form035.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549

FORM N-PX

annual report of proxy voting record of
registered management investment company

Investment Company Act file number:	811- 2192

The Dreyfus Third Century Fund, Inc.

(Exact name of registrant as specified in charter)

c/o The Dreyfus Corporation 200 Park Avenue New York, New York 10166

(Address of principal executive offices) (Zip code)

Michael A. Rosenberg, Esq. 200 Park Avenue New York, New York 10166
(Name and address of agent for service)

Registrant's telephone number, including area code: (212) 922-6000

Date of fiscal year end: 5/31

Date of reporting period: July 1, 2010-June 30, 2011

===================== THE DREYFUS THIRD CENTURY FUND, INC. =====================

3M COMPANY

Ticker: MMM Security ID: 88579Y101

Meeting Date: MAY 10, 2011 Meeting Type: Annual

Record Date: MAR 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Linda G. Alvarado For For Management

2 Elect Director George W. Buckley For For Management

3 Elect Director Vance D. Coffman For Against Management

4 Elect Director Michael L. Eskew For For Management

5 Elect Director W. James Farrell For For Management

6 Elect Director Herbert L. Henkel For For Management

7 Elect Director Edward M. Liddy For Against Management

8 Elect Director Robert S. Morrison For Against Management

9 Elect Director Aulana L. Peters For Against Management

10 Elect Director Robert J. Ulrich For Against Management

11 Ratify Auditors For For Management

12 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

13 Advisory Vote on Say on Pay Frequency One Year One Year Management

14 Report on Political Contributions Against Against Shareholder

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

ACCENTURE PLC

Ticker: CSA Security ID: G1151C101

Meeting Date: FEB 03, 2011 Meeting Type: Annual

Record Date: DEC 13, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Accept Financial Statements and For For Management

Statutory Reports

2 Reelect Charles H. Giancarlo as a For For Management

Director

3 Reelect Dennis F. Hightower as a For For Management

Director

4 Reelect Blythe J. McGarvie as a For For Management

Director

5 Reelect Mark Moody-Stuart as a Director For For Management

6 Reelect Pierre Nanterme as a Director For For Management

7 Ratify Auditors For For Management

8 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

9 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

10 Authorize the Holding of the 2012 AGM For For Management

at a Location Outside Ireland

11 Authorize Open-Market Purchases of For Against Management

Class A Ordinary Shares

12 Determine the Price Range at which For For Management

Accenture Plc can Re-issue Shares that

it Acquires as Treasury Stock

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

AETNA INC.

Ticker: AET Security ID: 00817Y108

Meeting Date: MAY 20, 2011 Meeting Type: Annual

Record Date: MAR 18, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Mark T. Bertolini For For Management

2 Elect Director Frank M. Clark For For Management

3 Elect Director Betsy Z. Cohen For For Management

4 Elect Director Molly J. Coye For For Management

5 Elect Director Roger N. Farah For For Management

6 Elect Director Barbara Hackman Franklin For For Management

7 Elect Director Jeffrey E. Garten For For Management

8 Elect Director Gerald Greenwald For For Management

9 Elect Director Ellen M. Hancock For For Management

10 Elect Director Richard J. Harrington For For Management

11 Elect Director Edward J. Ludwig For For Management

12 Elect Director Joseph P. Newhouse For For Management

13 Ratify Auditors For For Management

14 Amend Omnibus Stock Plan For Against Management

15 Approve Qualified Employee Stock For For Management

Purchase Plan

16 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

17 Advisory Vote on Say on Pay Frequency None One Year Management

18 Provide for Cumulative Voting Against Against Shareholder

19 Require Independent Board Chairman Against Against Shareholder

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

ALCOA INC.

