-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, O8bvyWId0jdiQBXzGHP0CZHBrXhRsSbi5yLi+AQ9Qi0o7K8DNY14RP3bvu2FleO7 PXem+O6SUHfMsKfJEkaDqQ== 0000950123-09-038943.txt : 20090828 0000950123-09-038943.hdr.sgml : 20090828 20090827190529 ACCESSION NUMBER: 0000950123-09-038943 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090630 FILED AS OF DATE: 20090828 DATE AS OF CHANGE: 20090827 EFFECTIVENESS DATE: 20090828 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Morgan Stanley Series Funds CENTRAL INDEX KEY: 0001398956 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-22075 FILM NUMBER: 091040898 BUSINESS ADDRESS: STREET 1: 1221 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 800-869-6397 MAIL ADDRESS: STREET 1: 1221 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10020 0001398956 S000018572 Morgan Stanley Diversified Large Cap Equity Fund C000051535 Class A DLEAX C000051536 Class B DLEBX C000051537 Class C DLECX C000051538 Class I DLEDX 0001398956 S000018573 Morgan Stanley Diversified International Equity Fund C000051539 Class A DLIAX C000051540 Class B DLIBX C000051541 Class C DLICX C000051542 Class I DLIDX 0001398956 S000021245 Morgan Stanley Commodities Alpha Fund C000060577 Class A C000060578 Class C C000060579 Class I C000060580 Class R C000064959 Class W 0001398956 S000022847 Morgan Stanley Alternative Opportunities Fund C000066257 Class A C000066258 Class C C000066259 Class I C000066260 Class R C000066261 Class W 0001398956 S000023453 U.S. Multi-Cap Alpha Fund C000068897 Class A C000068898 Class C C000068899 Class I C000068900 Class R C000068901 Class W N-PX 1 y0195096nvpx.txt FORM N-PX UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22075 Morgan Stanley Series Fund (Exact name of registrant as specified in charter) 522 Fifth Avenue, New York, New York 10036 (Address of principal executive offices) (Zip code)
Stefanie V. Chang Yu, Esq. Managing Director Morgan Stanley Investment Advisors Inc. 522 Fifth Avenue New York, New York 10036 (Name and address of agent for service) Registrant's telephone number, including area code: 800-869-6397 Date of fiscal year end: 10/31 Date of reporting period: 7/1/08 - 6/30/09 ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-22075 Reporting Period: 07/01/2008 - 06/30/2009 Morgan Stanley Series Funds ================ MORGAN STANLEY ALTERNATIVE OPPORTUNITIES FUND ================= There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. ==================== MORGAN STANLEY COMMODITIES ALPHA FUND ===================== There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. ============= MORGAN STANLEY DIVERSIFIED INTERNATIONAL EQUITY FUND ============= BRITISH AIRWAYS PLC Ticker: BAY Security ID: G14980109 Meeting Date: JUL 15, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 5 Pence Per For For Management Ordinary Share 4 Re-elect Willie Walsh as Director For For Management 5 Re-elect Maarten van den Bergh as For For Management Director 6 Re-elect Baroness Kingsmill as Director For For Management 7 Re-elect Ken Smart as Director For For Management 8 Re-elect Baroness Symons as Director For For Management 9 Reappoint Ernst & Young LLP as Auditors For For Management of the Company 10 Authorise Board to Fix Remuneration of For For Management Auditors 11 Auth. Company and its Subsidiaries to For For Management Make EU Political Donations to Political Parties and Independent Election Candidates up to GBP 0.1M, to Political Org. Other Than Political Parties up to GBP 0.1M and Incur EU Political Expenditure up to GBP 0.1M 12 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 95,000,000 13 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 14,400,000 14 Authorise up to Ten Percent of For For Management Aggregate Nominal Amount of the Company's Issued Ordinary Share Capital for Market Purchase 15 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- BRITISH ENERGY GROUP PLC Ticker: BGY Security ID: G1531P152 Meeting Date: JUL 17, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Elect Robert Walvis as Director For For Management 3 Re-elect Ian Harley as Director For For Management 4 Re-elect David Pryde as Director For For Management 5 Re-elect Sir Adrian Montague as For For Management Director 6 Reappoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 7 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 8 Approve Final Dividend of 13.6 Pence For For Management Per Ordinary Share 9 Approve Remuneration Report For For Management 10 Adopt New Articles of Association For For Management 11 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 34,118,000 12 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 5,169,000 - -------------------------------------------------------------------------------- BRITISH LAND COMPANY PLC, THE Ticker: BLND Security ID: G15540118 Meeting Date: JUL 11, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Dividend of 8.75 Pence For For Management Per Ordinary Share 3 Re-elect Stephen Hester as Director For For Management 4 Re-elect Graham Roberts as Director For For Management 5 Reappoint Deloitte & Touche LLP as For For Management Auditors of the Company 6 Authorise Board to Fix Remuneration of For For Management Auditors 7 Approve Remuneration Report For For Management 8 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 42,578,925 9 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 6,386,838 10 Authorise 51,094,711 Ordinary Shares For For Management for Market Purchase 11 Adopt New Articles of Association For For Management 12 Conditional Upon the Passing of For For Management Resolution 11, Amend Articles of Association Re: Directors' Conflicts of Interest 13 Amend The British Land Company Fund For For Management Managers' Performance Plan 14 Conditional Upon the Passing of For For Management Resolution 13, Apply the Amendments to the FMPP with Effect From the Start of the Financial Year Commencing 1st April 2007 - -------------------------------------------------------------------------------- BT GROUP PLC Ticker: BTGOF Security ID: G16612106 Meeting Date: JUL 16, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 10.4 Pence For For Management Per Ordinary Share 4 Re-elect Hanif Lalani as Director For For Management 5 Re-elect Carl Symon as Director For For Management 6 Elect Sir Michael Rake as Director For For Management 7 Elect Gavin Patterson as Director For For Management 8 Elect Eric Daniels as Director For For Management 9 Elect Patricia Hewitt as Director For For Management 10 Reappoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 11 Authorise Board to Fix Remuneration of For For Management Auditors 12 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 127,000,000 13 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 21,000,000 14 Authorise 774,000,000 Ordinary Shares For For Management for Market Purchase 15 Authorise British Telecommunications For For Management plc to Make EU Political Donations to Political Parties and/or Independent Election Candidates up to GBP 75,000 and to