FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

INVESTMENT COMPANY ACT FILE NUMBER: 811-02841

EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Capital Trust

Fund Name: Fidelity Focused Stock Fund

82 DEVONSHIRE STREET, BOSTON, MA 02109
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

ERIC D. ROITER, SECRETARY, 82 DEVONSHIRE STREET, BOSTON, MA 02109
(NAME AND ADDRESS OF AGENT FOR SERVICE)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 617-563-7000

DATE OF FISCAL YEAR END: OCTOBER 31

DATE OF REPORTING PERIOD: 06/30/2004

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, THERE UNTO DULY AUTHORIZED.

Fidelity Capital Trust

BY:  /s/ CHRISTINE REYNOLDS
-----------------------------------------------------
CHRISTINE REYNOLDS, TREASURER, FIDELITY MANAGEMENT & RESEARCH COMPANY
DATE: 08/25/2004 09:54:09 AM

EXHIBIT A

VOTE SUMMARY REPORT
Fidelity Focused Stock Fund
07/01/2003 - 06/30/2004

Note: The Security ID will be the CUSIP (Committee on Uniform Securities Identification Procedures) when available. When CUSIP is not available, an alternate identifier, e.g., CINS, will be provided.

ISSUER NAME: 3M COMPANY MEETING DATE: 05/11/2004
TICKER: MMM     SECURITY ID: 88579Y101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT EDWARD A. BRENNAN AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL L. ESKEW AS A DIRECTOR	Management	For	For
1.3	ELECT W. JAMES MCNERNEY, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT KEVIN W. SHARER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT AUDITORS	Management	For	For
3	APPROVAL OF AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO INCREASE THE AUTHORIZED COMMON STOCK	Management	For	For
4	STOCKHOLDER PROPOSAL RELATING TO SEPARATION OF THE ROLES OF CEO AND CHAIRMAN OF THE BOARD	Shareholder	Against	Against

ISSUER NAME: ACE LIMITED MEETING DATE: 05/27/2004
TICKER: ACE     SECURITY ID: G0070K103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BRIAN DUPERREAULT AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT M. HERNANDEZ AS A DIRECTOR	Management	For	For
1.3	ELECT PETER MENIKOFF AS A DIRECTOR	Management	For	For
1.4	ELECT ROBERT RIPP AS A DIRECTOR	Management	For	For
1.5	ELECT DERMOT F. SMURFIT AS A DIRECTOR	Management	For	For
2	PROPOSAL TO APPROVE THE ACE LIMITED 2004 LONG-TERM INCENTIVE PLAN.	Management	For	For
3	PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT ACCOUNTANTS OF ACE LIMITED FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: ACTIVISION, INC. MEETING DATE: 09/18/2003
TICKER: ATVI     SECURITY ID: 004930202
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROBERT A. KOTICK AS A DIRECTOR	Management	For	For
1.2	ELECT BRIAN G. KELLY AS A DIRECTOR	Management	For	For
1.3	ELECT RONALD DOORNINK AS A DIRECTOR	Management	For	For
1.4	ELECT KENNETH L. HENDERSON AS A DIRECTOR	Management	For	For
1.5	ELECT BARBARA S. ISGUR AS A DIRECTOR	Management	For	For
1.6	ELECT STEVEN T. MAYER AS A DIRECTOR	Management	For	For
1.7	ELECT ROBERT J. MORGADO AS A DIRECTOR	Management	For	For
2	THE APPROVAL OF THE AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION.	Management	For	For
3	APPROVAL OF THE ADOPTION OF THE ACTIVISION 2003 INCENTIVE PLAN.	Management	For	Against
4	RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING MARCH 31, 2004.	Management	For	For

ISSUER NAME: AIRTRAN HOLDINGS, INC. MEETING DATE: 05/20/2004
TICKER: AAI     SECURITY ID: 00949P108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT J. VERONICA BIGGINS AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT L. FORNARO AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT L. PRIDDY AS A DIRECTOR	Management	For	For

ISSUER NAME: AMERICAN AXLE & MANUFACTURING HLDGS, MEETING DATE: 04/29/2004
TICKER: AXL     SECURITY ID: 024061103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT B.G. MATHIS AS A DIRECTOR	Management	For	Withhold
1.2	ELECT THOMAS L. MARTIN AS A DIRECTOR	Management	For	For
1.3	ELECT DR. HENRY T. YANG AS A DIRECTOR	Management	For	For
2	APPROVAL OF AN AMENDMENT TO THE 1999 AMERICAN AXLE & MANUFACTURING HOLDINGS, INC. STOCK INCENTIVE PLAN (1999 PLAN) TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FOR ISSUANCE FROM 8,500,000 TO 13,500,000.	Management	For	Against
3	RE APPROVAL OF THE PERFORMANCE CRITERIA STATED IN THE 1999 PLAN.	Management	For	For

ISSUER NAME: AMERICAN EAGLE OUTFITTERS, INC. MEETING DATE: 06/22/2004
TICKER: AEOS     SECURITY ID: 02553E106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JON P. DIAMOND AS A DIRECTOR	Management	For	For
1.2	ELECT JAMES V. O'DONNELL AS A DIRECTOR	Management	For	For
1.3	ELECT JANICE E. PAGE AS A DIRECTOR	Management	For	For
2	IF PRESENTED AT THE ANNUAL MEETING, TO APPROVE A STOCKHOLDER PROPOSAL REGARDING EXPENSING STOCK OPTIONS.	Shareholder	Against	Against
3	IF PRESENTED AT THE ANNUAL MEETING, TO APPROVE A STOCKHOLDER PROPOSAL REGARDING ADOPTION OF HUMAN RIGHTS STANDARDS BASED ON INTERNATIONAL LABOR ORGANIZATION CONVENTIONS.	Shareholder	Against	Against

ISSUER NAME: AMERICAN INTERNATIONAL GROUP, INC. MEETING DATE: 05/19/2004
TICKER: AIG     SECURITY ID: 026874107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT M. AIDINOFF AS A DIRECTOR	Management	For	For
1.2	ELECT P. CHIA AS A DIRECTOR	Management	For	For
1.3	ELECT M. COHEN AS A DIRECTOR	Management	For	For
1.4	ELECT W. COHEN AS A DIRECTOR	Management	For	For
1.5	ELECT M. FELDSTEIN AS A DIRECTOR	Management	For	For
1.6	ELECT E. FUTTER AS A DIRECTOR	Management	For	For
1.7	ELECT M. GREENBERG AS A DIRECTOR	Management	For	For
1.8	ELECT C. HILLS AS A DIRECTOR	Management	For	For
1.9	ELECT F. HOENEMEYER AS A DIRECTOR	Management	For	For
1.10	ELECT R. HOLBROOKE AS A DIRECTOR	Management	For	For
1.11	ELECT D. KANAK AS A DIRECTOR	Management	For	For
1.12	ELECT H. SMITH AS A DIRECTOR	Management	For	For
1.13	ELECT M. SULLIVAN AS A DIRECTOR	Management	For	For
1.14	ELECT E. TSE AS A DIRECTOR	Management	For	For
1.15	ELECT F. ZARB AS A DIRECTOR	Management	For	For
2	ADOPT CHIEF EXECUTIVE OFFICER ANNUAL COMPENSATION PLAN	Management	For	For
3	ADOPT A DIRECTOR STOCK PLAN	Management	For	For
4	RATIFICATION OF INDEPENDENT ACCOUNTANTS	Management	For	For
5	SHAREHOLDER PROPOSAL I DESCRIBED IN THE PROXY STATEMENT	Shareholder	Against	Against
6	SHAREHOLDER PROPOSAL II DESCRIBED IN THE PROXY STATEMENT	Shareholder	Against	Against
7	SHAREHOLDER PROPOSAL III DESCRIBED IN THE PROXY STATEMENT	Shareholder	Against	Against

ISSUER NAME: ANALOG DEVICES, INC. MEETING DATE: 03/09/2004
TICKER: ADI     SECURITY ID: 032654105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JERALD G. FISHMAN AS A DIRECTOR	Management	For	For
1.2	ELECT F. GRANT SAVIERS AS A DIRECTOR	Management	For	For
2	TO APPROVE AN AMENDMENT TO THE COMPANY S RESTATED ARTICLES OF ORGANIZATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 600,000,000 SHARES TO 1,200,000,000 SHARES.	Management	For	For
3	TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING OCTOBER 30, 2004.	Management	For	For

ISSUER NAME: APRIA HEALTHCARE GROUP INC. MEETING DATE: 04/21/2004
TICKER: AHG     SECURITY ID: 037933108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT VICENTE ANIDO, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT I.T. CORLEY AS A DIRECTOR	Management	For	For
1.3	ELECT DAVID L. GOLDSMITH AS A DIRECTOR	Management	For	For
1.4	ELECT LAWRENCE M. HIGBY AS A DIRECTOR	Management	For	For
1.5	ELECT RICHARD H. KOPPES AS A DIRECTOR	Management	For	For
1.6	ELECT PHILIP R. LOCHNER, JR. AS A DIRECTOR	Management	For	For
1.7	ELECT JERI L. LOSE AS A DIRECTOR	Management	For	For
1.8	ELECT BEVERLY B. THOMAS AS A DIRECTOR	Management	For	For
1.9	ELECT RALPH V. WHITWORTH AS A DIRECTOR	Management	For	For

ISSUER NAME: ATMEL CORPORATION MEETING DATE: 05/12/2004
TICKER: ATML     SECURITY ID: 049513104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT GEORGE PERLEGOS AS A DIRECTOR	Management	For	For
1.2	ELECT GUST PERLEGOS AS A DIRECTOR	Management	For	For
1.3	ELECT TSUNG-CHING WU AS A DIRECTOR	Management	For	For
1.4	ELECT T. PETER THOMAS AS A DIRECTOR	Management	For	For
1.5	ELECT NORM HALL AS A DIRECTOR	Management	For	For
1.6	ELECT PIERRE FOUGERE AS A DIRECTOR	Management	For	For
1.7	ELECT DR. CHAIHO KIM AS A DIRECTOR	Management	For	For
1.8	ELECT DAVID SUGISHITA AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT ACCOUNTANTS OF ATMEL CORPORATION FOR 2004.	Management	For	For

ISSUER NAME: AUTONATION, INC. MEETING DATE: 05/12/2004
TICKER: AN     SECURITY ID: 05329W102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MIKE JACKSON AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT J. BROWN AS A DIRECTOR	Management	For	For
1.3	ELECT J.P. BRYAN AS A DIRECTOR	Management	For	For
1.4	ELECT RICK L. BURDICK AS A DIRECTOR	Management	For	For
1.5	ELECT WILLIAM C. CROWLEY AS A DIRECTOR	Management	For	For
1.6	ELECT ALAN S. DAWES AS A DIRECTOR	Management	For	For
1.7	ELECT EDWARD S. LAMPERT AS A DIRECTOR	Management	For	For
1.8	ELECT IRENE B. ROSENFELD AS A DIRECTOR	Management	For	For
2	RATIFICATION OF KPMG LLP IS RECOMMENDED BY THE BOARD OF DIRECTORS	Management	For	For