Ticker: AA Security ID: 013817101

Meeting Date: MAY 06, 2011 Meeting Type: Annual

Record Date: FEB 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Klaus Kleinfeld For Withhold Management

1.2 Elect Director James W. Owens For Withhold Management

1.3 Elect Director Ratan N. Tata For Withhold Management

2 Ratify Auditor For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

5 Approve Executive Incentive Bonus Plan For For Management

6 Reduce Supermajority Vote Requirement For For Management

Relating to Fair Price Protection

7 Reduce Supermajority Vote Requirement For For Management

Relating to Director Elections

8 Reduce Supermajority Vote Requirement For For Management

Relating to the Removal of Directors

9 Provide Right to Act by Written Consent Against For Shareholder

10 Declassify the Board of Directors Against For Shareholder

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

ALLERGAN, INC.

Ticker: AGN Security ID: 018490102

Meeting Date: MAY 03, 2011 Meeting Type: Annual

Record Date: MAR 04, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Deborah Dunsire For Against Management

2 Elect Director Trevor M. Jones For Against Management

3 Elect Director Louis J. Lavigne, Jr. For Against Management

4 Ratify Auditors For For Management

5 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

6 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

7 Approve Executive Incentive Bonus Plan For For Management

8 Approve Omnibus Stock Plan For For Management

9 Declassify the Board of Directors For For Management

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

AMGEN INC.

Ticker: AMGN Security ID: 031162100

Meeting Date: MAY 20, 2011 Meeting Type: Annual

Record Date: MAR 21, 2011

# 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 Vance D. Coffman For For Management

5 Elect Director Rebecca M. Henderson For For Management

6 Elect Director Frank C. Herringer For Against Management

7 Elect Director Gilbert S. Omenn For For Management

8 Elect Director Judith C. Pelham For For Management

9 Elect Director J. Paul Reason For Against Management

10 Elect Director Leonard D. Schaeffer 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 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency One Year One Year Management

16 Provide Right to Act by Written Consent Against For Shareholder

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

APPLE INC.

Ticker: AAPL Security ID: 037833100

Meeting Date: FEB 23, 2011 Meeting Type: Annual

Record Date: DEC 27, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director William V. Campbell For For Management

1.2 Elect Director Millard S. Drexler For For Management

1.3 Elect Director Albert A. Gore, Jr. For For Management

1.4 Elect Director Steven P. Jobs For For Management

1.5 Elect Director Andrea Jung For For Management

1.6 Elect Director Arthur D. Levinson For For Management

1.7 Elect Director Ronald D. Sugar For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Adopt Policy on Succession Planning Against Against Shareholder

6 Require a Majority Vote for the Against For Shareholder

Election of Directors

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

ASTRAZENECA PLC

Ticker: AZNL Security ID: 046353108

Meeting Date: APR 28, 2011 Meeting Type: Annual

Record Date: MAR 16, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Accept Financial Statements and For For Management

Statutory Reports

2 Confirm First Interim Dividend; Confirm For For Management

as Final Dividend the Second Interim

Dividend

3 Reappoint KPMG Audit plc as Auditors For For Management

4 Authorise Board to Fix Remuneration of For For Management

Auditors

5(a) Re-elect Louis Schweitzer as Director For For Management

5(b) Re-elect David Brennan as Director For For Management

5(c) Re-elect Simon Lowth as Director For For Management

5(d) Elect Bruce Burlington as Director For For Management

5(e) Re-elect Jean-Philippe Courtois as For For Management

Director

5(f) Re-elect Michele Hooper as Director For For Management

5(g) Re-elect Rudy Markham as Director For For Management

5(h) Re-elect Nancy Rothwell as Director For For Management

5(i) Elect Shriti Vadera as Director For For Management

5(j) Re-elect John Varley as Director For For Management

5(k) Re-elect Marcus Wallenberg as Director For For Management

6 Approve Remuneration Report For For Management

7 Authorise EU Political Donations and For For Management

Expenditure

8 Authorise Issue of Equity with For For Management

Pre-emptive Rights

9 Authorise Issue of Equity without For For Management

Pre-emptive Rights

10 Authorise Market Purchase For For Management

11 Authorise the Company to Call EGM with For For Management

Two Weeks' Notice

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

AVNET, INC.