Political Organisations Other Than Political Parties up to GBP 25,000 - -------------------------------------------------------------------------------- INVENSYS PLC Ticker: ISYS Security ID: G49133161 Meeting Date: JUL 18, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For Against Management 3 Re-elect Bay Green as Director For For Management 4 Reappoint Ernst & Young LLP as Auditors For For Management of the Company 5 Authorise Board to Fix Remuneration of For For Management Auditors 6 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 26,307,729 7 Subject to the Passing of Resolution 6, For For Management Authorise Issue of Equity or Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 3,986,019 8 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- JOHNSON ELECTRIC HOLDINGS LTD. Ticker: Security ID: G5150J140 Meeting Date: JUL 24, 2008 Meeting Type: Annual Record Date: JUL 18, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Consolidated Financial For For Management Statements and Statutory Reports 2 Approve Final Dividend For For Management 3a Reelect Yik-Chun Kwoo Wang as Director For Against Management 3b Reelect Peter Stuart Allenby Edwards as For For Management Director 3c Reelect Patrick Blackwell Paul as For Against Management Director 3d Reelect Michael John Enright as For For Management Director 4 Approve Remuneration of Directors For For Management 5 Reappoint PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 6 Fix Number of Directors at 15 and For For Management Authorize Board to Appoint Additional Directors Up to Such Maximum Number 7 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 8 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 9 Authorize Reissuance of Repurchased For Against Management Shares - -------------------------------------------------------------------------------- JOHNSON MATTHEY PLC Ticker: JMAT Security ID: G51604109 Meeting Date: JUL 22, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 26.0 Pence For For Management Per Ordinary Share 4 Elect Dorothy Thompson as Director For For Management 5 Re-elect David Morgan as Director For For Management 6 Re-elect Alan Thomson as Director For For Management 7 Re-elect Robert Walvis as Director For For Management 8 Reappoint KPMG Audit plc as Auditors of For For Management the Company 9 Authorise Board to Fix Remuneration of For For Management Auditors 10 Auth. Company and its Subsidiaries to For For Management Make EU Political Donations to Political Parties or Independent Election Candidates up to GBP 50,000, to Political Org. Other Than Political Parties up to GBP 50,000 and Incur EU Political Expenditure up to GBP 50,000 11 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 70,876,387 12 Subject to the Passing of Resolution For For Management 11, Authorise Issue of Equity or Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 11,033,680 13 Authorise 21,467,573 Ordinary Shares For For Management for Market Purchase 14 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- MARKS & SPENCER GROUP PLC Ticker: MKS Security ID: G5824M107 Meeting Date: JUL 9, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For Against Management 3 Approve Final Dividend of 14.2 Pence For For Management Per Ordinary Share 4 Elect Kate Bostock as Director For For Management 5 Elect Steven Esom as Director For For Management 6 Re-elect Sir Stuart Rose as Director For For Management 7 Re-elect Steven Sharp as Director For For Management 8 Reappoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 9 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 10 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 132,142,878 11 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 19,821,432 12 Authorise 158,500,000 Ordinary Shares For For Management for Market Purchase 13 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- SUEZ Ticker: SZE Security ID: F90131115 Meeting Date: JUL 16, 2008 Meeting Type: Annual/Special Record Date: JUL 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger by Absorption of Rivolam For For Management 2 Approve Spin-Off of Suez Environnement For For Management 3 Approve Distribution of 65 percent of For For Management Suez Environnement to Suez's Shareholders 4 Approve Special Auditors' Report For For Management Regarding Related-Party Transactions 5 Approve Merger by Absorption of Suez by For For Management GDF 6 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- TATE & LYLE PLC Ticker: TATYF Security ID: G86838128 Meeting Date: JUL 23, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 16.1 Pence For For Management Per Ordinary Share 4 Re-elect Dr Barry Zoumas as Director For For Management 5 Re-elect Sir David Lees as Director For For Management 6 Reappoint PricewaterhouseCoopers LLP as For For Management Auditors of the Company 7 Authorise Board to Fix Remuneration of For For Management Auditors 8 Authorise 45,788,628 Ordinary Shares For For Management for Market Purchase 9 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 38,157,190 10 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 5,723,578 11 Authorise the Company to Make EU For For Management Political Donations to Political Organisations up to GBP 100,000 and Incur EU Political Expenditure up to GBP 100,000 12 Adopt New Articles of Association For For Management =============== MORGAN STANLEY DIVERSIFIED LARGE CAP EQUITY FUND =============== CENTEX CORP. Ticker: CTX Security ID: 152312104 Meeting Date: JUL 10, 2008 Meeting Type: Annual Record Date: MAY 19, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara T. Alexander For For Management 1.2 Elect Director Timothy R. Eller For For Management 1.3 Elect Director James J. Postl For For Management 2 Ratify Auditors For For Management 3 Amend Articles of Incorporation to For For Management Remove Certain Provisions 4 Approve Executive Incentive Bonus Plan For For Management 5 Amend Omnibus Stock Plan For For Management 6 Amend Omnibus Stock Plan For For Management 7 Adopt Greenhouse Gas Goals for Products Against For Shareholder and Operations 8 Declassify the Board of Directors Against For Shareholder ===================== MORGAN STANLEY MULTI-CAP ALPHA FUND ====================== 3M CO Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 12, 2009 Meeting Type: Annual Record Date: MAR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linda G. Alvarado For For Management 1.2 Elect Director George W. Buckley For For Management 1.3 Elect Director Vance D. Coffman For For Management 1.4 Elect Director Michael L. Eskew For For Management 1.5 Elect Director W. James Farrell For For Management 1.6 Elect Director Herbert L. Henkel For For Management 1.7 Elect Director Edward M. Liddy For For Management 1.8 Elect Director Robert S. Morrison For For Management 1.9 Elect Director Aulana L. Peters For Against Management 1.10 Elect Director Robert J. Ulrich For For Management 2 Ratify Auditors For For Management 3 Amend Bylaws-- Call Special Meetings Against For Shareholder 4 Stock