ISSUER NAME: BANK OF AMERICA CORPORATION MEETING DATE: 03/17/2004
TICKER: BAC     SECURITY ID: 060505104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ADOPTION OF THE MERGER AGREEMENT	Management	For	For
2	ADOPTION OF BANK OF AMERICA S AMENDED STOCK PLAN	Management	For	Against
3	ADOPTION OF AN AMENDMENT TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF BANK OF AMERICA COMMON STOCK	Management	For	For
4	APPROVAL OF PROPOSAL TO ADJOURN THE BANK OF AMERICA SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES	Management	For	Abstain

ISSUER NAME: BANK OF AMERICA CORPORATION MEETING DATE: 05/26/2004
TICKER: BAC     SECURITY ID: 060505104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM BARNET, III AS A DIRECTOR	Management	For	For
1.2	ELECT CHARLES W. COKER AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN T. COLLINS AS A DIRECTOR	Management	For	For
1.4	ELECT GARY L. COUNTRYMAN AS A DIRECTOR	Management	For	For
1.5	ELECT PAUL FULTON AS A DIRECTOR	Management	For	For
1.6	ELECT CHARLES K. GIFFORD AS A DIRECTOR	Management	For	For
1.7	ELECT DONALD E. GUINN AS A DIRECTOR	Management	For	For
1.8	ELECT JAMES H. HANCE, JR. AS A DIRECTOR	Management	For	For
1.9	ELECT KENNETH D. LEWIS AS A DIRECTOR	Management	For	For
1.10	ELECT WALTER E. MASSEY AS A DIRECTOR	Management	For	For
1.11	ELECT THOMAS J. MAY AS A DIRECTOR	Management	For	For
1.12	ELECT C. STEVEN MCMILLAN AS A DIRECTOR	Management	For	For
1.13	ELECT EUGENE M. MCQUADE AS A DIRECTOR	Management	For	For
1.14	ELECT PATRICIA E. MITCHELL AS A DIRECTOR	Management	For	For
1.15	ELECT EDWARD L. ROMERO AS A DIRECTOR	Management	For	For
1.16	ELECT THOMAS M. RYAN AS A DIRECTOR	Management	For	For
1.17	ELECT O. TEMPLE SLOAN, JR. AS A DIRECTOR	Management	For	For
1.18	ELECT MEREDITH R. SPANGLER AS A DIRECTOR	Management	For	For
1.19	ELECT JACKIE M. WARD AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT PUBLIC ACCOUNTANTS	Management	For	For
3	STOCKHOLDER PROPOSAL - ANNUAL MEETING DATE	Shareholder	Against	Against
4	STOCKHOLDER PROPOSAL - NOMINATION OF DIRECTORS	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL - CHARITABLE CONTRIBUTIONS	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL - MUTUAL FUND TRADING POLICIES	Shareholder	Against	Against
7	STOCKHOLDER PROPOSAL - PRIVACY AND INFORMATION SECURITY	Shareholder	Against	Against

ISSUER NAME: BUNGE LIMITED MEETING DATE: 05/28/2004
TICKER: BG     SECURITY ID: G16962105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	TO ELECT JORGE BORN, JR., AS A MEMBER OF THE BOARD OF DIRECTORS TO SERVE UNTIL THE 2007 ANNUAL GENERAL MEETING OF SHAREHOLDERS.	Management	For	For
2	TO ELECT OCTAVIO CARABALLO, AS A MEMBER OF THE BOARD OF DIRECTORS TO SERVE UNTIL THE 2007 ANNUAL GENERAL MEETING SHAREHOLDERS.	Management	For	For
3	TO ELECT BERNARD DE LA TOUR D AUVERGNE LAURAGUAIS, AS A MEMBER OF THE BOARD OF DIRECTORS TO SERVE UNTIL THE 2007 ANNUAL GENERAL MEETING OF SHAREHOLDERS.	Management	For	For
4	TO ELECT WILLIAM ENGELS, AS A MEMBER OF THE BOARD OF DIRECTORS TO SERVE UNTIL THE 2007 ANNUAL GENERAL MEETING OF SHAREHOLDERS.	Management	For	For
5	TO APPOINT DELOITTE & TOUCHE LLP AS BUNGE LIMITED S INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004 AND TO AUTHORIZE BUNGE LIMITED S BOARD OF DIRECTORS, ACTING THROUGH ITS AUDIT COMMITTEE, TO DETERMINE THE INDEPENDENT AUDITORS FEES.	Management	For	For
6	TO APPROVE THE TERMS OF BUNGE LIMITED S AMENDED AND RESTATED NON-EMPLOYEE DIRECTORS EQUITY INCENTIVE PLAN.	Management	For	For

ISSUER NAME: BURLINGTON RESOURCES INC. MEETING DATE: 04/21/2004
TICKER: BR     SECURITY ID: 122014103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT B.T. ALEXANDER AS A DIRECTOR	Management	For	For
1.2	ELECT R.V. ANDERSON AS A DIRECTOR	Management	For	For
1.3	ELECT L.I. GRANT AS A DIRECTOR	Management	For	For
1.4	ELECT R.J. HARDING AS A DIRECTOR	Management	For	For
1.5	ELECT J.T. LAMACCHIA AS A DIRECTOR	Management	For	For
1.6	ELECT R.L. LIMBACHER AS A DIRECTOR	Management	For	For
1.7	ELECT J.F. MCDONALD AS A DIRECTOR	Management	For	For
1.8	ELECT K.W. ORCE AS A DIRECTOR	Management	For	For
1.9	ELECT D.M. ROBERTS AS A DIRECTOR	Management	For	For
1.10	ELECT J.A. RUNDE AS A DIRECTOR	Management	For	For
1.11	ELECT J.F. SCHWARZ AS A DIRECTOR	Management	For	For
1.12	ELECT W. SCOTT, JR. AS A DIRECTOR	Management	For	For
1.13	ELECT B.S. SHACKOULS AS A DIRECTOR	Management	For	For
1.14	ELECT S.J. SHAPIRO AS A DIRECTOR	Management	For	For
1.15	ELECT W.E. WADE, JR. AS A DIRECTOR	Management	For	For
2	APPROVAL OF AN AMENDMENT TO THE COMPANY S CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK OF THE COMPANY TO 650,000,000.	Management	For	For
3	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT AUDITOR FOR THE YEAR ENDED DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: CAPITAL ONE FINANCIAL CORPORATION MEETING DATE: 04/29/2004
TICKER: COF     SECURITY ID: 14040H105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT W. RONALD DIETZ AS A DIRECTOR	Management	For	For
1.2	ELECT LEWIS HAY, III AS A DIRECTOR	Management	For	For
1.3	ELECT MAYO A. SHATTUCK, III AS A DIRECTOR	Management	For	For
2	RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS OF THE CORPORATION FOR 2004.	Management	For	For
3	APPROVAL OF CAPITAL ONE S 2004 STOCK INCENTIVE PLAN.	Management	For	Against

ISSUER NAME: CAREMARK RX, INC. MEETING DATE: 05/04/2004
TICKER: CMX     SECURITY ID: 141705103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT EDWIN M. BANKS AS A DIRECTOR	Management	For	For
1.2	ELECT COLLEEN C. WELCH, PH.D. AS A DIRECTOR	Management	For	For
1.3	ELECT ROGER L. HEADRICK AS A DIRECTOR	Management	For	For
1.4	ELECT JEAN-PIERRE MILLON AS A DIRECTOR	Management	For	For

ISSUER NAME: CITIGROUP INC. MEETING DATE: 04/20/2004
TICKER: C     SECURITY ID: 172967101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT C. MICHAEL ARMSTRONG AS A DIRECTOR	Management	For	For
1.2	ELECT ALAIN J.P. BELDA AS A DIRECTOR	Management	For	For
1.3	ELECT GEORGE DAVID AS A DIRECTOR	Management	For	For
1.4	ELECT KENNETH T. DERR AS A DIRECTOR	Management	For	For
1.5	ELECT JOHN M. DEUTCH AS A DIRECTOR	Management	For	For
1.6	ELECT R. HERNANDEZ RAMIREZ AS A DIRECTOR	Management	For	For
1.7	ELECT ANN DIBBLE JORDAN AS A DIRECTOR	Management	For	For
1.8	ELECT DUDLEY C. MECUM AS A DIRECTOR	Management	For	For
1.9	ELECT RICHARD D. PARSONS AS A DIRECTOR	Management	For	For
1.10	ELECT ANDRALL E. PEARSON AS A DIRECTOR	Management	For	For
1.11	ELECT CHARLES PRINCE AS A DIRECTOR	Management	For	For
1.12	ELECT ROBERT E. RUBIN AS A DIRECTOR	Management	For	For
1.13	ELECT FRANKLIN A. THOMAS AS A DIRECTOR	Management	For	For
1.14	ELECT SANFORD I. WEILL AS A DIRECTOR	Management	For	For
1.15	ELECT ROBERT B. WILLUMSTAD AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS CITIGROUP S INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	STOCKHOLDER PROPOSAL REQUESTING A CURB ON EXECUTIVE COMPENSATION, NO FUTURE STOCK OPTION GRANTS AND NO RENEWALS OR EXTENSIONS OF OPTION PLANS.	Shareholder	Against	Against
4	STOCKHOLDER PROPOSAL REQUESTING A REPORT ON POLITICAL CONTRIBUTIONS.	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL REQUESTING A DISCONTINUATION OF ALL RIGHTS, OPTIONS, SAR S AND POSSIBLE SEVERANCE PAYMENTS TO THE TOP 5 OF MANAGEMENT.	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL REQUESTING THAT THE CHAIRMAN OF THE BOARD HAVE NO MANAGEMENT DUTIES, TITLES OR RESPONSIBILITIES.	Shareholder	Against	Against

ISSUER NAME: COMVERSE TECHNOLOGY, INC. MEETING DATE: 12/16/2003
TICKER: CMVT     SECURITY ID: 205862402
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT KOBI ALEXANDER AS A DIRECTOR	Management	For	For
1.2	ELECT RAZ ALON AS A DIRECTOR	Management	For	For
1.3	ELECT ITSIK DANZIGER AS A DIRECTOR	Management	For	For
1.4	ELECT JOHN H. FRIEDMAN AS A DIRECTOR	Management	For	For
1.5	ELECT RON HIRAM AS A DIRECTOR	Management	For	For
1.6	ELECT SAM OOLIE AS A DIRECTOR	Management	For	For
1.7	ELECT WILLIAM F. SORIN AS A DIRECTOR	Management	For	For
2	AMENDMENT OF THE COMPANY S 2002 EMPLOYEE STOCK PURCHASE PLAN.	Management	For	For
3	ADOPTION AND APPROVAL OF THE COMPANY S 2004 MANAGEMENT INCENTIVE PLAN.	Management	For	For
4	RATIFICATION OF THE ENGAGEMENT OF DELOITTE & TOUCHE LLP TO SERVE AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE YEAR ENDING JANUARY 31, 2004.	Management	For	For

ISSUER NAME: COMVERSE TECHNOLOGY, INC. MEETING DATE: 06/15/2004
TICKER: CMVT     SECURITY ID: 205862402
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT KOBI ALEXANDER AS A DIRECTOR	Management	For	For
1.2	ELECT RAZ ALON AS A DIRECTOR	Management	For	For
1.3	ELECT ITSIK DANZIGER AS A DIRECTOR	Management	For	For
1.4	ELECT JOHN H. FRIEDMAN AS A DIRECTOR	Management	For	For
1.5	ELECT RON HIRAM AS A DIRECTOR	Management	For	For
1.6	ELECT SAM OOLIE AS A DIRECTOR	Management	For	For
1.7	ELECT WILLIAM F. SORIN AS A DIRECTOR	Management	For	For
2	ADOPTION AND APPROVAL OF THE COMPANY S 2004 STOCK INCENTIVE COMPENSATION PLAN.	Management	For	For
3	RATIFICATION OF THE ENGAGEMENT OF DELOITTE & TOUCHE LLP TO SERVE AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE YEAR ENDING JANUARY 31, 2005.	Management	For	For