Ticker: AVT Security ID: 053807103

Meeting Date: NOV 05, 2010 Meeting Type: Annual

Record Date: SEP 08, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Eleanor Baum For For Management

1.2 Elect Director J. Veronica Biggins For Withhold Management

1.3 Elect Director Ehud Houminer For Withhold Management

1.4 Elect Director Frank R. Noonan For For Management

1.5 Elect Director Ray M. Robinson For For Management

1.6 Elect Director William H. Schumann III For For Management

1.7 Elect Director William P. Sullivan For Withhold Management

1.8 Elect Director Gary L. Tooker For Withhold Management

1.9 Elect Director Roy Vallee For For Management

2 Approve Omnibus Stock Plan For For Management

3 Ratify Auditors For For Management

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

BECTON, DICKINSON AND COMPANY

Ticker: BDX Security ID: 075887109

Meeting Date: FEB 01, 2011 Meeting Type: Annual

Record Date: DEC 10, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Basil L. Anderson For Withhold Management

1.2 Elect Director Henry P. Becton, Jr. For For Management

1.3 Elect Director Edward F. Degraan For Withhold Management

1.4 Elect Director C.M. Fraser-Liggett For For Management

1.5 Elect Director Christopher Jones For For Management

1.6 Elect Director Marshall O. Larsen For Withhold Management

1.7 Elect Director Edward J. Ludwig For For Management

1.8 Elect Director Adel A.F. Mahmoud For For Management

1.9 Elect Director Gary A. Mecklenburg For For Management

1.10 Elect Director Cathy E. Minehan For For Management

1.11 Elect Director James F. Orr For Withhold Management

1.12 Elect Director Willard J. Overlock, Jr For Withhold Management

1.13 Elect Director Bertram L. Scott For Withhold Management

1.14 Elect Director Alfred Sommer For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency None One Year Management

5 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder

Special Meetings

6 Provide for Cumulative Voting Against Against Shareholder

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

BERKSHIRE HATHAWAY INC.

Ticker: BRK.B Security ID: 084670702

Meeting Date: APR 30, 2011 Meeting Type: Annual

Record Date: MAR 02, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Warren E. Buffett For For Management

1.2 Elect Director Charles T. Munger For For Management

1.3 Elect Director Howard G. Buffett For For Management

1.4 Elect Director Stephen B. Burke For For Management

1.5 Elect Director Susan L. Decker For For Management

1.6 Elect Director William H. Gates III For For Management

1.7 Elect Director David S. Gottesman For For Management

1.8 Elect Director Charlotte Guyman For For Management

1.9 Elect Director Donald R. Keough For For Management

1.10 Elect Director Thomas S. Murphy For For Management

1.11 Elect Director Ronald L. Olson For For Management

1.12 Elect Director Walter Scott, Jr. For For Management

2 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

3 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

4 Adopt Quantitative GHG Goals for Against For Shareholder

Products and Operations

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

BEST BUY CO., INC.

Ticker: BBY Security ID: 086516101

Meeting Date: JUN 21, 2011 Meeting Type: Annual

Record Date: APR 25, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Ronald James For For Management

1.2 Elect Director Sanjay Khosla For For Management

1.3 Elect Director George L. Mikan III For For Management

1.4 Elect Director Matthew H. Paull For For Management

1.5 Elect Director Richard M. Schulze For For Management

1.6 Elect Director Hatim A. Tyabji For For Management

2 Ratify Auditors For For Management

3 Change Range for Size of the Board For Against Management

4 Amend Omnibus Stock Plan For Against Management

5 Approve Executive Incentive Bonus Plan For For Management

6 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

7 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

8 Declassify the Board of Directors Against For Shareholder

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

BIOGEN IDEC INC.