Retention/Holding Period Against Abstain Shareholder - -------------------------------------------------------------------------------- ALLEGHENY TECHNOLOGIES INCORPORATED Ticker: ATI Security ID: 01741R102 Meeting Date: MAY 7, 2009 Meeting Type: Annual Record Date: MAR 11, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Diane C. Creel For For Management 1.2 Elect Director James E. Rohr For For Management 1.3 Elect Director Louis J. Thomas For For Management 1.4 Elect Director Barbara S. Jeremiah For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AMGEN, INC. Ticker: AMGN Security ID: 031162100 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director David Baltimore For For Management 2 Elect Director Frank J. Biondi, Jr. For For Management 3 Elect Director Francois de Carbonnel For For Management 4 Elect Director Jerry D. Choate For For Management 5 Elect Director Vance D. Coffman For For Management 6 Elect Director Frederick W. Gluck For For Management 7 Elect Director Frank C. Herringer For For Management 8 Elect Director Gilbert S. Omenn For For Management 9 Elect Director Judith C. Pelham For For Management 10 Elect Director J. Paul Reason For For Management 11 Elect Director Leonard D. Schaeffer For For Management 12 Elect Director Kevin W. Sharer For For Management 13 Ratify Auditors For For Management 14 Approve Omnibus Stock Plan For For Management 15 Reduce Supermajority Vote Requirement For For Management 16 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 17 Reincorporate in Another State [from Against Against Shareholder Delaware to North Dakota ] - -------------------------------------------------------------------------------- AUTOZONE, INC. Ticker: AZO Security ID: 053332102 Meeting Date: DEC 17, 2008 Meeting Type: Annual Record Date: OCT 20, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William C. Crowley For For Management 1.2 Elect Director Sue E. Gove For For Management 1.3 Elect Director Earl G. Graves, Jr. For For Management 1.4 Elect Director Robert R. Grusky For For Management 1.5 Elect Director J.R. Hyde, III For For Management 1.6 Elect Director W. Andrew McKenna For For Management 1.7 Elect Director George R. Mrkonic, Jr. For For Management 1.8 Elect Director Luis P. Nieto For For Management 1.9 Elect Director William C. Rhodes, III For For Management 1.10 Elect Director Theodore W. Ullyot For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BANK OF NEW YORK MELLON CORP., THE Ticker: BK Security ID: 064058100 Meeting Date: APR 14, 2009 Meeting Type: Annual Record Date: FEB 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ruth E. Bruch For For Management 1.2 Elect Director Nicholas M. Donofrio For For Management 1.3 Elect Director Gerald L. Hassell For For Management 1.4 Elect Director Edmund F. Kelly For For Management 1.5 Elect Director Robert P. Kelly For For Management 1.6 Elect Director Richard J. Kogan For For Management 1.7 Elect Director Michael J. Kowalski For For Management 1.8 Elect Director John A. Luke, Jr. For For Management 1.9 Elect Director Robert Mehrabian For For Management 1.10 Elect Director Mark A. Nordenberg For For Management 1.11 Elect Director Catherine A. Rein For For Management 1.12 Elect Director William C. Richardson For For Management 1.13 Elect Director Samuel C. Scott III For For Management 1.14 Elect Director John P. Surma For For Management 1.15 Elect Director Wesley W. von Schack For For Management 2 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 3 Ratify Auditors For For Management 4 Provide for Cumulative Voting Against Against Shareholder 5 Stock Retention/Holding Period Against For Shareholder - -------------------------------------------------------------------------------- BOSTON SCIENTIFIC CORP. Ticker: BSX Security ID: 101137107 Meeting Date: MAY 5, 2009 Meeting Type: Annual Record Date: MAR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John E. Abele For For Management 2 Elect Director Ursula M. Burns For Against Management 3 Elect Director Marye Anne Fox For Against Management 4 Elect Director Ray J. Groves For For Management 5 Elect Director Kristina M. Johnson For Against Management 6 Elect Director Ernest Mario For For Management 7 Elect Director N.J. Nicholas, Jr. For Against Management 8 Elect Director Pete M. Nicholas For Against Management 9 Elect Director John E. Pepper For Against Management 10 Elect Director Uwe E. Reinhardt For For Management 11 Elect Director Warren B. Rudman For For Management 12 Elect Director John E. Sununu For For Management 13 Elect Director James R. Tobin For For Management 14 Ratify Auditors For For Management 15 Other Business For Against Management - -------------------------------------------------------------------------------- CAMERON INTERNATIONAL CORP Ticker: CAM Security ID: 13342B105 Meeting Date: MAY 13, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Baker Cunningham For For Management 1.2 Elect Director Sheldon R. Erikson For For Management 1.3 Elect Director Douglas L. Foshee For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CARDINAL HEALTH, INC. Ticker: CAH Security ID: 14149Y108 Meeting Date: JUN 23, 2009 Meeting Type: Special Record Date: MAY 15, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Stock Option Exchange Program For For Management - -------------------------------------------------------------------------------- CHARLES SCHWAB CORP., THE Ticker: SCHW Security ID: 808513105 Meeting Date: MAY 14, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nancy H. Bechtle For For Management 1.2 Elect Director Walter W. Bettinger II For For Management 1.3 Elect Director C. Preston Butcher For For Management 2 Report on Political Contributions Against For Shareholder 3 Seek Shareholder Approval for Certain Against Against Shareholder Death Benefits 4 Amend Corporate Executive Bonus Plan Against Against Shareholder - -------------------------------------------------------------------------------- CME GROUP INC. Ticker: CME Security ID: 12572Q105 Meeting Date: MAY 13, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis H. Chookaszian For For Management 1.2 Elect Director Robert F. Corvino For For Management 1.3 Elect Director Larry G. Gerdes For For Management 1.4 Elect Director Daniel R. Glickman For For Management 1.5 Elect Director James E. Oliff For For Management 1.6 Elect Director John L. Pietrzak For For Management 1.7 Elect Director Alex J. Pollock For Withhold Management 1.8 Elect Director William R. Shepard For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Non-Employee Director Omnibus For For Management Stock Plan 4 Amend Executive Incentive Bonus Plan For For Management 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CMS ENERGY CORP. Ticker: CMS Security ID: 125896100 Meeting Date: MAY 22, 2009 Meeting Type: Annual Record Date: MAR 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Merribel S. Ayres For For Management 1.2 Elect Director Jon E. Barfield For For Management 1.3 Elect Director Richard M. Gabrys For For Management 1.4 Elect