ISSUER NAME: CORINTHIAN COLLEGES, INC. MEETING DATE: 11/20/2003
TICKER: COCO     SECURITY ID: 218868107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PAUL R. ST. PIERRE AS A DIRECTOR	Management	For	For
1.2	ELECT LINDA AREY SKLADANY AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE PROPOSED AMENDMENT AND RESTATEMENT OF THE COMPANY S CERTIFICATE OF INCORPORATION.	Management	For	For
3	APPROVAL OF THE COMPANY S 2003 PERFORMANCE AWARD PLAN.	Management	For	For
4	RATIFICATION OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING JUNE 30, 2004.	Management	For	For

ISSUER NAME: COUNTRYWIDE FINANCIAL CORPORATION MEETING DATE: 01/09/2004
TICKER: CFC     SECURITY ID: 222372104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	TO APPROVE THE PROPOSAL TO AMEND THE COMPANY S RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE AUTHORIZED COMMON STOCK.	Management	For	For

ISSUER NAME: COUNTRYWIDE FINANCIAL CORPORATION MEETING DATE: 06/16/2004
TICKER: CFC     SECURITY ID: 222372104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HENRY G. CISNEROS AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT J. DONATO AS A DIRECTOR	Management	For	For
1.3	ELECT MICHAEL E. DOUGHERTY AS A DIRECTOR	Management	For	For
1.4	ELECT MARTIN R. MELONE AS A DIRECTOR	Management	For	For
1.5	ELECT HARLEY W. SNYDER AS A DIRECTOR	Management	For	For
2	TO APPROVE AND AMEND THE COMPANY S 2000 EQUITY INCENTIVE PLAN.	Management	For	Against

ISSUER NAME: COVENTRY HEALTH CARE, INC. MEETING DATE: 06/03/2004
TICKER: CVH     SECURITY ID: 222862104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT L. DALE CRANDALL AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT W. MOREY AS A DIRECTOR	Management	For	For
1.3	ELECT ELIZABETH E. TALLETT AS A DIRECTOR	Management	For	For
1.4	ELECT ALLEN F. WISE AS A DIRECTOR	Management	For	For
2	2004 INCENTIVE PLAN.	Management	For	Against
3	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG, LLP, AS THE COMPANY S INDEPENDENT AUDITORS FOR 2004.	Management	For	For

ISSUER NAME: CUMMINS INC. MEETING DATE: 04/06/2004
TICKER: CMI     SECURITY ID: 231021106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROBERT J. DARNALL AS A DIRECTOR	Management	For	For
1.2	ELECT JOHN M. DEUTCH AS A DIRECTOR	Management	For	For
1.3	ELECT ALEXIS M. HERMAN AS A DIRECTOR	Management	For	For
1.4	ELECT WILLIAM I. MILLER AS A DIRECTOR	Management	For	For
1.5	ELECT WILLIAM D. RUCKELSHAUS AS A DIRECTOR	Management	For	For
1.6	ELECT THEODORE M. SOLSO AS A DIRECTOR	Management	For	For
1.7	ELECT J. LAWRENCE WILSON AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS AUDITORS FOR THE YEAR 2004.	Management	For	For

ISSUER NAME: CVS CORPORATION MEETING DATE: 05/12/2004
TICKER: CVS     SECURITY ID: 126650100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT W. DON CORNWELL AS A DIRECTOR	Management	For	For
1.2	ELECT THOMAS P. GERRITY AS A DIRECTOR	Management	For	For
1.3	ELECT STANLEY P. GOLDSTEIN AS A DIRECTOR	Management	For	For
1.4	ELECT MARIAN L. HEARD AS A DIRECTOR	Management	For	For
1.5	ELECT WILLIAM H. JOYCE AS A DIRECTOR	Management	For	For
1.6	ELECT TERRY R. LAUTENBACH AS A DIRECTOR	Management	For	For
1.7	ELECT TERRENCE MURRAY AS A DIRECTOR	Management	For	For
1.8	ELECT SHELI Z. ROSENBERG AS A DIRECTOR	Management	For	For
1.9	ELECT THOMAS M. RYAN AS A DIRECTOR	Management	For	For
2	PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY S 1997 INCENTIVE COMPENSATION PLAN.	Management	For	For
3	PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS CVS INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING JANUARY 1, 2005.	Management	For	For
4	STOCKHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION.	Shareholder	Against	Against

ISSUER NAME: CYTEC INDUSTRIES INC. MEETING DATE: 04/22/2004
TICKER: CYT     SECURITY ID: 232820100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT C.A. DAVIS AS A DIRECTOR	Management	For	For
1.2	ELECT W.P. POWELL AS A DIRECTOR	Management	For	For
2	RATIFICATION OF KPMG LLP AS THE COMPANY S INDEPENDENT ACCOUNTANTS FOR 2004	Management	For	For

ISSUER NAME: EARTHLINK, INC. MEETING DATE: 05/25/2004
TICKER: ELNK     SECURITY ID: 270321102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT LINWOOD A. LACY, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT TERRELL B. JONES AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM H. HARRIS, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT THOMAS E. WHEELER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO SERVE AS COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: EON LABS, INC. MEETING DATE: 05/28/2004
TICKER: ELAB     SECURITY ID: 29412E100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT THOMAS STRUNGMANN, PH.D AS A DIRECTOR	Management	For	For
2	TO APPROVE AN AMENDMENT TO THE COMPANY S RESTATED CERTIFICATE OF INCORPORATION THAT WOULD INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 70,000,000 SHARES TO 100,000,000 SHARES.	Management	For	For
3	TO RATIFY THE REAPPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS.	Management	For	For
4	TO VOTE, AS THE PROXY HOLDERS IN THEIR DISCRETION MAY DETERMINE, UPON SUCH OTHER BUSINESS AS MAY BE PROPERLY BROUGHT BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.	Management	For	Abstain

ISSUER NAME: EXXON MOBIL CORPORATION MEETING DATE: 05/26/2004
TICKER: XOM     SECURITY ID: 30231G102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT M.J. BOSKIN AS A DIRECTOR	Management	For	For
1.2	ELECT J.R. HOUGHTON AS A DIRECTOR	Management	For	For
1.3	ELECT W.R. HOWELL AS A DIRECTOR	Management	For	For
1.4	ELECT R.C. KING AS A DIRECTOR	Management	For	For
1.5	ELECT P.E. LIPPINCOTT AS A DIRECTOR	Management	For	For
1.6	ELECT H.J. LONGWELL AS A DIRECTOR	Management	For	For
1.7	ELECT H.A. MCKINNELL, JR. AS A DIRECTOR	Management	For	For
1.8	ELECT M.C. NELSON AS A DIRECTOR	Management	For	For
1.9	ELECT L.R. RAYMOND AS A DIRECTOR	Management	For	For
1.10	ELECT W.V. SHIPLEY AS A DIRECTOR	Management	For	For
1.11	ELECT R.W. TILLERSON AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT AUDITORS (PAGE 27).	Management	For	For
3	APPROVAL OF 2004 NON-EMPLOYEE DIRECTOR RESTRICTED STOCK PLAN (PAGE 28).	Management	For	For
4	POLITICAL CONTRIBUTIONS (PAGE 30).	Shareholder	Against	Against
5	POLITICAL CONTRIBUTIONS REPORT (PAGE 32).	Shareholder	Against	Against
6	MEDIA RESPONSE ON EQUATORIAL GUINEA (PAGE 34).	Shareholder	Against	Against
7	BOARD CHAIRMAN AND CEO (PAGE 37).	Shareholder	Against	Against
8	EXECUTIVE COMPENSATION (PAGE 39).	Shareholder	Against	Against
9	EQUITY COMPENSATION REPORT (PAGE 40).	Shareholder	Against	Against
10	AMENDMENT OF EEO POLICY (PAGE 42).	Shareholder	Against	Against
11	CLIMATE SCIENCE REPORT (PAGE 44).	Shareholder	Against	Against

ISSUER NAME: FIDELITY CASH CENTRAL FUND MEETING DATE: 04/14/2004
TICKER: --     SECURITY ID: 31635A105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	TO AMEND THE TRUST INSTRUMENT TO ALLOW THE BOARD OF TRUSTEES, IF PERMITTED BY APPLICABLE LAW, TO AUTHORIZE FUND MERGERS WITHOUT SHAREHOLDER APPROVAL.	Management	For	For
2.1	ELECT J. MICHAEL COOK AS A DIRECTOR	Management	For	For
2.2	ELECT RALPH F. COX AS A DIRECTOR	Management	For	For
2.3	ELECT LAURA B. CRONIN AS A DIRECTOR	Management	For	For
2.4	ELECT ROBERT M. GATES AS A DIRECTOR	Management	For	For
2.5	ELECT GEORGE H. HEILMEIER AS A DIRECTOR	Management	For	For
2.6	ELECT ABIGAIL P. JOHNSON AS A DIRECTOR	Management	For	For
2.7	ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR	Management	For	For
2.8	ELECT DONALD J. KIRK AS A DIRECTOR	Management	For	For
2.9	ELECT MARIE L. KNOWLES AS A DIRECTOR	Management	For	For
2.10	ELECT NED C. LAUTENBACH AS A DIRECTOR	Management	For	For
2.11	ELECT MARVIN L. MANN AS A DIRECTOR	Management	For	For
2.12	ELECT WILLIAM O. MCCOY AS A DIRECTOR	Management	For	For
2.13	ELECT ROBERT L. REYNOLDS AS A DIRECTOR	Management	For	For
2.14	ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR	Management	For	For

ISSUER NAME: FIDELITY NATIONAL FINANCIAL, INC. MEETING DATE: 09/29/2003
TICKER: FNF     SECURITY ID: 316326107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DANIEL D. (RON) LANE AS A DIRECTOR	Management	For	For
1.2	ELECT J. THOMAS TALBOT AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN F. FARRELL, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT PHILIP G. HEASLEY AS A DIRECTOR	Management	For	For
1.5	ELECT TERRY N. CHRISTENSEN AS A DIRECTOR	Management	For	For
2	TO APPROVE AN AMENDMENT TO THE COMPANY S RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 150,000,000 TO 250,000,000.	Management	For	For