Ticker: BIIB Security ID: 09062X103

Meeting Date: JUN 02, 2011 Meeting Type: Annual

Record Date: APR 04, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Caroline D. Dorsa For For Management

2 Elect Director Stelios Papadopoulos For For Management

3 Elect Director George A. Scangos For For Management

4 Elect Director Lynn Schenk For Against Management

5 Elect Director Alexander J. Denner For For Management

6 Elect Director Nancy L. Leaming For For Management

7 Elect Director Richard C. Mulligan For For Management

8 Elect Director Robert W. Pangia For Against Management

9 Elect Director Brian S. Posner For For Management

10 Elect Director Eric K. Rowinsky For Against Management

11 Elect Director Stephen A. Sherwin For For Management

12 Elect Director William D. Young For For Management

13 Ratify Auditors For For Management

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency One Year One Year Management

16 Declassify the Board of Directors For For Management

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

BRISTOL-MYERS SQUIBB COMPANY

Ticker: BMY Security ID: 110122108

Meeting Date: MAY 03, 2011 Meeting Type: Annual

Record Date: MAR 10, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director L. Andreotti For For Management

2 Elect Director L.B. Campbell For Against Management

3 Elect Director J.M. Cornelius For For Management

4 Elect Director L.J. Freeh For For Management

5 Elect Director L.H. Glimcher For For Management

6 Elect Director M. Grobstein For Against Management

7 Elect Director L. Johansson For Against Management

8 Elect Director A.J. Lacy For For Management

9 Elect Director V.L. Sato For Against Management

10 Elect Director E. Sigal For For Management

11 Elect Director T.D. West, Jr. For Against Management

12 Elect Director R.S. Williams For For Management

13 Ratify Auditors For For Management

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

16 Increase Disclosure of Executive Against Against Shareholder

Compensation

17 Provide Right to Act by Written Consent Against For Shareholder

18 Adopt Policy to Restrain Pharmaceutical Against Against Shareholder

Price Increases

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

CA, INC.

Ticker: CA Security ID: 12673P105

Meeting Date: JUL 27, 2010 Meeting Type: Annual

Record Date: JUN 01, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Raymond J. Bromark For For Management

2 Elect Director Gary J. Fernandes For For Management

3 Elect Director Kay Koplovitz For For Management

4 Elect Director Christopher B. Lofgren For For Management

5 Elect Director William E. McCracken For For Management

6 Elect Director Richard Sulpizio For For Management

7 Elect Director Laura S. Unger For For Management

8 Elect Director Arthur F. Weinbach For For Management

9 Elect Director Renato (Ron) Zambonini For For Management

10 Ratify Auditors For For Management

11 Amend Shareholder Rights Plan (Poison For For Management

Pill)

12 Adopt Policy on Bonus Banking Against Against Shareholder

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

CENOVUS ENERGY INC.

Ticker: CVE Security ID: 15135U109

Meeting Date: APR 27, 2011 Meeting Type: Annual

Record Date: MAR 01, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Ralph S. Cunningham as Director For For Management

1.2 Elect Patrick D. Daniel as Director For For Management

1.3 Elect Ian W. Delaney as Director For For Management

1.4 Elect Brian C. Ferguson as Director For For Management

1.5 Elect Michael A. Grandin as Director For For Management

1.6 Elect Valerie A.A. Nielsen as Director For For Management

1.7 Elect Charles M. Rampacek as Director For For Management

1.8 Elect Colin Taylor as Director For For Management

1.9 Elect Wayne G. Thomson as Director For For Management

2 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors

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

CHURCH & DWIGHT CO., INC.

Ticker: CHD Security ID: 171340102

Meeting Date: MAY 05, 2011 Meeting Type: Annual

Record Date: MAR 07, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Jose B. Alvarez For For Management

1.2 Elect Director James R. Craigie For For Management

1.3 Elect Director Rosina B. Dixon For For Management

1.4 Elect Director Robert D. LeBlanc For For Management

2 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

3 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

4 Ratify Auditors For For Management

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

CISCO SYSTEMS, INC.