Director David W. Joos For For Management 1.5 Elect Director Philip R. Lochner, Jr. For For Management 1.6 Elect Director Michael T. Monahan For For Management 1.7 Elect Director Joseph F. Paquette, Jr. For For Management 1.8 Elect Director Percy A. Pierre For For Management 1.9 Elect Director Kenneth L. Way For For Management 1.10 Elect Director Kenneth Whipple For For Management 1.11 Elect Director John B. Yasinsky For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Executive Incentive Bonus Plan For For Management 5 Adopt Majority Voting for Uncontested For For Management Election of Directors - -------------------------------------------------------------------------------- COCA-COLA COMPANY, THE Ticker: KO Security ID: 191216100 Meeting Date: APR 22, 2009 Meeting Type: Annual Record Date: FEB 23, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herbert A. Allen For For Management 1.2 Elect Director Ronald W. Allen For For Management 1.3 Elect Director Cathleen P. Black For Against Management 1.4 Elect Director Barry Diller For Against Management 1.5 Elect Director Alexis M. Herman For For Management 1.6 Elect Director Muhtar Kent For For Management 1.7 Elect Director Donald R. Keough For For Management 1.8 Elect Director Maria Elena Lagomsino For For Management 1.9 Elect Director Donald F. McHenry For For Management 1.10 Elect Director Sam Nunn For For Management 1.11 Elect Director James D. Robinson III For Against Management 1.12 Elect Director Peter V. Ueberroth For For Management 1.13 Elect Director Jacob Wallenberg For For Management 1.14 Elect Director James B. Williams For Against Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 4 Require Independent Board Chairman Against For Shareholder 5 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 6 Performance-Based Equity Awards Against Against Shareholder - -------------------------------------------------------------------------------- DIAMOND OFFSHORE DRILLING, INC. Ticker: DO Security ID: 25271C102 Meeting Date: MAY 19, 2009 Meeting Type: Annual Record Date: MAR 23, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James S. Tisch For For Management 1.2 Elect Director Lawrence R. Dickerson For For Management 1.3 Elect Director John R. Bolton For For Management 1.4 Elect Director Charles L. Fabrikant For For Management 1.5 Elect Director Paul G. Gaffney II For For Management 1.6 Elect Director Edward Grebow For For Management 1.7 Elect Director Herbert C. Hofmann For For Management 1.8 Elect Director Arthur L. Rebell For Withhold Management 1.9 Elect Director Raymond S. Troubh For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DOLLAR TREE INC. Ticker: DLTR Security ID: 256746108 Meeting Date: JUN 18, 2009 Meeting Type: Annual Record Date: APR 17, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Arnold S. Barron For For Management 1.2 Elect Director J. Douglas Perry For For Management 1.3 Elect Director Thomas A. Saunders III For Withhold Management 1.4 Elect Director Carl P. Zeithaml For For Management 2 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- DOVER CORPORATION Ticker: DOV Security ID: 260003108 Meeting Date: MAY 7, 2009 Meeting Type: Annual Record Date: MAR 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director D. H. Benson For For Management 1.2 Elect Director R. W. Cremin For For Management 1.3 Elect Director T. J. Derosa For For Management 1.4 Elect Director J-P. M. Ergas For For Management 1.5 Elect Director P. T. Francis For For Management 1.6 Elect Directors K. C. Graham For For Management 1.7 Elect Director J. L. Koley For For Management 1.8 Elect Director R. A. Livingston For For Management 1.9 Elect Director R. K. Lochridge For For Management 1.10 Elect Director B. G. Rethore For For Management 1.11 Elect Director M. B. Stubbs For For Management 1.12 Elect Director M. A. Winston For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Report on Climate Change Against For Shareholder 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ECOLAB, INC. Ticker: ECL Security ID: 278865100 Meeting Date: MAY 8, 2009 Meeting Type: Annual Record Date: MAR 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Leslie S. Biller For For Management 1.2 Elect Director Jerry A. Grundhofer For For Management 1.3 Elect Director John J. Zillmer For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- EMERSON ELECTRIC CO. Ticker: EMR Security ID: 291011104 Meeting Date: FEB 3, 2009 Meeting Type: Annual Record Date: NOV 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A.A. Busch III For For Management 1.2 Elect Director A.F. Golden For Withhold Management 1.3 Elect Director H. Green For For Management 1.4 Elect Director W.R. Johnson For For Management 1.5 Elect Director J.B. Menzer For For Management 1.6 Elect Director V.R. Loucks, Jr. For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EXELON CORPORATION Ticker: EXC Security ID: 30161N101 Meeting Date: APR 28, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John A. Canning, Jr. For For Management 1.2 Elect Director M. Walter D'Alessio For For Management 1.3 Elect Director Bruce DeMars For For Management 1.4 Elect Director Nelson A. Diaz For For Management 1.5 Elect Director Rosemarie B. Greco For For Management 1.6 Elect Director Paul L. Joskow For For Management 1.7 Elect Director John M. Palms For For Management 1.8 Elect Director John W. Rogers, Jr. For For Management 1.9 Elect Director John W. Rowe For For Management 1.10 Elect Director Stephen D. Steinour For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Report on Global Warming Against Against Shareholder - -------------------------------------------------------------------------------- EXXON MOBIL CORP. Ticker: XOM Security ID: 30231G102 Meeting Date: MAY 27, 2009 Meeting Type: Annual Record Date: APR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director M.J. Boskin For For Management 1.2 Elect Director L.R. Faulkner For For Management 1.3 Elect Director K.C. Frazier For For Management 1.4 Elect Director .W. George For For Management 1.5 Elect Director R.C. King For For Management 1.6 Elect Director M.C. Nelson For For Management 1.7 Elect Director S.J. Palmisano For For Management 1.8 Elect Director S.S Reinemund For For Management 1.9 Elect Director R.W. Tillerson For For Management 1.10 Elect Director E.E. Whitacre, Jr. For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against Against Shareholder 4 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings 5 Reincorporate in Another State [from Against Against Shareholder New Jersey to North Dakota] 6 Require Independent Board Chairman Against Against Shareholder 7 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 8 Report on Pay Disparity Against Against Shareholder 9 Review Anti-discrimination Policy on Against Against Shareholder Corporate Sponsorships and Executive Perks 10 Amend EEO Policy to Prohibit Against For Shareholder Discrimination based on Sexual Orientation and Gender Identity 11 Adopt Quantitative GHG Goals for Against Abstain Shareholder Products and Operations 12 Report on Climate Change Impacts on Against Against Shareholder Emerging Countries 13 Adopt Policy to Increase Renewable Against Abstain Shareholder Energy - -------------------------------------------------------------------------------- FIRST HORIZON NATIONAL CORP Ticker: FHN Security ID: 320517105 Meeting Date: APR 21, 2009 Meeting Type: Annual Record Date: FEB 20, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark A. Emkes For For Management 1.2 Elect Director D. Bryan Jordan For For Management 1.3 Elect Director R. Brad Martin For For Management 1.4 Elect Director Vicki R. Palmer For For Management 1.5 Elect Director William B. Sansom For For Management 2 Ratify Auditors For Abstain Management 3 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation - -------------------------------------------------------------------------------- FMC TECHNOLOGIES, INC. Ticker: FTI Security ID: 30249U101 Meeting Date: MAY 15, 2009 Meeting Type: Annual Record Date: MAR 19, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect DirectorMike R. Bowlin For For Management 1.2 Elect DirectorPhilip J. Burguieres For For Management 1.3 Elect DirectorPeter D. Kinnear For For Management 1.4 Elect DirectorEdward J. Mooney For For Management 1.5 Elect DirectorJames M. Ringler For For Management 2 Increase Authorized Common Stock For For Management - -------------------------------------------------------------------------------- FTI CONSULTING, INC. Ticker: FCN Security ID: 302941109 Meeting Date: JUN 3, 2009 Meeting Type: Annual Record Date: MAR 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Denis J. Callaghan For For Management 1.2 Elect Director Matthew F. McHugh For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GILEAD SCIENCES, INC. Ticker: GILD Security ID: 375558103 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul Berg For For Management 1.2 Elect Director John F. Cogan For For Management 1.3 Elect Director Etienne F. Davignon For For Management 1.4 Elect Director James M. Denny For For Management 1.5 Elect Director Carla A. Hills For For Management 1.6 Elect Director John W. Madigan For For Management 1.7 Elect Director John C. Martin For For Management 1.8 Elect Director Gordon E. Moore For For Management 1.9 Elect Director Nicholas G. Moore For For Management 1.10 Elect Director Richard J. Whitley For For Management 1.11 Elect Director Gayle E. Wilson For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- GOOGLE INC Ticker: GOOG Security ID: 38259P508 Meeting Date: MAY 7, 2009 Meeting Type: Annual Record Date: MAR 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eric Schmidt For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Larry Page For For Management 1.4 Elect Director L. John Doerr For For Management 1.5 Elect Director John L. Hennessy For For Management 1.6 Elect Director Arthur D. Levinson For For Management 1.7 Elect Director Ann Mather For For Management 1.8 Elect Director Paul S. Otellini For For Management 1.9 Elect Director K. Ram Shriram For For Management 1.10 Elect Director Shirley M. Tilghman For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Report on Political Contributions For For Shareholder 5 Adopt Policies to Protect Freedom of Against Against Shareholder Access to the Internet 6 Adopt Principles for Health Care Reform Against Against Shareholder - -------------------------------------------------------------------------------- HEWLETT-PACKARD COMPANY Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 18, 2009 Meeting Type: Annual Record Date: JAN 20, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lawrence T. Babbio, Jr. For For Management 2 Elect Director Sari M. Baldauf For For Management 3 Elect Director Rajiv L. Gupta For For Management 4 Elect Director John H. Hammergren For For Management 5 Elect Director Mark V. Hurd For For Management 6 Elect Director Joel Z. Hyatt For For Management 7 Elect Director John R. Joyce For For Management 8 Elect Director Robert L. Ryan For For Management 9 Elect Director Lucille S. Salhany For For Management 10 Elect Director G. Kennedy Thompson For Against Management 11 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HOME DEPOT, INC. Ticker: HD Security ID: 437076102 Meeting Date: MAY 28, 2009 Meeting Type: Annual Record Date: MAR 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director F. Duane Ackerman For For Management 2 Elect Director David H. Batchelder For For Management 3 Elect Director Francis S. Blake For For Management 4 Elect Director Ari Bousbib For For Management 5 Elect Director Gregory D. Brenneman For For Management 6 Elect Director Albert P. Carey For For Management 7 Elect Director Armando Codina For For Management 8 Elect Director Bonnie G. Hill For For Management 9 Elect Director Karen L. Katen For For Management 10 Ratify Auditors For For Management 11 Approve Right to Call Special Meetings For For Management 12 Provide for Cumulative Voting Against Against Shareholder 13 Call Special Meetings Against For Shareholder 14 Prepare Employment Diversity Report Against Against Shareholder 15 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 16 Assess Energy Use and Establish Against For Shareholder Reduction Targets - -------------------------------------------------------------------------------- HOST HOTELS & RESORTS, INC. Ticker: HST Security ID: 44107P104 Meeting Date: MAY 14, 2009 Meeting Type: Annual Record Date: MAR 17, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roberts M. Baylis For For Management 1.2 Elect Director Terence C. Golden For For Management 1.3 Elect Director Ann M. Korologos For For Management 1.4 Elect Director Richard E. Marriott For For Management 1.5 Elect Director Judith A. McHale For For Management 1.6 Elect Director John B. Morse, Jr. For For Management 1.7 Elect Director W. Edward Walter For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Increase Authorized Common Stock For For Management - -------------------------------------------------------------------------------- INGERSOLL-RAND COMPANY LIMITED Ticker: IR Security ID: G4776G101 Meeting Date: JUN 3, 2009 Meeting Type: Annual Record Date: APR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect A.C. Berzin as Director For For Management 1b Elect J. L. Cohon as Director For For Management 1c Elect G. D. Forsee as Director For For Management 1d Elect P. C. Godsoe as Director For For Management 1e Elect E. E. Hagenlocker as Director For For Management 1f Elect H.L. Henkel as Director For For Management 1g Elect C. J. Horner as Director For For Management 1h Elect T. E. Martin as Director For For Management 1i Elect P. Nachtigal as Director For For Management 1j Elect O. R. Smith as Director For For Management 1k Elect R. J. Swift as Director For For Management 1l Elect T. L. White as Director For For Management 2 Approve an Advisory Proposal Relating For For Management to Executive Pay-For-Performance Compensation Policies and Procedures 3 Increase Number of Shares