ISSUER NAME: FIDELITY SECURITIES LENDING CASH CENTRAL FUND MEETING DATE: 04/14/2004
TICKER: --     SECURITY ID: 31635A303
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	TO AMEND THE DECLARATION OF TRUST TO ALLOW THE BOARD OF TRUSTEES, IF PERMITTED BY APPLICABLE LAW, TO AUTHORIZE FUND MERGERS WITHOUT SHAREHOLDER APPROVAL.	Management	For	For
2.1	ELECT J. MICHAEL COOK AS A DIRECTOR	Management	For	For
2.2	ELECT RALPH F. COX AS A DIRECTOR	Management	For	For
2.3	ELECT LAURA B. CRONIN AS A DIRECTOR	Management	For	For
2.4	ELECT ROBERT M. GATES AS A DIRECTOR	Management	For	For
2.5	ELECT GEORGE H. HEILMEIER AS A DIRECTOR	Management	For	For
2.6	ELECT ABIGAIL P. JOHNSON AS A DIRECTOR	Management	For	For
2.7	ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR	Management	For	For
2.8	ELECT DONALD J. KIRK AS A DIRECTOR	Management	For	For
2.9	ELECT MARIE L. KNOWLES AS A DIRECTOR	Management	For	For
2.10	ELECT NED C. LAUTENBACH AS A DIRECTOR	Management	For	For
2.11	ELECT MARVIN L. MANN AS A DIRECTOR	Management	For	For
2.12	ELECT WILLIAM O. MCCOY AS A DIRECTOR	Management	For	For
2.13	ELECT ROBERT L. REYNOLDS AS A DIRECTOR	Management	For	For
2.14	ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR	Management	For	For

ISSUER NAME: FIRST DATA CORPORATION MEETING DATE: 10/28/2003
TICKER: FDC     SECURITY ID: 319963104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	TO APPROVE THE ISSUANCE OF SHARES OF FIRST DATA COMMON STOCK AS CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 1, 2003, AMONG FIRST DATA CORPORATION, MONACO SUBSIDIARY CORPORATION, A WHOLLY OWNED SUBSIDIARY OF FIRST DATA CORPORATION, AND CONCORD EFS, INC.	Management	For	For

ISSUER NAME: FOREST LABORATORIES, INC. MEETING DATE: 08/11/2003
TICKER: FRX     SECURITY ID: 345838106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HOWARD SOLOMON AS A DIRECTOR	Management	For	For
1.2	ELECT WILLIAM J. CANDEE, III AS A DIRECTOR	Management	For	For
1.3	ELECT GEORGE S. COHAN AS A DIRECTOR	Management	For	For
1.4	ELECT DAN L. GOLDWASSER AS A DIRECTOR	Management	For	For
1.5	ELECT LESTER B. SALANS AS A DIRECTOR	Management	For	For
1.6	ELECT KENNETH E. GOODMAN AS A DIRECTOR	Management	For	For
1.7	ELECT PHILLIP M. SATOW AS A DIRECTOR	Management	For	For
2	RATIFICATION OF AMENDMENT OF THE COMPANY S CERTIFICATE OF INCORPORATION TO AUTHORIZE ADDITIONAL SHARES OF THE COMPANY S COMMON STOCK.	Management	For	For
3	RATIFICATION OF BDO SEIDMAN, LLP AS INDEPENDENT AUDITORS.	Management	For	For

ISSUER NAME: FOUNDRY NETWORKS, INC. MEETING DATE: 06/01/2004
TICKER: FDRY     SECURITY ID: 35063R100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BOBBY R. JOHNSON, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT ANDREW K. LUDWICK AS A DIRECTOR	Management	For	For
1.3	ELECT ALFRED J. AMOROSO AS A DIRECTOR	Management	For	For
1.4	ELECT C. NICHOLAS KEATING AS A DIRECTOR	Management	For	For
1.5	ELECT J. STEVEN YOUNG AS A DIRECTOR	Management	For	For
1.6	ELECT ALAN L. EARHART AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: FOX ENTERTAINMENT GROUP, INC. MEETING DATE: 11/25/2003
TICKER: FOX     SECURITY ID: 35138T107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT K. RUPERT MURDOCH AS A DIRECTOR	Management	For	For
1.2	ELECT PETER CHERNIN AS A DIRECTOR	Management	For	For
1.3	ELECT DAVID F. DEVOE AS A DIRECTOR	Management	For	For
1.4	ELECT ARTHUR M. SISKIND AS A DIRECTOR	Management	For	For
1.5	ELECT LACHLAN K. MURDOCH AS A DIRECTOR	Management	For	For
1.6	ELECT CHRISTOS M. COTSAKOS AS A DIRECTOR	Management	For	For
1.7	ELECT THOMAS W. JONES AS A DIRECTOR	Management	For	For
1.8	ELECT PETER POWERS AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT ACCOUNTANTS.	Management	For	For

ISSUER NAME: GAP, INC. MEETING DATE: 05/12/2004
TICKER: GPS     SECURITY ID: 364760108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HOWARD BEHAR AS A DIRECTOR	Management	For	For
1.2	ELECT ADRIAN D.P. BELLAMY AS A DIRECTOR	Management	For	For
1.3	ELECT DONALD G. FISHER AS A DIRECTOR	Management	For	For
1.4	ELECT DORIS F. FISHER AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT J. FISHER AS A DIRECTOR	Management	For	For
1.6	ELECT GLENDA A. HATCHETT AS A DIRECTOR	Management	For	For
1.7	ELECT PENELOPE L. HUGHES AS A DIRECTOR	Management	For	For
1.8	ELECT BOB L. MARTIN AS A DIRECTOR	Management	For	For
1.9	ELECT JORGE P. MONTOYA AS A DIRECTOR	Management	For	For
1.10	ELECT PAUL S. PRESSLER AS A DIRECTOR	Management	For	For
1.11	ELECT JAMES M. SCHNEIDER AS A DIRECTOR	Management	For	For
1.12	ELECT MAYO A. SHATTUCK III AS A DIRECTOR	Management	For	For
1.13	ELECT MARGARET C. WHITMAN AS A DIRECTOR	Management	For	For
2	RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS	Management	For	For
3	TO APPROVE THE PROPOSAL TO AMEND AND RESTATE THE COMPANY S EXECUTIVE MANAGEMENT INCENTIVE CASH AWARD PLAN	Management	For	For
4	A SHAREHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION	Shareholder	Against	Against

ISSUER NAME: GENERAL ELECTRIC COMPANY MEETING DATE: 04/28/2004
TICKER: GE     SECURITY ID: 369604103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JAMES I. CASH, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT DENNIS D. DAMMERMAN AS A DIRECTOR	Management	For	For
1.3	ELECT ANN M. FUDGE AS A DIRECTOR	Management	For	For
1.4	ELECT CLAUDIO X. GONZALEZ AS A DIRECTOR	Management	For	For
1.5	ELECT JEFFREY R. IMMELT AS A DIRECTOR	Management	For	For
1.6	ELECT ANDREA JUNG AS A DIRECTOR	Management	For	For
1.7	ELECT ALAN G. LAFLEY AS A DIRECTOR	Management	For	For
1.8	ELECT KENNETH G. LANGONE AS A DIRECTOR	Management	For	For
1.9	ELECT RALPH S. LARSEN AS A DIRECTOR	Management	For	For
1.10	ELECT ROCHELLE B. LAZARUS AS A DIRECTOR	Management	For	For
1.11	ELECT SAM NUNN AS A DIRECTOR	Management	For	For
1.12	ELECT ROGER S. PENSKE AS A DIRECTOR	Management	For	For
1.13	ELECT ROBERT J. SWIERINGA AS A DIRECTOR	Management	For	For
1.14	ELECT DOUGLAS A. WARNER III AS A DIRECTOR	Management	For	For
1.15	ELECT ROBERT C. WRIGHT AS A DIRECTOR	Management	For	For
2	INDEPENDENT AUDITOR	Management	For	For
3	REVENUE MEASUREMENT ADDED TO EXECUTIVE OFFICER PERFORMANCE GOALS	Management	For	For
4	CUMULATIVE VOTING	Shareholder	Against	Abstain
5	ANIMAL TESTING	Shareholder	Against	Against
6	NUCLEAR RISK	Shareholder	Against	Against
7	REPORT ON PCB CLEANUP COSTS	Shareholder	Against	Against
8	OFFSHORE SOURCING	Shareholder	Against	Against
9	SUSTAINABILITY INDEX	Shareholder	Against	Against
10	COMPENSATION COMMITTEE INDEPENDENCE	Shareholder	Against	Against
11	PAY DISPARITY	Shareholder	Against	Against
12	END STOCK OPTIONS AND BONUSES	Shareholder	Against	Against
13	LIMIT OUTSIDE DIRECTORSHIPS	Shareholder	Against	Against
14	INDEPENDENT BOARD CHAIRMAN	Shareholder	Against	Against
15	EXPLORE SALE OF COMPANY	Shareholder	Against	Against
16	HOLDING STOCK FROM STOCK OPTIONS	Shareholder	Against	Against
17	BOARD INDEPENDENCE	Shareholder	Against	Against
18	POLITICAL CONTRIBUTIONS	Shareholder	Against	Against

ISSUER NAME: GEORGIA-PACIFIC CORPORATION MEETING DATE: 05/04/2004
TICKER: GP     SECURITY ID: 373298108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BARBARA L. BOWLES* AS A DIRECTOR	Management	For	For
1.2	ELECT DONALD V. FITES* AS A DIRECTOR	Management	For	For
1.3	ELECT DAVID R. GOODE* AS A DIRECTOR	Management	For	For
1.4	ELECT KAREN N. HORN* AS A DIRECTOR	Management	For	For
1.5	ELECT WILLIAM R. JOHNSON* AS A DIRECTOR	Management	For	For
1.6	ELECT JAMES B. WILLIAMS** AS A DIRECTOR	Management	For	For
2	PROPOSAL TO AMEND THE GEORGIA-PACIFIC CORPORATION LONG-TERM INCENTIVE PLAN TO ADD STOCK APPRECIATION RIGHTS, KNOWN AS SARS, AS PERMITTED AWARDS UNDER THE PLAN.	Management	For	For
3	PROPOSAL TO APPROVE THE GEORGIA-PACIFIC CORPORATION SHORT-TERM INCENTIVE PLAN SO THAT INCENTIVE COMPENSATION AWARDS PAID UNDER THE PLAN WILL BE FULLY DEDUCTIBLE UNDER 162(M) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.	Management	For	For
4	PROPOSAL TO RATIFY THE APPOINTMENT OF OUR INDEPENDENT AUDITORS, ERNST & YOUNG LLP, AS AUDITORS FOR OUR FISCAL YEAR ENDING JANUARY 1, 2005.	Management	For	For

ISSUER NAME: GOLDEN WEST FINANCIAL CORPORATION MEETING DATE: 04/27/2004
TICKER: GDW     SECURITY ID: 381317106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PATRICIA A. KING AS A DIRECTOR	Management	For	For
1.2	ELECT MARION O. SANDLER AS A DIRECTOR	Management	For	For
1.3	ELECT LESLIE TANG SCHILLING AS A DIRECTOR	Management	For	For
2	INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 200,000,000 TO 600,000,000.	Management	For	For
3	RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP TO SERVE AS THE COMPANY S INDEPENDENT OUTSIDE AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: HOVNANIAN ENTERPRISES, INC. MEETING DATE: 03/05/2004
TICKER: HOV     SECURITY ID: 442487203
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT K. HOVNANIAN AS A DIRECTOR	Management	For	For
1.2	ELECT A. HOVNANIAN AS A DIRECTOR	Management	For	For
1.3	ELECT G. DECESARIS, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT A. GREENBAUM AS A DIRECTOR	Management	For	For
1.5	ELECT D. MCDONALD AS A DIRECTOR	Management	For	For
1.6	ELECT J. ROBBINS AS A DIRECTOR	Management	For	For
1.7	ELECT J. SORSBY AS A DIRECTOR	Management	For	For
1.8	ELECT S. WEINROTH AS A DIRECTOR	Management	For	For
1.9	ELECT E. KANGAS AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT ACCOUNTANTS FOR THE YEAR ENDED OCTOBER 31, 2004.	Management	For	For
3	THE APPROVAL OF AN AMENDMENT TO THE AMENDED CERTIFICATE OF INCORPORATION, WHICH WOULD INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK.	Management	For	For
4	THE APPROVAL OF THE COMPANY S AMENDED AND RESTATED SENIOR EXECUTIVE SHORT-TERM INCENTIVE PLAN.	Management	For	Against
5	THE APPROVAL OF THE COMPANY S AMENDED AND RESTATED 1999 STOCK INCENTIVE PLAN.	Management	For	Against