Ticker: CSCO Security ID: 17275R102

Meeting Date: NOV 18, 2010 Meeting Type: Annual

Record Date: SEP 20, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Carol A. Bartz For For Management

2 Elect Director M. Michele Burns For For Management

3 Elect Director Michael D. Capellas For For Management

4 Elect Director Larry R. Carter For For Management

5 Elect Director John T. Chambers For For Management

6 Elect Director Brian L. Halla For For Management

7 Elect Director John L. Hennessy For For Management

8 Elect Director Richard M. Kovacevich For For Management

9 Elect Director Roderick C. Mcgeary For For Management

10 Elect Director Michael K. Powell For For Management

11 Elect Director Arun Sarin For For Management

12 Elect Director Steven M. West For For Management

13 Elect Director Jerry Yang For For Management

14 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

15 Ratify Auditors For For Management

16 Amend Bylaws to Establish a Board Against For Shareholder

Committee on Environmental

Sustainability

17 Report on Internet Fragmentation Against For Shareholder

18 Adopt Policy Prohibiting Sale of Against For Shareholder

Products in China if they Contribute to

Human Rights Abuses

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

COMERICA INCORPORATED

Ticker: CMA Security ID: 200340107

Meeting Date: APR 26, 2011 Meeting Type: Annual

Record Date: FEB 25, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Roger A. Cregg For Against Management

2 Elect Director T. Kevin DeNicola For For Management

3 Elect Director Alfred A. Piergallini For Against Management

4 Elect Director Nina G. Vaca For For Management

5 Ratify Auditors For For Management

6 Approve Executive Incentive Bonus Plan For For Management

7 Reduce Supermajority Vote Requirement For For Management

8 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

9 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

CONSOLIDATED EDISON, INC.

Ticker: ED Security ID: 209115104

Meeting Date: MAY 16, 2011 Meeting Type: Annual

Record Date: MAR 28, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director K. Burke For For Management

2 Elect Director V.A. Calarco For Against Management

3 Elect Director G. Campbell, Jr. For Against Management

4 Elect Director G.J. Davis For For Management

5 Elect Director M.j. Del Giudice For Against Management

6 Elect Director E.V. Futter For For Management

7 Elect Director J.F. Hennessy III For For Management

8 Elect Director S. Hernandez For For Management

9 Elect Director J.F. Killian For Against Management

10 Elect Director E.R. McGrath For For Management

11 Elect Director M.W. Ranger For For Management

12 Elect Director L.F. Sutherland For For Management

13 Ratify Auditors For For Management

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency One Year One Year Management

16 Increase Disclosure of Executive Against Against Shareholder

Compensation

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

COSTCO WHOLESALE CORPORATION

Ticker: COST Security ID: 22160K105

Meeting Date: JAN 27, 2011 Meeting Type: Annual

Record Date: NOV 22, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Susan L. Decker For For Management

1.2 Elect Director Richard M. Libenson For For Management

1.3 Elect Director John W. Meisenbach For For Management

1.4 Elect Director Charles T. Munger For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

CUMMINS INC.

Ticker: CMI Security ID: 231021106

Meeting Date: MAY 10, 2011 Meeting Type: Annual

Record Date: MAR 14, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Theodore M. Solso For For Management

2 Elect Director N. Thomas Linebarger For For Management

3 Elect Director William I. Miller For Against Management

4 Elect Director Alexis M. Herman For Against Management

5 Elect Director Georgia R. Nelson For Against Management

6 Elect Director Carl Ware For Against Management

7 Elect Director Robert K. Herdman For Against Management

8 Elect Director Robert J. Bernhard For For Management

9 Elect Director Franklin R. Chang-Diaz For For Management

10 Elect Director Stephen B. Dobbs For For Management

11 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

12 Advisory Vote on Say on Pay Frequency One Year One Year Management

13 Ratify Auditors For For Management

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

DEVON ENERGY CORPORATION

Ticker: DVN Security ID: 25179M103

Meeting Date: JUN 08, 2011 Meeting Type: Annual

Record Date: APR 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Robert H. Henry For For Management

1.2 Elect Director John A. Hill For Withhold Management

1.3 Elect Director Michael M. Kanovsky For For Management

1.4 Elect Director Robert A. Mosbacher, Jr For Withhold Management

1.5 Elect Director J. