAG

Meeting Date

11-Jan-2012

ISIN

US9314221097

Agenda

933529717 - Management

Record Date

14-Nov-2011

Holding Recon Date

14-Nov-2011

City /

Country

/

United States

Vote Deadline Date

10-Jan-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A

ELECTION OF DIRECTOR: DAVID J. BRAILER

Management

For

For

For

1B

ELECTION OF DIRECTOR: STEVEN A. DAVIS

Management

For

For

For

1C

ELECTION OF DIRECTOR: WILLIAM C. FOOTE

Management

For

For

For

1D

ELECTION OF DIRECTOR: MARK P. FRISSORA

Management

For

For

For

1E

ELECTION OF DIRECTOR: GINGER L. GRAHAM

Management

For

For

For

1F

ELECTION OF DIRECTOR: ALAN G. MCNALLY

Management

For

For

For

1G

ELECTION OF DIRECTOR: NANCY M. SCHLICHTING

Management

For

For

For

1H

ELECTION OF DIRECTOR: DAVID Y. SCHWARTZ

Management

For

For

For

1I

ELECTION OF DIRECTOR: ALEJANDRO SILVA

Management

For

For

For

1J

ELECTION OF DIRECTOR: JAMES A. SKINNER

Management

For

For

For

1K

ELECTION OF DIRECTOR: GREGORY D. WASSON

Management

For

For

For

02

RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS WALGREEN CO.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

Management

For

For

For

03

APPROVAL OF THE WALGREEN CO. 2011 CASH-BASED INCENTIVE PLAN.

Management

For

For

For

04

ADVISORY VOTE ON THE APPROVAL OF NAMED EXECUTIVE OFFICER COMPENSATION.

Management

For

For

For

05

ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION.

Management

1 Year

For

1 Year

06

SHAREHOLDER PROPOSAL REGARDING AN EXECUTIVE EQUITY RETENTION POLICY.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

17,500

09-Dec-2011

09-Dec-2011

BECTON, DICKINSON AND COMPANY

Security

075887109

Meeting Type

Annual

Ticker Symbol

BDX

Meeting Date

31-Jan-2012

ISIN

US0758871091

Agenda

933537411 - Management

Record Date

12-Dec-2011

Holding Recon Date

12-Dec-2011

City /

Country

/

United States

Vote Deadline Date

30-Jan-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A

ELECTION OF DIRECTOR: BASIL L. ANDERSON

Management

For

For

For

1B

ELECTION OF DIRECTOR: HENRY P. BECTON, JR.

Management

For

For

For

1C

ELECTION OF DIRECTOR: EDWARD F. DEGRAAN

Management

For

For

For

1D

ELECTION OF DIRECTOR: VINCENT A. FORLENZA

Management

For

For

For

1E

ELECTION OF DIRECTOR: CLAIRE M. FRASER-LIGGETT

Management

For

For

For

1F

ELECTION OF DIRECTOR: CHRISTOPHER JONES

Management

For

For

For

1G

ELECTION OF DIRECTOR: MARSHALL O. LARSEN

Management

For

For

For

1H

ELECTION OF DIRECTOR: EDWARD J. LUDWIG

Management

For

For

For

1I

ELECTION OF DIRECTOR: ADEL A.F. MAHMOUD

Management

For

For

For

1J

ELECTION OF DIRECTOR: GARY A. MECKLENBURG

Management

For

For

For

1K

ELECTION OF DIRECTOR: JAMES F. ORR

Management

For

For

For

1L

ELECTION OF DIRECTOR: WILLARD J. OVERLOCK, JR.

Management

For

For

For

1M

ELECTION OF DIRECTOR: BERTRAM L. SCOTT

Management

For

For

For

1N

ELECTION OF DIRECTOR: ALFRED SOMMER

Management

For

For

For

02

RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

Management

For

For

For

03

ADVISORY VOTE ON EXECUTIVE COMPENSATION.

Management

For

For

For

04

CUMULATIVE VOTING.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

7,500

19-Jan-2012

19-Jan-2012

EMERSON ELECTRIC CO.

Security

291011104

Meeting Type

Annual

Ticker Symbol

EMR

Meeting Date

07-Feb-2012

ISIN

US2910111044

Agenda

933535695 - Management

Record Date

29-Nov-2011

Holding Recon Date

29-Nov-2011

City /

Country

/

United States

Vote Deadline Date

06-Feb-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

01

DIRECTOR

Management

1

C. FERNANDEZ G.*

For

For

For

2

A.F. GOLDEN*

For

For

For

3

W.R. JOHNSON*

For

For

For

4

J.B. MENZER*

For

For

For

5

A.A. BUSCH III**

For

For

For

6

R.L. RIDGWAY**

For

For

For

02

APPROVAL, BY NON-BINDING ADVISORY VOTE, OF EMERSON ELECTRIC CO. EXECUTIVE COMPENSATION.