ISSUER NAME: INTEL CORPORATION MEETING DATE: 05/19/2004
TICKER: INTC     SECURITY ID: 458140100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CRAIG R. BARRETT AS A DIRECTOR	Management	For	For
1.2	ELECT CHARLENE BARSHEFSKY AS A DIRECTOR	Management	For	For
1.3	ELECT E. JOHN P. BROWNE AS A DIRECTOR	Management	For	For
1.4	ELECT ANDREW S. GROVE AS A DIRECTOR	Management	For	For
1.5	ELECT D. JAMES GUZY AS A DIRECTOR	Management	For	For
1.6	ELECT REED E. HUNDT AS A DIRECTOR	Management	For	For
1.7	ELECT PAUL S. OTELLINI AS A DIRECTOR	Management	For	For
1.8	ELECT DAVID S. POTTRUCK AS A DIRECTOR	Management	For	For
1.9	ELECT JANE E. SHAW AS A DIRECTOR	Management	For	For
1.10	ELECT JOHN L. THORNTON AS A DIRECTOR	Management	For	For
1.11	ELECT DAVID B. YOFFIE AS A DIRECTOR	Management	For	For
2	RATIFICATION OF SELECTION OF INDEPENDENT AUDITORS	Management	For	For
3	APPROVAL OF THE 2004 EQUITY INCENTIVE PLAN	Management	For	For
4	STOCKHOLDER PROPOSAL REQUESTING THE EXPENSING OF STOCK OPTIONS	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL REQUESTING THE USE OF PERFORMANCE-VESTING STOCK	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL REQUESTING THE USE OF PERFORMANCE-BASED STOCK OPTIONS	Shareholder	Against	Against

ISSUER NAME: INTERNATIONAL BUSINESS MACHINES CORP MEETING DATE: 04/27/2004
TICKER: IBM     SECURITY ID: 459200101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT C. BLACK AS A DIRECTOR	Management	For	For
1.2	ELECT K.I. CHENAULT AS A DIRECTOR	Management	For	For
1.3	ELECT C. GHOSN AS A DIRECTOR	Management	For	For
1.4	ELECT N.O. KEOHANE AS A DIRECTOR	Management	For	For
1.5	ELECT C.F. KNIGHT AS A DIRECTOR	Management	For	For
1.6	ELECT L.A. NOTO AS A DIRECTOR	Management	For	For
1.7	ELECT S.J. PALMISANO AS A DIRECTOR	Management	For	For
1.8	ELECT J.B. SLAUGHTER AS A DIRECTOR	Management	For	For
1.9	ELECT J.E. SPERO AS A DIRECTOR	Management	For	For
1.10	ELECT S. TAUREL AS A DIRECTOR	Management	For	For
1.11	ELECT C.M. VEST AS A DIRECTOR	Management	For	For
1.12	ELECT L.H. ZAMBRANO AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF INDEPENDENT ACCOUNTANTS (PRICEWATERHOUSECOOPERS LLP) (PAGE 22)	Management	For	For
3	RATIFICATION OF APPOINTMENT OF INDEPENDENT ACCOUNTANTS FOR THE BUSINESS CONSULTING SERVICES UNIT (ERNST & YOUNG LLP) (PAGE 22)	Management	For	For
4	APPROVAL OF LONG-TERM INCENTIVE PERFORMANCE TERMS FOR CERTAIN EXECUTIVES (PAGE 23)	Management	For	For
5	STOCKHOLDER PROPOSAL ON: CUMULATIVE VOTING (PAGE 25)	Shareholder	Against	Abstain
6	STOCKHOLDER PROPOSAL ON: PENSION AND RETIREMENT MEDICAL (PAGE 25)	Shareholder	Against	Against
7	STOCKHOLDER PROPOSAL ON: EXECUTIVE COMPENSATION (PAGE 26)	Shareholder	Against	Against
8	STOCKHOLDER PROPOSAL ON: EXPENSING STOCK OPTIONS (PAGE 28)	Shareholder	Against	Against
9	STOCKHOLDER PROPOSAL ON: DISCLOSURE OF EXECUTIVE COMPENSATION (PAGE 29)	Shareholder	Against	Against
10	STOCKHOLDER PROPOSAL ON: CHINA BUSINESS PRINCIPLES (PAGE 30)	Shareholder	Against	Against
11	STOCKHOLDER PROPOSAL ON: POLITICAL CONTRIBUTIONS (PAGE 31)	Shareholder	Against	Against
12	STOCKHOLDER PROPOSAL ON: A REVIEW OF EXECUTIVE COMPENSATION POLICIES (PAGE 32)	Shareholder	Against	Against

ISSUER NAME: J.P. MORGAN CHASE & CO. MEETING DATE: 05/25/2004
TICKER: JPM     SECURITY ID: 46625H100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	MERGER PROPOSAL	Management	For	For
2.1	ELECT HANS W. BECHERER AS A DIRECTOR	Management	For	For
2.2	ELECT FRANK A. BENNACK, JR. AS A DIRECTOR	Management	For	For
2.3	ELECT JOHN H. BIGGS AS A DIRECTOR	Management	For	For
2.4	ELECT LAWRENCE A. BOSSIDY AS A DIRECTOR	Management	For	For
2.5	ELECT ELLEN V. FUTTER AS A DIRECTOR	Management	For	For
2.6	ELECT WILLIAM H. GRAY, III AS A DIRECTOR	Management	For	For
2.7	ELECT WILLIAM B. HARRISON, JR AS A DIRECTOR	Management	For	For
2.8	ELECT HELENE L. KAPLAN AS A DIRECTOR	Management	For	For
2.9	ELECT LEE R. RAYMOND AS A DIRECTOR	Management	For	For
2.10	ELECT JOHN R. STAFFORD AS A DIRECTOR	Management	For	For
3	APPOINTMENT OF EXTERNAL AUDITOR	Management	For	For
4	RE-APPROVAL OF KEY EXECUTIVE PERFORMANCE PLAN	Management	For	For
5	ADJOURNMENT OF MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES	Management	For	Abstain
6	DIRECTOR TERM LIMIT	Shareholder	Against	Against
7	CHARITABLE CONTRIBUTIONS	Shareholder	Against	Against
8	POLITICAL CONTRIBUTIONS	Shareholder	Against	Against
9	SEPARATION OF CHAIRMAN AND CEO	Shareholder	Against	Against
10	DERIVATIVE DISCLOSURE	Shareholder	Against	Against
11	AUDITOR INDEPENDENCE	Shareholder	Against	Against
12	DIRECTOR COMPENSATION	Shareholder	Against	Against
13	PAY DISPARITY	Shareholder	Against	Against

ISSUER NAME: JOHNSON & JOHNSON MEETING DATE: 04/22/2004
TICKER: JNJ     SECURITY ID: 478160104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT GERARD N. BURROW AS A DIRECTOR	Management	For	For
1.2	ELECT MARY S. COLEMAN AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES G. CULLEN AS A DIRECTOR	Management	For	For
1.4	ELECT ROBERT J. DARRETTA AS A DIRECTOR	Management	For	For
1.5	ELECT M. JUDAH FOLKMAN AS A DIRECTOR	Management	For	For
1.6	ELECT ANN D. JORDAN AS A DIRECTOR	Management	For	For
1.7	ELECT ARNOLD G. LANGBO AS A DIRECTOR	Management	For	For
1.8	ELECT SUSAN L. LINDQUIST AS A DIRECTOR	Management	For	For
1.9	ELECT LEO F. MULLIN AS A DIRECTOR	Management	For	For
1.10	ELECT STEVEN S REINEMUND AS A DIRECTOR	Management	For	For
1.11	ELECT DAVID SATCHER AS A DIRECTOR	Management	For	For
1.12	ELECT HENRY B. SCHACHT AS A DIRECTOR	Management	For	For
1.13	ELECT WILLIAM C. WELDON AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS AS INDEPENDENT AUDITORS	Management	For	For
3	PROPOSAL ON CHARITABLE CONTRIBUTIONS	Shareholder	Against	Against

ISSUER NAME: LEGG MASON, INC. MEETING DATE: 07/22/2003
TICKER: LM     SECURITY ID: 524901105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CARL BILDT* AS A DIRECTOR	Management	For	For
1.2	ELECT HARRY M. FORD, JR.* AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN E. KOERNER, III* AS A DIRECTOR	Management	For	For
1.4	ELECT PETER F. O'MALLEY* AS A DIRECTOR	Management	For	For
1.5	ELECT JAMES E. UKROP* AS A DIRECTOR	Management	For	For
1.6	ELECT DENNIS R. BERESFORD** AS A DIRECTOR	Management	For	For

ISSUER NAME: MASCO CORPORATION MEETING DATE: 05/11/2004
TICKER: MAS     SECURITY ID: 574599106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PETER A. DOW* AS A DIRECTOR	Management	For	For
1.2	ELECT ANTHONY F. EARLEY, JR.* AS A DIRECTOR	Management	For	For
1.3	ELECT WAYNE B. LYON* AS A DIRECTOR	Management	For	For
1.4	ELECT DAVID L. JOHNSTON** AS A DIRECTOR	Management	For	For
1.5	ELECT J. MICHAEL LOSH** AS A DIRECTOR	Management	For	For
2	PROPOSAL TO APPROVE THE MASCO CORPORATION 2004 RESTRICTED STOCK AWARD PROGRAM.	Management	For	Against
3	RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR THE COMPANY FOR THE YEAR 2004.	Management	For	For

ISSUER NAME: MAXTOR CORPORATION MEETING DATE: 05/20/2004
TICKER: MXO     SECURITY ID: 577729205
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PAUL J. TUFANO AS A DIRECTOR	Management	For	For
1.2	ELECT CHARLES M. BOESENBERG AS A DIRECTOR	Management	For	For
1.3	ELECT MICHAEL R. CANNON AS A DIRECTOR	Management	For	For
2	TO RATIFY THE ENGAGEMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 25, 2004.	Management	For	For

ISSUER NAME: MBIA INC. MEETING DATE: 05/06/2004
TICKER: MBI     SECURITY ID: 55262C100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOSEPH W. BROWN AS A DIRECTOR	Management	For	For
1.2	ELECT C. EDWARD CHAPLIN AS A DIRECTOR	Management	For	For
1.3	ELECT DAVID C. CLAPP AS A DIRECTOR	Management	For	For
1.4	ELECT GARY C. DUNTON AS A DIRECTOR	Management	For	For
1.5	ELECT CLAIRE L. GAUDIANI AS A DIRECTOR	Management	For	For
1.6	ELECT FREDA S. JOHNSON AS A DIRECTOR	Management	For	For
1.7	ELECT DANIEL P. KEARNEY AS A DIRECTOR	Management	For	For
1.8	ELECT JAMES A. LEBENTHAL AS A DIRECTOR	Management	For	For
1.9	ELECT DEBRA J. PERRY AS A DIRECTOR	Management	For	For
1.10	ELECT JOHN A. ROLLS AS A DIRECTOR	Management	For	For
2	APPROVAL OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS.	Management	For	For

ISSUER NAME: MEDTRONIC, INC. MEETING DATE: 08/28/2003
TICKER: MDT     SECURITY ID: 585055106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT RICHARD H. ANDERSON AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL R. BONSIGNORE AS A DIRECTOR	Management	For	For
1.3	ELECT GORDON M. SPRENGER AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC S INDEPENDENT AUDITORS	Management	For	For
3	TO APPROVE MEDTRONIC S 2003 LONG-TERM INCENTIVE PLAN.	Management	For	For
4	TO APPROVE MEDTRONIC S EXECUTIVE INCENTIVE PLAN.	Management	For	For

ISSUER NAME: MERCK & CO., INC. MEETING DATE: 04/27/2004
TICKER: MRK     SECURITY ID: 589331107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PETER C. WENDELL* AS A DIRECTOR	Management	For	For
1.2	ELECT WILLIAM G. BOWEN** AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM M. DALEY** AS A DIRECTOR	Management	For	For
1.4	ELECT THOMAS E. SHENK** AS A DIRECTOR	Management	For	For
1.5	ELECT WENDELL P. WEEKS** AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF THE COMPANY S INDEPENDENT AUDITORS FOR 2004	Management	For	For
3	PROPOSAL TO AMEND THE RESTATED CERTIFICATE OF INCORPORATION TO DECLASSIFY THE BOARD OF DIRECTORS THE BOARD OF DIRECTORS RECOMMENDS A VOTE AGAINST ITEMS 4 THROUGH 8	Management	For	For
4	STOCKHOLDER PROPOSAL CONCERNING MANAGEMENT COMPENSATION	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL CONCERNING EXTENSION OF PRESCRIPTION DRUG PATENTS	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL CONCERNING ETHICAL AND SOCIAL PERFORMANCE OF THE COMPANY	Shareholder	Against	Against
7	STOCKHOLDER PROPOSAL CONCERNING USE OF SHAREHOLDER RESOURCES FOR POLITICAL PURPOSES	Shareholder	Against	Against
8	STOCKHOLDER PROPOSAL CONCERNING A REPORT RELATED TO THE GLOBAL HIV/AIDS PANDEMIC	Shareholder	Against	Against

ISSUER NAME: MICROSOFT CORPORATION MEETING DATE: 11/11/2003
TICKER: MSFT     SECURITY ID: 594918104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM H. GATES III AS A DIRECTOR	Management	For	For
1.2	ELECT STEVEN A. BALLMER AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES I. CASH JR. AS A DIRECTOR	Management	For	For
1.4	ELECT RAYMOND V. GILMARTIN AS A DIRECTOR	Management	For	For
1.5	ELECT A. MCLAUGHLIN KOROLOGOS AS A DIRECTOR	Management	For	For
1.6	ELECT DAVID F. MARQUARDT AS A DIRECTOR	Management	For	For
1.7	ELECT CHARLES H. NOSKI AS A DIRECTOR	Management	For	For
1.8	ELECT HELMUT PANKE AS A DIRECTOR	Management	For	For
1.9	ELECT WM. G. REED JR. AS A DIRECTOR	Management	For	For
1.10	ELECT JON A. SHIRLEY AS A DIRECTOR	Management	For	For
2	ADOPTION OF THE AMENDMENTS TO THE 2001 STOCK PLAN	Management	For	Against
3	ADOPTION OF THE AMENDMENTS TO THE 1999 STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS	Management	For	Against
4	SHAREHOLDER PROPOSAL (THE BOARD RECOMMENDS A VOTE AGAINST THIS PROPOSAL)	Shareholder	Against	Against

ISSUER NAME: MILLENNIUM PHARMACEUTICALS, INC. MEETING DATE: 05/07/2004
TICKER: MLNM     SECURITY ID: 599902103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CHARLES J. HOMCY, M.D. AS A DIRECTOR	Management	For	For
1.2	ELECT RAJU S KUCHERLAPATI PHD AS A DIRECTOR	Management	For	For
1.3	ELECT ERIC S. LANDER, PH.D. AS A DIRECTOR	Management	For	For
2	RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: NEWMONT MINING CORPORATION MEETING DATE: 04/28/2004
TICKER: NEM     SECURITY ID: 651639106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT G.A. BARTON AS A DIRECTOR	Management	For	For
1.2	ELECT V.A. CALARCO AS A DIRECTOR	Management	For	For
1.3	ELECT M.S. HAMSON AS A DIRECTOR	Management	For	For
1.4	ELECT L.I. HIGDON, JR. AS A DIRECTOR	Management	For	For
1.5	ELECT P. LASSONDE AS A DIRECTOR	Management	For	For
1.6	ELECT R.J. MILLER AS A DIRECTOR	Management	For	For
1.7	ELECT W.W. MURDY AS A DIRECTOR	Management	For	For
1.8	ELECT R.A. PLUMBRIDGE AS A DIRECTOR	Management	For	For
1.9	ELECT J.B. PRESCOTT AS A DIRECTOR	Management	For	For
1.10	ELECT M.K. REILLY AS A DIRECTOR	Management	For	For
1.11	ELECT S. SCHULICH AS A DIRECTOR	Management	For	For
1.12	ELECT J.V. TARANIK AS A DIRECTOR	Management	For	For
2	RATIFY APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR 2004	Management	For	For
3	STOCKHOLDER PROPOSAL	Shareholder	Against	For

ISSUER NAME: NEXTEL COMMUNICATIONS, INC. MEETING DATE: 05/27/2004
TICKER: NXTL     SECURITY ID: 65332V103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT KEITH J. BANE AS A DIRECTOR	Management	For	For
1.2	ELECT V. JANET HILL AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	APPROVAL OF THE NEXTEL COMMUNICATIONS, INC. AMENDED AND RESTATED ASSOCIATE STOCK PURCHASE PLAN.	Management	For	For

ISSUER NAME: OCCIDENTAL PETROLEUM CORPORATION MEETING DATE: 04/30/2004
TICKER: OXY     SECURITY ID: 674599105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT RONALD W. BURKLE AS A DIRECTOR	Management	For	For
1.2	ELECT JOHN S. CHALSLY AS A DIRECTOR	Management	For	For
1.3	ELECT EDWARD P. DJEREJIAN AS A DIRECTOR	Management	For	For
1.4	ELECT R. CHAD DREIER AS A DIRECTOR	Management	For	For
1.5	ELECT JOHN E. FEICK AS A DIRECTOR	Management	For	For
1.6	ELECT RAY R. IRANI AS A DIRECTOR	Management	For	For
1.7	ELECT DALE R. LAURANCE AS A DIRECTOR	Management	For	For
1.8	ELECT IRVIN W. MALONEY AS A DIRECTOR	Management	For	For
1.9	ELECT RODOLFO SEGOVIA AS A DIRECTOR	Management	For	For
1.10	ELECT AZIZ D. SYRIANI AS A DIRECTOR	Management	For	For
1.11	ELECT ROSEMARY TOMICH AS A DIRECTOR	Management	For	For
1.12	ELECT WALTER L. WEISMAN AS A DIRECTOR	Management	For	For
2	THE RATIFICATION OF THE SELECTION OF KPMG AS INDEPENDENT AUDITORS.	Management	For	For
3	APPROVAL OF AMENDMENT TO THE RESTRICTED STOCK PLAN FOR NON-EMPLOYEE DIRECTORS.	Management	For	For
4	DISCONTINUANCE OF OPTIONS, RIGHTS AND SEVERANCE PAYMENTS.	Shareholder	Against	Against

ISSUER NAME: PACIFICARE HEALTH SYSTEMS, INC. MEETING DATE: 05/20/2004
TICKER: PHS     SECURITY ID: 695112102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT AIDA ALVAREZ AS A DIRECTOR	Management	For	For
1.2	ELECT BRADLEY C. CALL AS A DIRECTOR	Management	For	For
1.3	ELECT TERRY O. HARTSHORN AS A DIRECTOR	Management	For	For
1.4	ELECT DOMINIC NG AS A DIRECTOR	Management	For	For
1.5	ELECT HOWARD G. PHANSTIEL AS A DIRECTOR	Management	For	For
1.6	ELECT WARREN E. PINCKERT II AS A DIRECTOR	Management	For	For
1.7	ELECT DAVID A. REED AS A DIRECTOR	Management	For	For
1.8	ELECT CHARLES R. RINEHART AS A DIRECTOR	Management	For	For
1.9	ELECT LINDA ROSENSTOCK AS A DIRECTOR	Management	For	For
1.10	ELECT LLOYD E. ROSS AS A DIRECTOR	Management	For	For
2	APPROVAL OF AMENDMENT AND RESTATEMENT OF THE EMPLOYEE STOCK PURCHASE PLAN.	Management	For	For
3	RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS.	Management	For	For

ISSUER NAME: PARTNERRE LTD. MEETING DATE: 05/13/2004
TICKER: PRE     SECURITY ID: G6852T105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT VITO H. BAUMGARTNER AS A DIRECTOR	Management	For	For
1.2	ELECT JEAN-PAUL MONTUPET AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN A. ROLLWAGEN AS A DIRECTOR	Management	For	For
1.4	ELECT LUCIO STANCA AS A DIRECTOR	Management	For	For
2	TO APPROVE AN INCREASE IN THE MAXIMUM NUMBER OF DIRECTORS FROM TEN TO ELEVEN, WITH THE MINIMUM NUMBER OF DIRECTORS SET AT THREE, AND FOR THE BOARD TO BE AUTHORIZED TO FILL ANY VACANCIES AS AND WHEN THEY DEEM EXPEDIENT.	Management	For	For
3	TO AMEND THE BYE-LAWS OF THE COMPANY TO REMOVE THE EXEMPTION WHICH EXCLUDES SWISS REINSURANCE COMPANY AND ITS AFFILIATES FROM THE PROHIBITION ON OBTAINING OR EXERCISING MORE THAN 9.9% OF THE VOTING RIGHTS ATTACHED TO THE COMPANY S ISSUED AND OUTSTANDING SHARES.	Management	For	For
4	TO INCREASE THE NUMBER OF COMMON SHARES RESERVED FOR ISSUANCE UNDER THE PARTNERRE LTD. EMPLOYEE INCENTIVE PLAN FROM 3,500,000 COMMON SHARES TO 5,000,000 COMMON SHARES.	Management	For	For
5	TO REAPPOINT THE FIRM OF DELOITTE & TOUCHE TO SERVE AS INDEPENDENT AUDITORS OF THE COMPANY UNTIL THE COMPANY S 2005 ANNUAL GENERAL MEETING AND TO REFER TO THE BOARD OF DIRECTORS THE AUTHORITY TO DETERMINE THE REMUNERATION OF DELOITTE & TOUCHE.	Management	For	For
6	OTHER - IN THEIR DISCRETION UPON SUCH OTHER MATTERS, INCLUDING WITHHOLDING A QUORUM, IF NECESSARY, AS MAY PROPERLY COME BEFORE THE ANNUAL GENERAL MEETING.	Management	For	Abstain