Reserved For For Management Under 2007 Incentive Stock Plan 4 Approve PricewaterhouseCoopers LLP as For For Management independent auditors of the company and authorize Board to Fix Their Remuneration - -------------------------------------------------------------------------------- INGERSOLL-RAND COMPANY LIMITED Ticker: IR Security ID: G4776G101 Meeting Date: JUN 3, 2009 Meeting Type: Court Record Date: APR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Scheme of Arrangement For For Management 2 Approve the Creation of Distributable For For Management Reserves of Ingersoll-Rand Company Limited 3 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 28, 2009 Meeting Type: Annual Record Date: FEB 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. J. P. Belda For Against Management 1.2 Elect Director C. Black For For Management 1.3 Elect Director W. R. Brody For For Management 1.4 Elect Director K. I. Chenault For For Management 1.5 Elect Director M. L. Eskew For For Management 1.6 Elect Director S. A. Jackson For For Management 1.7 Elect Director T. Nishimuro For For Management 1.8 Elect Director J. W. Owens For For Management 1.9 Elect Director S. J. Palmisano For For Management 1.10 Elect Director J. E. Spero For For Management 1.11 Elect Director S. Taurel For For Management 1.12 Elect Director L. H. Zambrano For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Provide for Cumulative Voting Against Against Shareholder 5 Exclude Pension Income from Performance Against For Shareholder Metrics for Executive Pay 6 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- KOHL'S CORP. Ticker: KSS Security ID: 500255104 Meeting Date: MAY 14, 2009 Meeting Type: Annual Record Date: MAR 11, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Peter Boneparth For For Management 2 Elect Director Steven A. Burd For For Management 3 Elect Director John F. Herma For For Management 4 Elect Director Dale E. Jones For For Management 5 Elect Director William S. Kellogg For For Management 6 Elect Director Kevin Mansell For For Management 7 Elect Director R. Lawrence Montgomery For For Management 8 Elect Director Frank V. Sica For For Management 9 Elect Director Peter M. Sommerhauser For For Management 10 Elect Director Stephanie A. Streeter For For Management 11 Elect Director Stephen E. Watson For For Management 12 Ratify Auditors For For Management 13 Require a Majority Vote for the Against For Shareholder Election of Directors - -------------------------------------------------------------------------------- LOCKHEED MARTIN CORP. Ticker: LMT Security ID: 539830109 Meeting Date: APR 23, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. C. "Pete" Aldrige, For For Management Jr. 1.2 Elect Director Nolan D. Archibald For Against Management 1.3 Elect Director David B. Burritt For For Management 1.4 Elect Director James O. Ellis, Jr. For For Management 1.5 Elect Director Gwendolyn S. King For For Management 1.6 Elect Director James M. Loy For For Management 1.7 Elect Director Douglas H. McCorkindale For For Management 1.8 Elect Director Joseph W. Ralston For For Management 1.9 Elect Director Frank Savage For For Management 1.10 Elect Director James Schneider For For Management 1.11 Elect Director Anne Stevens For For Management 1.12 Elect Director Robert J. Stevens For For Management 1.13 Elect Director James R. Ukropina For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Report on Space-based Weapons Program Against Against Shareholder 5 Seek Shareholder Approval for Certain Against Against Shareholder Death Benefits 6 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- MCAFEE, INC. Ticker: MFE Security ID: 579064106 Meeting Date: APR 27, 2009 Meeting Type: Annual Record Date: MAR 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Leslie G. Denend For For Management 1.2 Elect Director David G. DeWalt For For Management 1.3 Elect Director Charles J. Robel For Against Management 2 Declassify the Board of Directors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Qualified Employee Stock Purchase For For Management Plan 5 Amend Non-Employee Director Omnibus For Against Management Stock Plan 6 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MONSANTO CO. Ticker: MON Security ID: 61166W101 Meeting Date: JAN 14, 2009 Meeting Type: Annual Record Date: NOV 17, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Janice L. Fields For For Management 2 Elect Director Hugh Grant For For Management 3 Elect Director C. Steven McMillan For For Management 4 Elect Director Robert J. Stevens For For Management 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NOBLE CORPORATION Ticker: NE Security ID: H5833N103 Meeting Date: MAY 28, 2009 Meeting Type: Annual Record Date: APR 14, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approval Of The Payment Of A Dividend For For Management Through A Reduction Of Thepar Value Of The Shares In An Amount Equal To Swiss Francs 0.25 2.1 Director Julie H. Edwards For For Management 2.2 Director Marc E. Leland For For Management 2.3 Director David W. Williams For For Management 3 Approval Of The Appointment Of For For Management Pricewaterhousecoopers Llp Asnoble Corporation S Independent Registered Public Accountingfirm For 2009 4 Amend Articles Re: (Non-Routine) For For Management - -------------------------------------------------------------------------------- NORTHROP GRUMMAN CORP. Ticker: NOC Security ID: 666807102 Meeting Date: MAY 20, 2009 Meeting Type: Annual Record Date: MAR 24, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lewis W. Coleman For For Management 2 Elect Director Thomas B. Fargo For For Management 3 Elect Director Victor H. Fazio For For Management 4 Elect Director Donald E. Felsinger For For Management 5 Elect Director Stephen E. Frank For Against Management 6 Elect Director Bruce S. Gordon For For Management 7 Elect Director Madeleine Kleiner For For Management 8 Elect Director Karl J. Krapek For For Management 9 Elect Director Richard B. Myers For For Management 10 Elect Director Aulana L. Peters For Against Management 11 Elect Director Kevin W. Sharer For For Management 12 Elect Director Ronald D. Sugar For For Management 13 Ratify Auditors For For Management 14 Report on Space-based Weapons Program Against Against Shareholder 15 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 16 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings - -------------------------------------------------------------------------------- NUCOR CORP. Ticker: NUE Security ID: 670346105 Meeting Date: MAY 14, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Clayton C. Daley, Jr. For For Management 1.2 Elect Director Harvey B. Gantt For For Management 1.3 Elect Director Bernard L. Kasriel For For Management 1.4 Elect Director Christopher J. Kearney For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Against For Shareholder Election of Directors 4 Declassify the Board of Directors Against For Shareholder 5 Review and Assess Human Rights Policies Against For Shareholder 6 Adopt