Management

For

For

For

03

RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

Management

For

For

For

04

APPROVAL OF THE STOCKHOLDER PROPOSAL REQUESTING THE ISSUANCE OF A SUSTAINABILITY REPORT AS DESCRIBED IN THE PROXY STATEMENT.

Shareholder

Against

For

Against

05

APPROVAL OF THE STOCKHOLDER PROPOSAL REGARDING DECLASSIFICATION OF THE BOARD OF DIRECTORS AS DESCRIBED IN THE PROXY STATEMENT.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

6,500

19-Jan-2012

19-Jan-2012

ACCENTURE PLC

Security

G1151C101

Meeting Type

Annual

Ticker Symbol

ACN

Meeting Date

09-Feb-2012

ISIN

IE00B4BNMY34

Agenda

933540343 - Management

Record Date

12-Dec-2011

Holding Recon Date

12-Dec-2011

City /

Country

/

United States

Vote Deadline Date

08-Feb-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

01

ACCEPTANCE, IN A NON-BINDING VOTE, OF THE FINANCIAL STATEMENTS FOR THE TWELVE MONTH PERIOD ENDED AUGUST 31, 2011 AS PRESENTED

Management

For

For

For

2A

RE-APPOINTMENT OF DIRECTOR: DINA DUBLON

Management

For

For

For

2B

RE-APPOINTMENT OF DIRECTOR: WILLIAM D. GREEN

Management

For

For

For

2C

RE-APPOINTMENT OF DIRECTOR: NOBUYUKI IDEI

Management

For

For

For

2D

RE-APPOINTMENT OF DIRECTOR: MARJORIE MAGNER

Management

For

For

For

03

RATIFICATION, IN A NON-BINDING VOTE, OF APPOINTMENT OF KPMG AS INDEPENDENT AUDITORS FOR THE 2012 FISCAL YEAR AND AUTHORIZATION, IN A BINDING VOTE, OF THE BOARD, ACTING THROUGH THE AUDIT COMMITTEE, TO DETERMINE KPMG'S REMUNERATION

Management

For

For

For

04

APPROVAL, IN A NON-BINDING VOTE, OF THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS

Management

For

For

For

05

APPROVAL OF AMENDMENTS TO ACCENTURE PLC'S ARTICLES OF ASSOCIATION TO PROVIDE FOR THE PHASED-IN DECLASSIFICATION OF THE BOARD, BEGINNING IN 2013

Management

For

For

For

06

AUTHORIZATION TO HOLD THE 2013 ANNUAL GENERAL MEETING OF SHAREHOLDERS OF ACCENTURE PLC AT A LOCATION OUTSIDE OF IRELAND

Management

For

For

For

07

AUTHORIZATION OF ACCENTURE TO MAKE OPEN-MARKET PURCHASES OF ACCENTURE PLC CLASS A ORDINARY SHARES

Management

For

For

For

08

DETERMINATION OF THE PRICE RANGE AT WHICH ACCENTURE PLC CAN RE-ISSUE SHARES THAT IT ACQUIRES AS TREASURY STOCK

Management

For

For

For

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

6,000

19-Jan-2012

19-Jan-2012

HEWLETT-PACKARD COMPANY

Security

428236103

Meeting Type

Annual

Ticker Symbol

HPQ

Meeting Date

21-Mar-2012

ISIN

US4282361033

Agenda

933549834 - Management

Record Date

23-Jan-2012

Holding Recon Date

23-Jan-2012

City /

Country

/

United States

Vote Deadline Date

20-Mar-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A

ELECTION OF DIRECTOR: M. L. ANDREESSEN

Management

For

For

For

1B

ELECTION OF DIRECTOR: S. BANERJI

Management

For

For

For

1C

ELECTION OF DIRECTOR: R. L. GUPTA

Management

For

For

For

1D

ELECTION OF DIRECTOR: J. H. HAMMERGREN

Management

For

For

For

1E

ELECTION OF DIRECTOR: R. J. LANE

Management

For

For

For

1F

ELECTION OF DIRECTOR: A. M. LIVERMORE

Management

For

For

For

1G

ELECTION OF DIRECTOR: G. M. REINER

Management

For

For

For

1H

ELECTION OF DIRECTOR: P. F. RUSSO

Management

For

For

For

1I

ELECTION OF DIRECTOR: G. K. THOMPSON

Management

For

For

For

1J

ELECTION OF DIRECTOR: M. C. WHITMAN

Management

For

For

For

1K

ELECTION OF DIRECTOR: R. V. WHITWORTH

Management

For

For

For

2

RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING OCTOBER 31, 2012.

Management

For

For

For

3

ADVISORY VOTE ON EXECUTIVE COMPENSATION.

Management

For

For

For

4

STOCKHOLDER PROPOSAL ENTITLED "EXECUTIVES TO RETAIN SIGNIFICANT STOCK."

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

15,000

17-Feb-2012

17-Feb-2012

WELLS FARGO & COMPANY

Security

949746101

Meeting Type

Annual

Ticker Symbol

WFC

Meeting Date

24-Apr-2012

ISIN

US9497461015

Agenda

933560369 - Management

Record Date

24-Feb-2012

Holding Recon Date

24-Feb-2012

City /

Country

/

United States

Vote Deadline Date

23-Apr-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A)

ELECTION OF DIRECTOR: JOHN D. BAKER II

Management

For

For

For

1B)

ELECTION OF DIRECTOR: ELAINE L. CHAO

Management

For

For

For

1C)

ELECTION OF DIRECTOR: JOHN S. CHEN

Management

For

For

For

1D)

ELECTION OF DIRECTOR: LLOYD H. DEAN

Management

For

For

For

1E)

ELECTION OF DIRECTOR: SUSAN E. ENGEL

Management

For

For

For

1F)

ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR.

Management

For

For

For

1G)

ELECTION OF DIRECTOR: DONALD M. JAMES

Management

For

For

For

1H)

ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN

Management

For

For

For

1I)

ELECTION OF DIRECTOR: NICHOLAS G. MOORE

Management

For

For

For

1J)

ELECTION OF DIRECTOR: FEDERICO F. PENA

Management

For

For

For

1K)

ELECTION OF DIRECTOR: PHILIP J. QUIGLEY

Management

For

For

For

1L)

ELECTION OF DIRECTOR: JUDITH M. RUNSTAD

Management

For

For

For

1M)

ELECTION OF DIRECTOR: STEPHEN W. SANGER

Management

For

For

For

1N)

ELECTION OF DIRECTOR: JOHN G. STUMPF

Management

For

For

For

1O)

ELECTION OF DIRECTOR: SUSAN G. SWENSON

Management

For

For

For

2.

PROPOSAL TO APPROVE AN ADVISORY RESOLUTION TO APPROVE THE NAMED EXECUTIVES' COMPENSATION.

Management

For

For

For

3.

PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS FOR 2012.

Management

For

For

For

4.

STOCKHOLDER PROPOSAL REGARDING THE ADOPTION OF A POLICY TO REQUIRE AN INDEPENDENT CHAIRMAN.

Shareholder

Against

For

Against

5.

STOCKHOLDER PROPOSAL TO PROVIDE FOR CUMULATIVE VOTING IN CONTESTED DIRECTOR ELECTIONS.

Shareholder

Against

For

Against

6.

STOCKHOLDER PROPOSAL TO AMEND THE COMPANY'S BY-LAWS TO ALLOW STOCKHOLDERS TO NOMINATE DIRECTOR CANDIDATES FOR INCLUSION IN THE COMPANY'S PROXY MATERIALS.

Shareholder

Against

For

Against

7.

STOCKHOLDER PROPOSAL REGARDING AN INVESTIGATION AND REPORT ON INTERNAL CONTROLS FOR MORTGAGE SERVICING OPERATIONS.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

30,000

18-Apr-2012

18-Apr-2012

STRYKER CORPORATION

Security

863667101

Meeting Type

Annual

Ticker Symbol

SYK

Meeting Date

24-Apr-2012

ISIN

US8636671013

Agenda

933566258 - Management

Record Date

05-Mar-2012

Holding Recon Date

05-Mar-2012

City /

Country

/

United States

Vote Deadline Date

23-Apr-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1.

DIRECTOR

Management

1

HOWARD E. COX, JR.

For

For

For

2

S.M. DATAR, PH.D.

For

For

For

3

ROCH DOLIVEUX, DVM

For

For

For

4

LOUISE L. FRANCESCONI

For

For

For

5

ALLAN C. GOLSTON

For

For

For

6

HOWARD L. LANCE

For

For

For

7

WILLIAM U. PARFET

For

For

For

8

RONDA E. STRYKER

For

For

For

2.

RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.

Management

For

For

For

3.

APPROVAL OF AN AMENDMENT TO THE COMPANY'S RESTATED ARTICLES OF INCORPORATION TO IMPLEMENT A MAJORITY VOTE STANDARD FOR UNCONTESTED ELECTIONS OF DIRECTORS.

Management

For

For

For

4.

RE-APPROVAL OF THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER THE EXECUTIVE BONUS PLAN.

Management

For

For

For

5.

APPROVAL, IN AN ADVISORY VOTE, OF THE COMPANY'S NAMED EXECUTIVE OFFICER COMPENSATION.

Management

For

For

For

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

6,000

30-Mar-2012

30-Mar-2012

THE COCA-COLA COMPANY

Security

191216100

Meeting Type

Annual

Ticker Symbol

KO

Meeting Date

25-Apr-2012

ISIN

US1912161007

Agenda

933558035 - Management

Record Date

27-Feb-2012

Holding Recon Date

27-Feb-2012

City /

Country

/

United States

Vote Deadline Date

24-Apr-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A.

ELECTION OF DIRECTOR: HERBERT A. ALLEN

Management

For

For

For

1B.

ELECTION OF DIRECTOR: RONALD W. ALLEN

Management

For

For

For

1C.

ELECTION OF DIRECTOR: HOWARD G. BUFFETT

Management

For

For

For

1D.

ELECTION OF DIRECTOR: RICHARD M. DALEY

Management

For

For

For

1E.

ELECTION OF DIRECTOR: BARRY DILLER

Management

For

For

For

1F.

ELECTION OF DIRECTOR: EVAN G. GREENBERG

Management

For

For

For

1G.

ELECTION OF DIRECTOR: ALEXIS M. HERMAN

Management

For

For

For

1H.

ELECTION OF DIRECTOR: MUHTAR KENT

Management

For

For

For

1I.

ELECTION OF DIRECTOR: DONALD R. KEOUGH

Management

For

For

For

1J.

ELECTION OF DIRECTOR: ROBERT A. KOTICK

Management

For

For

For

1K.

ELECTION OF DIRECTOR: MARIA ELENA LAGOMASINO

Management

For

For

For

1L.

ELECTION OF DIRECTOR: DONALD F. MCHENRY

Management

For

For

For

1M.

ELECTION OF DIRECTOR: SAM NUNN

Management

For

For

For

1N.

ELECTION OF DIRECTOR: JAMES D. ROBINSON III

Management

For

For

For

1O.

ELECTION OF DIRECTOR: PETER V. UEBERROTH

Management

For

For

For

1P.

ELECTION OF DIRECTOR: JACOB WALLENBERG

Management

For

For

For

1Q.

ELECTION OF DIRECTOR: JAMES B. WILLIAMS

Management

For

For

For

2.

RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS.

Management

For

For

For

3.

ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

Management

For

For

For

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

6,000

18-Apr-2012

18-Apr-2012

JOHNSON & JOHNSON

Security

478160104

Meeting Type

Annual

Ticker Symbol

JNJ

Meeting Date

26-Apr-2012

ISIN

US4781601046

Agenda

933562301 - Management

Record Date

28-Feb-2012

Holding Recon Date

28-Feb-2012

City /

Country

/

United States

Vote Deadline Date

25-Apr-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A.

ELECTION OF DIRECTOR: MARY SUE COLEMAN

Management

For

For

For

1B.

ELECTION OF DIRECTOR: JAMES G. CULLEN

Management

For

For

For

1C.

ELECTION OF DIRECTOR: IAN E.L. DAVIS

Management

For

For

For

1D.

ELECTION OF DIRECTOR: ALEX GORSKY

Management

For

For

For

1E.

ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS

Management

For

For

For

1F.

ELECTION OF DIRECTOR: SUSAN L. LINDQUIST

Management

For

For

For

1G.

ELECTION OF DIRECTOR: ANNE M. MULCAHY

Management

For

For

For

1H.

ELECTION OF DIRECTOR: LEO F. MULLIN

Management

For

For

For

1I.

ELECTION OF DIRECTOR: WILLIAM D. PEREZ

Management

For

For

For

1J.

ELECTION OF DIRECTOR: CHARLES PRINCE

Management

For

For

For

1K.

ELECTION OF DIRECTOR: DAVID SATCHER

Management

For

For

For

1L.

ELECTION OF DIRECTOR: WILLIAM C. WELDON

Management

For

For

For

1M.

ELECTION OF DIRECTOR: RONALD A. WILLIAMS

Management

For

For

For

2.

ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION

Management

For

For

For

3.

APPROVAL OF THE COMPANY'S 2012 LONG- TERM INCENTIVE PLAN

Management

For

For

For

4.

RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012

Management

For

For

For

5.

SHAREHOLDER PROPOSAL ON INDEPENDENT BOARD CHAIRMAN

Shareholder

Against

For

Against

6.

SHAREHOLDER PROPOSAL ON BINDING VOTE ON POLITICAL CONTRIBUTIONS

Shareholder

Against

For

Against

7.

SHAREHOLDER PROPOSAL ON ADOPTING NON-ANIMAL METHODS FOR TRAINING

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

12,000

30-Apr-2012

ABBOTT LABORATORIES

Security

002824100

Meeting Type

Annual

Ticker Symbol

ABT

Meeting Date

27-Apr-2012

ISIN

US0028241000

Agenda

933560408 - Management

Record Date

29-Feb-2012

Holding Recon Date

29-Feb-2012

City /

Country

/

United States

Vote Deadline Date

26-Apr-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1.

DIRECTOR

Management

1

R.J. ALPERN

For

For

For

2

R.S. AUSTIN

For

For

For

3

S.E. BLOUNT

For

For

For

4

W.J. FARRELL

For

For

For

5

E.M. LIDDY

For

For

For

6

N. MCKINSTRY

For

For

For

7

P.N. NOVAKOVIC

For

For

For

8

W.A. OSBORN

For

For

For

9

S.C. SCOTT III

For

For

For

10

G.F. TILTON

For

For

For

11

M.D. WHITE

For

For

For

2.

RATIFICATION OF DELOITTE & TOUCHE LLP AS AUDITORS

Management

For

For

For

3.

SAY ON PAY - AN ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION

Management

For

For

For

4.

SHAREHOLDER PROPOSAL - TRANSPARENCY IN ANIMAL RESEARCH

Shareholder

Against

For

Against

5.

SHAREHOLDER PROPOSAL - LOBBYING DISCLOSURE

Shareholder

Against

For

Against

6.

SHAREHOLDER PROPOSAL - INDEPENDENT BOARD CHAIR

Shareholder

Against

For

Against

7.

SHAREHOLDER PROPOSAL - TAX GROSS- UPS

Shareholder

Against

For

Against

8.

SHAREHOLDER PROPOSAL - EQUITY RETENTION AND HEDGING

Shareholder

Against

For

Against

9.

SHAREHOLDER PROPOSAL - INCENTIVE COMPENSATION

Shareholder

Against

For

Against

10.

SHAREHOLDER PROPOSAL - BAN ACCELERATED VESTING OF AWARDS UPON A CHANGE IN CONTROL

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

16,000

30-Apr-2012

PEPSICO, INC.

Security

713448108

Meeting Type

Annual

Ticker Symbol

PEP

Meeting Date

02-May-2012

ISIN

US7134481081

Agenda

933566842 - Management

Record Date

02-Mar-2012

Holding Recon Date

02-Mar-2012

City /

Country

/

United States

Vote Deadline Date

01-May-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A.

ELECTION OF DIRECTOR: S.L. BROWN

Management

For

For

For

1B.

ELECTION OF DIRECTOR: I.M. COOK

Management

For

For

For

1C.

ELECTION OF DIRECTOR: D. DUBLON

Management

For

For

For

1D.

ELECTION OF DIRECTOR: V.J. DZAU

Management

For

For

For

1E.

ELECTION OF DIRECTOR: R.L. HUNT

Management

For

For

For

1F.

ELECTION OF DIRECTOR: A. IBARGUEN

Management

For

For

For

1G.

ELECTION OF DIRECTOR: I.K. NOOYI

Management

For

For

For

1H.

ELECTION OF DIRECTOR: S.P. ROCKEFELLER

Management

For

For

For

1I.

ELECTION OF DIRECTOR: J.J. SCHIRO

Management

For

For

For

1J.

ELECTION OF DIRECTOR: L.G. TROTTER

Management

For

For

For

1K.

ELECTION OF DIRECTOR: D. VASELLA

Management

For

For

For

1L.

ELECTION OF DIRECTOR: A. WEISSER

Management

For

For

For

2.

RATIFY THE APPOINTMENT KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2012.

Management

For

For

For

3.

APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE COMPENSATION.

Management

For

For

For

4.

RE-APPROVAL OF THE PERFORMANCE MEASURES UNDER OUR 2007 LONG-TERM INCENTIVE PLAN.

Management

For

For

For

5.

SHAREHOLDER PROPOSAL - LOBBYING PRACTICES REPORT.

Shareholder

Against

For

Against

6.

SHAREHOLDER PROPOSAL - FORMATION OF RISK OVERSIGHT COMMITTEE.

Shareholder

Against

For

Against

7.

SHAREHOLDER PROPOSAL - CHAIRMAN OF THE BOARD SHALL BE AN INDEPENDENT DIRECTOR.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

8,000

30-Apr-2012

30-Apr-2012

BERKSHIRE HATHAWAY INC.

Security

084670108

Meeting Type

Annual

Ticker Symbol

BRKA

Meeting Date

05-May-2012

ISIN

US0846701086

Agenda

933565092 - Management

Record Date

07-Mar-2012

Holding Recon Date

07-Mar-2012

City /

Country

/

United States

Vote Deadline Date

04-May-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1.

DIRECTOR

Management

1

WARREN E. BUFFETT

For

For

For

2

CHARLES T. MUNGER

For

For

For

3

HOWARD G. BUFFETT

For

For

For

4

STEPHEN B. BURKE

For

For

For

5

SUSAN L. DECKER

For

For

For

6

WILLIAM H. GATES III

For

For

For

7

DAVID S. GOTTESMAN

For

For

For

8

CHARLOTTE GUYMAN

For

For

For

9

DONALD R. KEOUGH

For

For

For

10

THOMAS S. MURPHY

For

For

For

11

RONALD L. OLSON

For

For

For

12

WALTER SCOTT, JR.

For

For

For

2.

SHAREHOLDER PROPOSAL REGARDING SUCCESSION PLANNING.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

40

30-Apr-2012

30-Apr-2012

AFLAC INCORPORATED

Security

001055102

Meeting Type

Annual

Ticker Symbol

AFL

Meeting Date

07-May-2012

ISIN

US0010551028

Agenda

933570358 - Management

Record Date

29-Feb-2012

Holding Recon Date

29-Feb-2012

City /

Country

/

United States

Vote Deadline Date

04-May-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A.

ELECTION OF DIRECTOR: DANIEL P. AMOS

Management

For

For

For

1B.

ELECTION OF DIRECTOR: JOHN SHELBY AMOS II

Management

For

For

For

1C.

ELECTION OF DIRECTOR: PAUL S. AMOS II

Management

For

For

For

1D.

ELECTION OF DIRECTOR: KRISS CLONINGER III

Management

For

For

For

1E.

ELECTION OF DIRECTOR: ELIZABETH J. HUDSON

Management

For

For

For

1F.

ELECTION OF DIRECTOR: DOUGLAS W. JOHNSON

Management

For

For

For

1G.

ELECTION OF DIRECTOR: ROBERT B. JOHNSON

Management

For

For

For

1H.

ELECTION OF DIRECTOR: CHARLES B. KNAPP

Management

For

For

For

1I.

ELECTION OF DIRECTOR: E. STEPHEN PURDOM, M.D.

Management

For

For

For

1J.

ELECTION OF DIRECTOR: BARBARA K. RIMER, DRPH

Management

For

For

For

1K.

ELECTION OF DIRECTOR: MARVIN R. SCHUSTER

Management

For

For

For

1L.

ELECTION OF DIRECTOR: MELVIN T. STITH

Management

For

For

For

1M.

ELECTION OF DIRECTOR: DAVID GARY THOMPSON

Management

For

For

For

1N.

ELECTION OF DIRECTOR: TAKURO YOSHIDA

Management

For

For

For

2.

TO CONSIDER THE FOLLOWING NON- BINDING ADVISORY PROPOSAL: "RESOLVED, THAT THE SHAREHOLDERS APPROVE THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFI CERS, AS DESCRIBED N THE COMPENSATION DISCUSSION AND ANALYSIS, EXECUTIVE COMPENSATION TABLES AND ACCOMPANYING NARRATIVE DISCLOSURE IN THE PROXY STATEMENT.

Management

For

For

For

3.

TO CONSIDER AND ADOPT AN AMENDED AND RESTATED 2004 AFLAC INCORPORATED LONG-TERM INCENTIVE PLAN ("LTIP"), WITH NO ADDITIONAL SHARES AUTHORIZED UNDER THE LTIP.

Management

For

For

For

4.