ISSUER NAME: PFIZER INC. MEETING DATE: 04/22/2004
TICKER: PFE     SECURITY ID: 717081103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MICHAEL S. BROWN AS A DIRECTOR	Management	For	For
1.2	ELECT M. ANTHONY BURNS AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT N. BURT AS A DIRECTOR	Management	For	For
1.4	ELECT W. DON CORNWELL AS A DIRECTOR	Management	For	For
1.5	ELECT WILLIAM H. GRAY III AS A DIRECTOR	Management	For	For
1.6	ELECT CONSTANCE J. HORNER AS A DIRECTOR	Management	For	For
1.7	ELECT WILLIAM R. HOWELL AS A DIRECTOR	Management	For	For
1.8	ELECT STANLEY O. IKENBERRY AS A DIRECTOR	Management	For	For
1.9	ELECT GEORGE A. LORCH AS A DIRECTOR	Management	For	For
1.10	ELECT HENRY A. MCKINNELL AS A DIRECTOR	Management	For	For
1.11	ELECT DANA G. MEAD AS A DIRECTOR	Management	For	For
1.12	ELECT FRANKLIN D. RAINES AS A DIRECTOR	Management	For	For
1.13	ELECT RUTH J. SIMMONS AS A DIRECTOR	Management	For	For
1.14	ELECT WILLIAM C. STEERE, JR. AS A DIRECTOR	Management	For	For
1.15	ELECT JEAN-PAUL VALLES AS A DIRECTOR	Management	For	For
2	A PROPOSAL TO APPROVE THE APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	A PROPOSAL TO APPROVE THE PFIZER INC. 2004 STOCK PLAN.	Management	For	For
4	SHAREHOLDER PROPOSAL REQUESTING REVIEW OF THE ECONOMIC EFFECTS OF THE HIV/AIDS, TB AND MALARIA PANDEMICS ON THE COMPANY S BUSINESS STRATEGY.	Shareholder	Against	Against
5	SHAREHOLDER PROPOSAL RELATING TO POLITICAL CONTRIBUTIONS.	Shareholder	Against	Against
6	SHAREHOLDER PROPOSAL RELATING TO AN ANNUAL REPORT ON CORPORATE RESOURCES DEVOTED TO SUPPORTING POLITICAL ENTITIES OR CANDIDATES.	Shareholder	Against	Against
7	SHAREHOLDER PROPOSAL SEEKING TO IMPOSE TERM LIMITS ON DIRECTORS.	Shareholder	Against	Against
8	SHAREHOLDER PROPOSAL REQUESTING A REPORT ON INCREASING ACCESS TO PFIZER PRODUCTS.	Shareholder	Against	Against
9	SHAREHOLDER PROPOSAL ON STOCK OPTIONS.	Shareholder	Against	Against
10	SHAREHOLDER PROPOSAL ON IN VITRO TESTING.	Shareholder	Against	Against

ISSUER NAME: PHELPS DODGE CORPORATION MEETING DATE: 05/28/2004
TICKER: PD     SECURITY ID: 717265102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MARIE L. KNOWLES AS A DIRECTOR	Management	For	For
1.2	ELECT JON C. MADONNA AS A DIRECTOR	Management	For	For
1.3	ELECT GORDON R. PARKER AS A DIRECTOR	Management	For	For
1.4	ELECT ROBERT D. JOHNSON AS A DIRECTOR	Management	For	For
2	SHAREHOLDER PROPOSAL REGARDING CHARITABLE CONTRIBUTIONS.	Shareholder	Against	Against

ISSUER NAME: PPL CORPORATION MEETING DATE: 04/23/2004
TICKER: PPL     SECURITY ID: 69351T106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM F. HECHT AS A DIRECTOR	Management	For	For
1.2	ELECT STUART HEYDT AS A DIRECTOR	Management	For	For
1.3	ELECT W. KEITH SMITH AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITOR	Management	For	For

ISSUER NAME: SEPRACOR INC. MEETING DATE: 05/19/2004
TICKER: SEPR     SECURITY ID: 817315104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DIGBY W. BARRIOS AS A DIRECTOR	Management	For	For
1.2	ELECT ALAN A. STEIGROD AS A DIRECTOR	Management	For	For
2	TO APPROVE AN AMENDMENT TO OUR 2000 STOCK INCENTIVE PLAN INCREASING FROM 5,500,000 TO 8,000,000 THE NUMBER OF SHARES OF OUR COMMON STOCK RESERVED FOR ISSUANCE UNDER THE 2000 PLAN.	Management	For	For
3	TO RATIFY THE SELECTION BY OUR BOARD OF DIRECTORS OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT AUDITORS FOR THE CURRENT FISCAL YEAR.	Management	For	For

ISSUER NAME: SILICON LABORATORIES INC. MEETING DATE: 04/29/2004
TICKER: SLAB     SECURITY ID: 826919102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DANIEL A. ARTUSI AS A DIRECTOR	Management	For	For
1.2	ELECT WILLIAM G. BOCK AS A DIRECTOR	Management	For	For
1.3	ELECT R. TED ENLOE III AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS OF SILICON LABORATORIES INC. FOR THE FISCAL YEAR ENDING JANUARY 1, 2005.	Management	For	For

ISSUER NAME: STAPLES, INC. MEETING DATE: 06/17/2004
TICKER: SPLS     SECURITY ID: 855030102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ARTHUR M. BLANK AS A DIRECTOR	Management	For	For
1.2	ELECT GARY L. CRITTENDEN AS A DIRECTOR	Management	For	For
1.3	ELECT MARTIN TRUST AS A DIRECTOR	Management	For	For
1.4	ELECT PAUL F. WALSH AS A DIRECTOR	Management	For	For
2	TO APPROVE STAPLES 2004 STOCK INCENTIVE PLAN.	Management	For	For
3	TO APPROVE STAPLES AMENDED AND RESTATED 1998 EMPLOYEE STOCK PURCHASE PLAN.	Management	For	For
4	TO APPROVE STAPLES AMENDED AND RESTATED INTERNATIONAL EMPLOYEE STOCK PURCHASE PLAN.	Management	For	For
5	TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF ERNST & YOUNG LLP AS STAPLES INDEPENDENT AUDITORS FOR THE CURRENT FISCAL YEAR.	Management	For	For
6	TO ACT ON A SHAREHOLDER PROPOSAL ON SHAREHOLDER RIGHTS PLANS.	Shareholder	Against	For
7	TO ACT ON A SHAREHOLDER PROPOSAL ON SHAREHOLDER INPUT ON POISON PILLS.	Shareholder	Against	For
8	TO ACT ON A SHAREHOLDER PROPOSAL ON COMMONSENSE EXECUTIVE COMPENSATION.	Shareholder	Against	Against
9	TO ACT ON A SHAREHOLDER PROPOSAL ON AUDITOR INDEPENDENCE.	Shareholder	Against	Against

ISSUER NAME: SYSCO CORPORATION MEETING DATE: 11/07/2003
TICKER: SYY     SECURITY ID: 871829107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JONATHAN GOLDEN* AS A DIRECTOR	Management	For	For
1.2	ELECT JOSEPH A. HAFNER, JR.* AS A DIRECTOR	Management	For	For
1.3	ELECT THOMAS E. LANKFORD* AS A DIRECTOR	Management	For	For
1.4	ELECT RICHARD J. SCHNIEDERS* AS A DIRECTOR	Management	For	For
1.5	ELECT J.K. STUBBLEFIELD, JR** AS A DIRECTOR	Management	For	For
2	APPROVAL OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF SHARES OF COMMON STOCK THAT SYSCO WILL HAVE THE AUTHORITY TO ISSUE TO TWO BILLION (2,000,000,000).	Management	For	For
3	APPROVAL OF THE 2003 STOCK INCENTIVE PLAN.	Management	For	Against
4	SHAREHOLDER PROPOSAL REQUESTING THAT THE BOARD REVIEW THE COMPANY S POLICIES FOR FOOD PRODUCTS CONTAINING GENETICALLY ENGINEERED INGREDIENTS AND REPORT TO SHAREHOLDERS BY MARCH 2004.	Shareholder	Against	Against

ISSUER NAME: THE FIRST AMERICAN CORPORATION MEETING DATE: 05/13/2004
TICKER: FAF     SECURITY ID: 318522307
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT GARY J. BEBAN AS A DIRECTOR	Management	For	For
1.2	ELECT J. DAVID CHATHAM AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM G. DAVIS AS A DIRECTOR	Management	For	For
1.4	ELECT JAMES L. DOTI AS A DIRECTOR	Management	For	For
1.5	ELECT LEWIS W. DOUGLAS, JR. AS A DIRECTOR	Management	For	For
1.6	ELECT PAUL B. FAY, JR. AS A DIRECTOR	Management	For	For
1.7	ELECT D.P. KENNEDY AS A DIRECTOR	Management	For	For
1.8	ELECT PARKER S. KENNEDY AS A DIRECTOR	Management	For	For
1.9	ELECT FRANK E. O'BRYAN AS A DIRECTOR	Management	For	For
1.10	ELECT ROSLYN B. PAYNE AS A DIRECTOR	Management	For	For
1.11	ELECT D. VAN SKILLING AS A DIRECTOR	Management	For	For
1.12	ELECT HERBERT B. TASKER AS A DIRECTOR	Management	For	For
1.13	ELECT VIRGINIA M. UEBERROTH AS A DIRECTOR	Management	For	For

ISSUER NAME: THE GILLETTE COMPANY MEETING DATE: 05/20/2004
TICKER: G     SECURITY ID: 375766102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT EDWARD F. DEGRAAN AS A DIRECTOR	Management	For	For
1.2	ELECT WILBUR H. GANTZ AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES M. KILTS AS A DIRECTOR	Management	For	For
1.4	ELECT JORGE PAULO LEMANN AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF AUDITOR.	Management	For	For
3	APPROVAL OF THE 2004 LONG-TERM INCENTIVE PLAN.	Management	For	For
4	SHAREHOLDER PROPOSAL TO DECLASSIFY THE BOARD OF DIRECTORS.	Shareholder	Against	For
5	SHAREHOLDER PROPOSAL TO LIMIT SERVICES PROVIDED BY THE AUDITOR.	Shareholder	Against	Against
6	SHAREHOLDER PROPOSAL TO EXPENSE STOCK OPTIONS.	Shareholder	Against	Against

ISSUER NAME: TORCHMARK CORPORATION MEETING DATE: 04/29/2004
TICKER: TMK     SECURITY ID: 891027104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CHARLES E. ADAIR AS A DIRECTOR	Management	For	For
1.2	ELECT JOSEPH M. FARLEY AS A DIRECTOR	Management	For	For
1.3	ELECT C.B. HUDSON AS A DIRECTOR	Management	For	For
1.4	ELECT JOSEPH L. LANIER, JR. AS A DIRECTOR	Management	For	For
1.5	ELECT R.K. RICHEY AS A DIRECTOR	Management	For	For
2	RATIFICATION OF AUDITORS	Management	For	For
3	SHAREHOLDER PROPOSAL	Shareholder	Against	Against
4	SHAREHOLDER PROPOSAL	Shareholder	Against	Against

ISSUER NAME: TXU CORP. MEETING DATE: 05/21/2004
TICKER: TXU     SECURITY ID: 873168108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DEREK C. BONHAM AS A DIRECTOR	Management	For	For
1.2	ELECT E. GAIL DE PLANQUE AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM M. GRIFFIN AS A DIRECTOR	Management	For	For
1.4	ELECT KERNEY LADAY AS A DIRECTOR	Management	For	For
1.5	ELECT JACK E. LITTLE AS A DIRECTOR	Management	For	For
1.6	ELECT ERLE NYE AS A DIRECTOR	Management	For	For
1.7	ELECT J.E. OESTERREICHER AS A DIRECTOR	Management	For	For
1.8	ELECT MICHAEL W. RANGER AS A DIRECTOR	Management	For	For
1.9	ELECT HERBERT H. RICHARDSON AS A DIRECTOR	Management	For	For
1.10	ELECT C. JOHN WILDER AS A DIRECTOR	Management	For	For
2	APPROVAL OF AUDITORS - DELOITTE & TOUCHE LLP	Management	For	For
3	SHAREHOLDER PROPOSAL RELATED TO OFFICERS SALES OF RESTRICTED STOCK	Shareholder	Against	Against

ISSUER NAME: UNITED DEFENSE INDUSTRIES, INC. MEETING DATE: 04/13/2004
TICKER: UDI     SECURITY ID: 91018B104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT FRANK C. CARLUCCI AS A DIRECTOR	Management	For	For
1.2	ELECT PETER J. CLARE AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM E. CONWAY, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT C. THOMAS FAULDERS, III AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT J. NATTER AS A DIRECTOR	Management	For	For
1.6	ELECT J.H. BINFORD PEAY, III AS A DIRECTOR	Management	For	For
1.7	ELECT THOMAS W. RABAUT AS A DIRECTOR	Management	For	For
1.8	ELECT FRANCIS RABORN AS A DIRECTOR	Management	For	For
1.9	ELECT JOHN M. SHALIKASHVILI AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE AMENDED AND RESTATED PLAN.	Management	For	For

ISSUER NAME: W. R. BERKLEY CORPORATION MEETING DATE: 05/11/2004
TICKER: BER     SECURITY ID: 084423102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM R. BERKLEY, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT RONALD E. BLAYLOCK AS A DIRECTOR	Management	For	For
1.3	ELECT MARK E. BROCKBANK AS A DIRECTOR	Management	For	For
1.4	ELECT RODNEY A. HAWES, JR. AS A DIRECTOR	Management	For	For
2	TO APPROVE THE W. R. BERKLEY CORPORATION 2004 LONG-TERM INCENTIVE PLAN.	Management	For	For
3	TO APPROVE THE AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF W. R. BERKLEY CORPORATION.	Management	For	For
4	TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS FOR W. R. BERKLEY CORPORATION FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: WAL-MART STORES, INC. MEETING DATE: 06/04/2004
TICKER: WMT     SECURITY ID: 931142103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JAMES W. BREYER AS A DIRECTOR	Management	For	For
1.2	ELECT M. MICHELE BURNS AS A DIRECTOR	Management	For	For
1.3	ELECT THOMAS M. COUGHLIN AS A DIRECTOR	Management	For	For
1.4	ELECT DAVID D. GLASS AS A DIRECTOR	Management	For	For
1.5	ELECT ROLAND A. HERNANDEZ AS A DIRECTOR	Management	For	For
1.6	ELECT DAWN G. LEPORE AS A DIRECTOR	Management	For	For
1.7	ELECT JOHN D. OPIE AS A DIRECTOR	Management	For	For
1.8	ELECT J. PAUL REASON AS A DIRECTOR	Management	For	For
1.9	ELECT H. LEE SCOTT, JR. AS A DIRECTOR	Management	For	For
1.10	ELECT JACK C. SHEWMAKER AS A DIRECTOR	Management	For	For
1.11	ELECT JOSE H. VILLARREAL AS A DIRECTOR	Management	For	For
1.12	ELECT JOHN T. WALTON AS A DIRECTOR	Management	For	For
1.13	ELECT S. ROBSON WALTON AS A DIRECTOR	Management	For	For
1.14	ELECT CHRISTOPHER J. WILLIAMS AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE ASDA COLLEAGUE SHARE OWNERSHIP PLAN 1999	Management	For	For
3	APPROVAL OF THE ASDA SHARESAVE PLAN 2000	Management	For	For
4	APPROVAL OF THE WAL-MART STORES, INC. 2004 ASSOCIATE STOCK PURCHASE PLAN	Management	For	Against
5	RATIFICATION OF THE APPOINTMENT OF INDEPENDENT ACCOUNTANTS	Management	For	For
6	A SHAREHOLDER PROPOSAL REGARDING AN INDEPENDENT CHAIRMAN	Shareholder	Against	Against
7	A SHAREHOLDER PROPOSAL REGARDING A SUSTAINABILITY REPORT	Shareholder	Against	Against
8	A SHAREHOLDER PROPOSAL REGARDING EQUITY COMPENSATION	Shareholder	Against	Against
9	A SHAREHOLDER PROPOSAL REGARDING GENETICALLY ENGINEERED FOOD PRODUCTS	Shareholder	Against	Against
10	A SHAREHOLDER PROPOSAL REGARDING AN EQUAL EMPLOYMENT OPPORTUNITY REPORT	Shareholder	Against	Against
11	A SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER APPROVAL OF PARTICIPATION IN THE OFFICER DEFERRED COMPENSATION PLAN	Shareholder	Against	Against

ISSUER NAME: WELLS FARGO & COMPANY MEETING DATE: 04/27/2004
TICKER: WFC     SECURITY ID: 949746101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT J.A. BLANCHARD III AS A DIRECTOR	Management	For	For
1.2	ELECT SUSAN E. ENGEL AS A DIRECTOR	Management	For	For
1.3	ELECT ENRIQUE HERNANDEZ, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT ROBERT L. JOSS AS A DIRECTOR	Management	For	For
1.5	ELECT REATHA CLARK KING AS A DIRECTOR	Management	For	For
1.6	ELECT RICHARD M. KOVACEVICH AS A DIRECTOR	Management	For	For
1.7	ELECT RICHARD D. MCCORMICK AS A DIRECTOR	Management	For	For
1.8	ELECT CYNTHIA H. MILLIGAN AS A DIRECTOR	Management	For	For
1.9	ELECT PHILIP J. QUIGLEY AS A DIRECTOR	Management	For	For
1.10	ELECT DONALD B. RICE AS A DIRECTOR	Management	For	For
1.11	ELECT JUDITH M. RUNSTAD AS A DIRECTOR	Management	For	For
1.12	ELECT STEPHEN W. SANGER AS A DIRECTOR	Management	For	For
1.13	ELECT SUSAN G. SWENSON AS A DIRECTOR	Management	For	For
1.14	ELECT MICHAEL W. WRIGHT AS A DIRECTOR	Management	For	For
2	PROPOSAL TO APPROVE THE COMPANY S SUPPLEMENTAL 401(K) PLAN.	Management	For	For
3	PROPOSAL TO RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS FOR 2004.	Management	For	For
4	STOCKHOLDER PROPOSAL REGARDING EXPENSING STOCK OPTIONS.	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL REGARDING RESTRICTED STOCK.	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION AND PREDATORY LENDING.	Shareholder	Against	Against
7	STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS.	Shareholder	Against	Against

ISSUER NAME: WESTERN DIGITAL CORPORATION MEETING DATE: 11/20/2003
TICKER: WDC     SECURITY ID: 958102105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MATTHEW E. MASSENGILL AS A DIRECTOR	Management	For	For
1.2	ELECT I.M. BOOTH AS A DIRECTOR	Management	For	For
1.3	ELECT PETER D. BEHRENDT AS A DIRECTOR	Management	For	For
1.4	ELECT KATHLEEN A. COTE AS A DIRECTOR	Management	For	For
1.5	ELECT HENRY T. DENERO AS A DIRECTOR	Management	For	For
1.6	ELECT WILLIAM L. KIMSEY AS A DIRECTOR	Management	For	For
1.7	ELECT MICHAEL D. LAMBERT AS A DIRECTOR	Management	For	For
1.8	ELECT ROGER H. MOORE AS A DIRECTOR	Management	For	For
1.9	ELECT THOMAS E. PARDUN AS A DIRECTOR	Management	For	For
2	TO APPROVE AN AMENDMENT TO THE COMPANY S 1993 EMPLOYEE STOCK PURCHASE PLAN, TO INCREASE BY 3,000,000 THE NUMBER OF SHARES OF COMMON STOCK AVAILABLE FOR ISSUANCE TO EMPLOYEES OF THE COMPANY UNDER THE PLAN.	Management	For	For
3	TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS FOR THE COMPANY FOR THE FISCAL YEAR ENDING JULY 2, 2004.	Management	For	For

ISSUER NAME: WESTERN WIRELESS CORPORATION MEETING DATE: 05/26/2004
TICKER: WWCA     SECURITY ID: 95988E204
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOHN W. STANTON AS A DIRECTOR	Management	For	For
1.2	ELECT JOHN L. BUNCE, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT MITCHELL L. COHEN AS A DIRECTOR	Management	For	For
1.4	ELECT DANIEL J. EVANS AS A DIRECTOR	Management	For	For
1.5	ELECT THERESA E. GILLESPIE AS A DIRECTOR	Management	For	For
1.6	ELECT JONATHAN M. NELSON AS A DIRECTOR	Management	For	For
1.7	ELECT PEGGY V. PHILLIPS AS A DIRECTOR	Management	For	For
1.8	ELECT MIKAL J. THOMSEN AS A DIRECTOR	Management	For	For
1.9	ELECT PETER H. VAN OPPEN AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	PROPOSAL TO APPROVE THE COMPANY S 2004 EMPLOYEE STOCK PURCHASE PLAN.	Management	For	For
4	IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING.	Management	For	Abstain

ISSUER NAME: WHOLE FOODS MARKET, INC. MEETING DATE: 03/22/2004
TICKER: WFMI     SECURITY ID: 966837106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DAVID W. DUPREE AS A DIRECTOR	Management	For	For
1.2	ELECT GABRIELLE E. GREENE AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN P. MACKEY AS A DIRECTOR	Management	For	For
1.4	ELECT MORRIS J. SIEGEL AS A DIRECTOR	Management	For	For
2	PROPOSAL TO APPROVE THE AMENDMENT TO THE 1992 INCENTIVE STOCK OPTION PLAN FOR TEAM MEMBERS.	Management	For	For
3	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG, LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2004.	Management	For	For
4	SHAREHOLDER PROPOSAL REGARDING THE COMPANY S SHAREHOLDER RIGHTS PLAN.	Shareholder	Against	Against

ISSUER NAME: WM. WRIGLEY JR. COMPANY MEETING DATE: 03/09/2004
TICKER: WWY     SECURITY ID: 982526105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT THOMAS A. KNOWLTON AS A DIRECTOR	Management	For	For
1.2	ELECT STEVEN B. SAMPLE AS A DIRECTOR	Management	For	For
1.3	ELECT ALEX SHUMATE AS A DIRECTOR	Management	For	For
2	AMENDMENT TO THE 1997 MANAGEMENT INCENTIVE PLAN.	Management	For	For
3	RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS ERNST & YOUNG LLP FOR THE YEAR ENDING 12/31/04.	Management	For	For