Principles for Health Care Reform Against Against Shareholder - -------------------------------------------------------------------------------- PEPSI BOTTLING GROUP, INC., THE Ticker: PBG Security ID: 713409100 Meeting Date: MAY 27, 2009 Meeting Type: Annual Record Date: MAR 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linda G. Alvarado For For Management 1.2 Elect Director Barry H. Beracha For For Management 1.3 Elect Director John C. Compton For For Management 1.4 Elect Director Eric J. Foss For For Management 1.5 Elect Director Ira D. Hall For For Management 1.6 Elect Director Susan D. Kronick For For Management 1.7 Elect Director Blythe J. McGarvie For For Management 1.8 Elect Director John A. Quelch For For Management 1.9 Elect Director Javier G. Teruel For For Management 1.10 Elect Director Cynthia M. Trudell For For Management 2 Amend Non-Employee Director Omnibus For For Management Stock Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director S.L. Brown For For Management 2 Elect Director I.M. Cook For For Management 3 Elect Director D. Dublon For For Management 4 Elect Director V.J. Dzau For For Management 5 Elect Director R.L. Hunt For For Management 6 Elect Director A. Ibarguen For For Management 7 Elect Director A.C. Martinez For For Management 8 Elect Director I.K. Nooyi For For Management 9 Elect Director S.P. Rockefeller For For Management 10 Elect Director J.J. Schiro For For Management 11 Elect Director L.G. Trotter For For Management 12 Elect Director D.Vasella For For Management 13 Elect Director M.D. White For For Management 14 Ratify Auditors For For Management 15 Amend Executive Incentive Bonus Plan For For Management 16 Report on Recycling Against Against Shareholder 17 Report on Genetically Engineered Against Against Shareholder Products 18 Report on Charitable Contributions Against Against Shareholder 19 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- PG&E CORP. Ticker: PCG Security ID: 69331C108 Meeting Date: MAY 13, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director David R. Andrews For For Management 2 Elect Director C. Lee Cox For For Management 3 Elect Director Peter A. Darbee For For Management 4 Elect Director Maryellen C. Herringer For For Management 5 Elect Director Roger H. Kimmel For For Management 6 Elect Director Richard A. Meserve For For Management 7 Elect Director Forrest E. Miller For For Management 8 Elect Director Barbara L. Rambo For For Management 9 Elect Director Barry Lawson Williams For For Management 10 Ratify Auditors For For Management 11 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 12 Reincorporate in Another State Against Against Shareholder [California to North Dakota ] - -------------------------------------------------------------------------------- PPL CORP. Ticker: PPL Security ID: 69351T106 Meeting Date: MAY 20, 2009 Meeting Type: Annual Record Date: FEB 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John W. Conway For For Management 1.2 Elect Director E. Allen Deaver For For Management 1.3 Elect Director James H. Miller For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- PRICELINE.COM INC. Ticker: PCLN Security ID: 741503403 Meeting Date: JUN 3, 2009 Meeting Type: Annual Record Date: APR 14, 2009 # 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 Approve Right to Call Special Meetings For For Management 4 Amend Articles/Bylaws/Charter -- Call Against Abstain Shareholder Special Meetings - -------------------------------------------------------------------------------- PUBLIC STORAGE Ticker: PSA Security ID: 74460D109 Meeting Date: MAY 7, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Trustee B. Wayne Hughes For For Management 1.2 Elect Trustee Ronald L. Havner, Jr. For For Management 1.3 Elect Trustee Dann V. Angeloff For For Management 1.4 Elect Trustee William C. Baker For For Management 1.5 Elect Trustee John T. Evans For For Management 1.6 Elect Director Tamara Hughes Gustavson For For Management 1.7 Elect Trustee Uri P. Harkham For For Management 1.8 Elect Trustee B. Wayne Hughes, Jr For For Management 1.9 Elect Director Harvey Lenkin For For Management 1.10 Elect Trustee Gary E. Pruitt For For Management 1.11 Elect Trustee Daniel C. Staton For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- QUALCOMM INC Ticker: QCOM Security ID: 747525103 Meeting Date: MAR 3, 2009 Meeting Type: Annual Record Date: JAN 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara T. Alexander For For Management 1.2 Elect Director Stephen M. Bennett For For Management 1.3 Elect Director Donald G. Cruickshank For For Management 1.4 Elect Director Raymond V. Dittamore For For Management 1.5 Elect Director Thomas W. Horton For For Management 1.6 Elect Director Irwin Mark Jacobs For For Management 1.7 Elect Director Paul E. Jacobs For For Management 1.8 Elect Director Robert E. Kahn For For Management 1.9 Elect Director Sherry Lansing For For Management 1.10 Elect Director Duane A. Nelles For For Management 1.11 Elect Director Marc I. Stern For For Management 1.12 Elect Director Brent Scowcroft For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SIMON PROPERTY GROUP, INC. Ticker: SPG Security ID: 828806109 Meeting Date: MAY 8, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Increase in Size of Board For For Management 2 Reduce Supermajority Vote Requirement For For Management 3 Increase Authorized Common Stock For For Management 4 Amend Charter to Delete Obsolete or For For Management Unnecessary Provisions 5.1 Elect Director Melvyn E. Bergstein For For Management 5.2 Elect Director Linda Walker Bynoe For For Management 5.3 Elect Director Karen N. Horn For For Management 5.4 Elect Director Reuben S. Leibowitz For For Management 5.5 Elect Director J. Albert Smith, Jr. For For Management 5.6 Elect Director Pieter S. van den Berg For For Management 5.7 Elect Director Allan Hubbard For For Management 5.8 Elect Director Daniel C. Smith For For Management 6 Adjourn Meeting For For Management 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SYNOPSYS, INC. Ticker: SNPS Security ID: 871607107 Meeting Date: FEB 27, 2009 Meeting Type: Annual Record Date: DEC 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aart J. De Geus For For Management 1.2 Elect Director Alfred Castino For For Management 1.3 Elect Director Chi-Foon Chan For For Management 1.4 Elect Director Bruce R. Chizen For For Management 1.5 Elect Director Deborah A. Coleman For For Management 1.6 Elect Director John Schwarz For For Management 1.7 Elect Director Sasson Somekh For For Management 1.8 Elect Director Roy Vallee For For Management 1.9 Elect Director Steven C. Walske For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 20, 2009 Meeting Type: Annual Record Date: MAR 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Judy C. Lewent For For Management 1.2 Elect Director Peter J. Manning For For Management 1.3 Elect Director Jim P. Manzi For For Management 1.4 Elect Director Elaine S. Ullian For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORP. Ticker: UTX Security ID: 913017109 Meeting Date: APR 8, 2009 Meeting Type: Annual Record Date: FEB 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Louis R. Chenevert For For Management 1.2 Elect Director George David For For Management 1.3 Elect Director John V. Faraci For For Management 1.4 Elect Director Jean-Pierre Garnier For For Management 1.5 Elect Director Jamie S. Gorelick For For Management 1.6 Elect Director Carlos M. Gutierrez For For Management 1.7 Elect Director Edward A. Kangas For For Management 1.8 Elect Director Charles R. Lee For For Management 1.9 Elect Director Richard D. McCormick For For Management 1.10 Elect Director Harold McGraw III For For Management 1.11 Elect Director Richard B. Myers For For Management 1.12 Elect Director H. Patrick Swygert For For Management 1.13 Elect Director Andre Villeneuve For For Management 1.14 Elect Director Christine Todd Whitman For For Management 2 Ratify Auditors For For Management 3 Report on Foreign Military Sales Against Against Shareholder Offsets - -------------------------------------------------------------------------------- VALERO ENERGY CORP. Ticker: VLO Security ID: 91913Y100 Meeting Date: APR 30, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jerry D. Choate For For Management 1.2 Elect Director William R. Klesse For For Management 1.3 Elect Director Donald L. Nickles For For Management 1.4 Elect Director Susan Kaufman Purcell For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 4 Stock Retention/Holding Period Against For Shareholder 5 Disclose Information on Compensation Against For Shareholder Consultant 6 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- W.W. GRAINGER, INC. Ticker: GWW Security ID: 384802104 Meeting Date: APR 29, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian P. Anderson For For Management 1.2 Elect Director Wilbur H. Gantz For For Management 1.3 Elect Director V. Ann Hailey For For Management 1.4 Elect Director William K. Hall For For Management 1.5 Elect Director Richard L. Keyser For For Management 1.6 Elect Director Stuart L. Levenick For For Management 1.7 Elect Director John W. McCarter, Jr. For For Management 1.8 Elect Director Neil S. Novich For For Management 1.9 Elect Director Michael J. Roberts For For Management 1.10 Elect Director Gary L. Rogers For For Management 1.11 Elect Director James T. Ryan For For Management 1.12 Elect Director James D. Slavik For For Management 1.13 Elect Director Harold B. Smith For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 5, 2009 Meeting Type: Annual Record Date: APR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Aida M. Alvarez For For Management 2 Elect Director James W. Breyer For For Management 3 Elect Director M. Michele Burns For For Management 4 Elect Director James I. Cash, Jr. For For Management 5 Elect Director Roger C. Corbett For For Management 6 Elect Director Douglas N. Daft For For Management 7 Elect Director Michael T. Duke For For Management 8 Elect Director Gregory B. Penner For For Management 9 Elect Director Allen I. Questrom For For Management 10 Elect Director H. Lee Scott, Jr. For For Management 11 Elect Director Arne M. Sorenson For For Management 12 Elect Director Jim C. Walton For For Management 13 Elect Director S. Robson Walton For For Management 14 Elect Director Christopher J. Williams For For Management 15 Elect Director Linda S. Wolf For For Management 16 Ratify Auditors For For Management 17 Amend EEO Policy to Prohibit Against For Shareholder Discrimination based on Sexual Orientation and Gender Identity 18 Adopt Pay for Superior Performance Against Against Shareholder Principles 19 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 20 Report on Political Contributions Against For Shareholder 21 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 22 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- WASTE MANAGEMENT, INC. Ticker: WMI Security ID: 94106L109 Meeting Date: MAY 8, 2009 Meeting Type: Annual Record Date: MAR 11, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pastora San Juan For For Management Cafferty 1.2 Elect Director Frank M. Clark, Jr. For For Management 1.3 Elect Director Patrick W. Gross For For Management 1.4 Elect Director John C. Pope For For Management 1.5 Elect Director W. Robert Reum For For Management 1.6 Elect Director Steven G. Rothmeier For For Management 1.7 Elect Director David P. Steiner For For Management 1.8 Elect Director Thomas H. Weidemeyer For For Management 2 Ratify Auditors For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Approve Omnibus Stock Plan For For Management 5 Report on Political Contributions Against For Shareholder 6 Reduce Supermajority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- WISCONSIN ENERGY CORP. Ticker: WEC Security ID: 976657106 Meeting Date: MAY 7, 2009 Meeting Type: Annual Record Date: FEB 26, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Bergstrom For Withhold Management 1.2 Elect Director Barbara L. Bowles For For Management 1.3 Elect Director Patricia W. Chadwick For For Management 1.4 Elect Director Robert A. Cornog For For Management 1.5 Elect Director Curt S. Culver For For Management 1.6 Elect Director Thomas J. Fischer For For Management 1.7 Elect Director Gale E. Klappa For For Management 1.8 Elect Director Ulice Payne, Jr. For For Management 1.9 Elect Director Frederick P. Stratton, For For Management Jr. 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- YUM BRANDS, INC. Ticker: YUM Security ID: 988498101 Meeting Date: MAY 21, 2009 Meeting Type: Annual Record Date: MAR 23, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David W. Dorman For For Management 1.2 Elect Director Massimo Ferragamo For For Management 1.3 Elect Director J. David Grissom For For Management 1.4 Elect Director Bonnie G. Hill For For Management 1.5 Elect Director Robert Holland, Jr. For For Management 1.6 Elect Director Kenneth G. Langone For For Management 1.7 Elect Director Jonathan S. Linen For For Management 1.8 Elect Director Thomas C. Nelson For For Management 1.9 Elect Director David C. Novak For For Management 1.10 Elect Director Thomas M. Ryan For For Management 1.11 Elect Director Jing-Shyh S. Su For For Management 1.12 Elect Director Jackie Trujillo For For Management 1.13 Elect Director Robert D. Walter For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote 5 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 6 Report on Sustainability and Food Against Against Shareholder Safety in the Supply Chain 7 Adopt Principles for Health Care Reform Against Against Shareholder 8 Report on Animal Welfare Policies Against Against Shareholder ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant): Morgan Stanley Series Fund By (Signature and Title)* /s/ Randy Takian ---------------------------------------- Randy Takian President and Principal Executive Officer - Office of the Funds Date August 28, 2009 * Print the name and title of each signing officer under his or her signature. -----END PRIVACY-ENHANCED MESSAGE-----