TO CONSIDER AND ADOPT AN AMENDED AND RESTATED 2013 MANAGEMENT INCENTIVE PLAN.

Management

For

For

For

5.

RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2012.

Management

For

For

For

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

25,000

30-Apr-2012

30-Apr-2012

3M COMPANY

Security

88579Y101

Meeting Type

Annual

Ticker Symbol

MMM

Meeting Date

08-May-2012

ISIN

US88579Y1010

Agenda

933562185 - Management

Record Date

09-Mar-2012

Holding Recon Date

09-Mar-2012

City /

Country

/

United States

Vote Deadline Date

07-May-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A.

ELECTION OF DIRECTOR: LINDA G. ALVARADO

Management

For

For

For

1B.

ELECTION OF DIRECTOR: VANCE D. COFFMAN

Management

For

For

For

1C.

ELECTION OF DIRECTOR: MICHAEL L. ESKEW

Management

For

For

For

1D.

ELECTION OF DIRECTOR: W. JAMES FARRELL

Management

For

For

For

1E.

ELECTION OF DIRECTOR: HERBERT L. HENKEL

Management

For

For

For

1F.

ELECTION OF DIRECTOR: EDWARD M. LIDDY

Management

For

For

For

1G.

ELECTION OF DIRECTOR: ROBERT S. MORRISON

Management

For

For

For

1H.

ELECTION OF DIRECTOR: AULANA L. PETERS

Management

For

For

For

1I.

ELECTION OF DIRECTOR: INGE G. THULIN

Management

For

For

For

1J.

ELECTION OF DIRECTOR: ROBERT J. ULRICH

Management

For

For

For

2.

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS 3M'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

Management

For

For

For

3.

ADVISORY APPROVAL OF EXECUTIVE COMPENSATION.

Management

For

For

For

4.

TO APPROVE THE 2012 AMENDED AND RESTATED GENERAL EMPLOYEES STOCK PURCHASE PLAN.

Management

For

For

For

5.

TO APPROVE THE AMENDED 2008 LONG- TERM INCENTIVE PLAN.

Management

For

For

For

6.

STOCKHOLDER PROPOSAL ON LOBBYING.

Shareholder

Against

For

Against

7.

STOCKHOLDER PROPOSAL TO PROHIBIT POLITICAL SPENDING FROM CORPORATE TREASURY FUNDS.

Shareholder

Against

For

Against

8.

STOCKHOLDER PROPOSAL ON INDEPENDENT BOARD CHAIRMAN.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

4,000

30-Apr-2012

30-Apr-2012

OMNICOM GROUP INC.

Security

681919106

Meeting Type

Annual

Ticker Symbol

OMC

Meeting Date

22-May-2012

ISIN

US6819191064

Agenda

933598344 - Management

Record Date

02-Apr-2012

Holding Recon Date

02-Apr-2012

City /

Country

/

United States

Vote Deadline Date

21-May-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A.

ELECTION OF DIRECTOR: JOHN D. WREN

Management

For

For

For

1B.

ELECTION OF DIRECTOR: BRUCE CRAWFORD

Management

For

For

For

1C.

ELECTION OF DIRECTOR: ALAN R. BATKIN

Management

For

For

For

1D.

ELECTION OF DIRECTOR: MARY C. CHOKSI

Management

For

For

For

1E.

ELECTION OF DIRECTOR: ROBERT CHARLES CLARK

Management

For

For

For

1F.

ELECTION OF DIRECTOR: LEONARD S. COLEMAN, JR.

Management

For

For

For

1G.

ELECTION OF DIRECTOR: ERROL M. COOK

Management

For

For

For

1H.

ELECTION OF DIRECTOR: SUSAN S. DENISON

Management

For

For

For

1I.

ELECTION OF DIRECTOR: MICHAEL A. HENNING

Management

For

For

For

1J.

ELECTION OF DIRECTOR: JOHN R. MURPHY

Management

For

For

For

1K.

ELECTION OF DIRECTOR: JOHN R. PURCELL

Management

For

For

For

1L.

ELECTION OF DIRECTOR: LINDA JOHNSON RICE

Management

For

For

For

1M.

ELECTION OF DIRECTOR: GARY L. ROUBOS

Management

For

For

For

2.

RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT AUDITORS FOR THE 2012 FISCAL YEAR.

Management

For

For

For

3.

COMPANY PROPOSAL TO APPROVE THE AMENDMENT TO OUR BY-LAWS TO PROVIDE THAT HOLDERS OF AT LEAST 25% OF THE COMBINED VOTING POWER OF THE COMPANY'S OUTSTANDING CAPITAL STOCK MAY REQUEST A SPECIAL MEETING OF SHAREHOLDERS.

Management

For

For

For

4.

ADVISORY VOTE ON THE COMPANY'S EXECUTIVE COMPENSATION.

Management

For

For

For

5.

SHAREHOLDER PROPOSAL REGARDING ANNUAL DISCLOSURE OF EEO-1 DATA.

Shareholder

Against

For

Against

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

13,000

30-Apr-2012

30-Apr-2012

FISERV, INC.

Security

337738108

Meeting Type

Annual

Ticker Symbol

FISV

Meeting Date

23-May-2012

ISIN

US3377381088

Agenda

933604197 - Management

Record Date

28-Mar-2012

Holding Recon Date

28-Mar-2012

City /

Country

/

United States

Vote Deadline Date

22-May-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1.

DIRECTOR

Management

1

DANIEL P. KEARNEY 2015

For

For

For

2

JEFFERY W. YABUKI 2015

For

For

For

2.

TO APPROVE AN AMENDMENT TO OUR ARTICLES OF INCORPORATION THAT WOULD ELIMINATE THE CLASSIFIED STRUCTURE OF OUR BOARD OF DIRECTORS AND PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS AS SET FORTH IN THE AMENDMENT.

Management

For

For

For

3.

TO APPROVE PERFORMANCE GOALS AND RELATED MATTERS UNDER THE FISERV, INC. 2007 OMNIBUS INCENTIVE PLAN.

Management

For

For

For

4.

TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

Management

For

For

For

5.

TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.

Management

For

For

For

Account Number

Account Name

Internal Account

Custodian

Ballot Shares

Unavailable Shares

Vote Date

Date Confirmed

19-0788

BLUE CHIP INVESTOR FUND

19-0788

U.S. BANK

10,000

30-Apr-2012

30-Apr-2012

WAL-MART STORES, INC.

Security

931142103

Meeting Type

Annual

Ticker Symbol

WMT

Meeting Date

01-Jun-2012

ISIN

US9311421039

Agenda

933607408 - Management

Record Date

04-Apr-2012

Holding Recon Date

04-Apr-2012

City /

Country

/

United States

Vote Deadline Date

31-May-2012

SEDOL(s)

Quick Code

Item

Proposal

Type

Vote

For/Against Management

Managements Rec

1A

ELECTION OF DIRECTOR: AIDA M. ALVAREZ

Management

For

For

For

1B

ELECTION OF DIRECTOR: JAMES W. BREYER

Management

For

For

For

1C

ELECTION OF DIRECTOR: M. MICHELE BURNS

Management

For

For

For

1D

ELECTION OF DIRECTOR: JAMES I. CASH, JR.

Management

For

For

For

1E

ELECTION OF DIRECTOR: ROGER C. CORBETT

Management

For

For

For

1F

ELECTION OF DIRECTOR: DOUGLAS N. DAFT

Management

For

For

For

1G

ELECTION OF DIRECTOR: MICHAEL T. DUKE

Management

For

For

For

1H

ELECTION OF DIRECTOR: MARISSA A. MAYER

Management

For

For

For

1I

ELECTION OF DIRECTOR: GREGORY B. PENNER

Management

For

For

For

1J

ELECTION OF DIRECTOR: STEVEN S REINEMUND

Management

For

For

For

1K

ELECTION OF DIRECTOR: H. LEE SCOTT, JR.

Management

For

For

For

1L

ELECTION OF DIRECTOR: ARNE M. SORENSON

Management

For

For

For

1M

ELECTION OF DIRECTOR: JIM C. WALTON

Management

For

For

For

1N

ELECTION OF DIRECTOR: S. ROBSON WALTON

Management

For

For

For

1O

ELECTION OF DIRECTOR: CHRISTOPHER J. WILLIAMS

Management

For

For

For

1P

ELECTION OF DIRECTOR: LINDA S. WOLF

Management

For

For

For

02

RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT ACCOUNTANTS

Management

For

For

For

03

ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION

Management

For

For

For

04

POLITICAL CONTRIBUTIONS REPORT

Shareholder

Against

For

Against

05

DIRECTOR NOMINATION POLICY

Shareholder

Against

For

Against

06

REPORT REGARDING INCENTIVE COMPENSATION PROGRAMS

Shareholder

Against

For

Against

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.

BLUE CHIP INVESTOR  FUNDS

By: /s/Ross C. Provence                       

       Ross C. Provence, President

Date:                 8/14/12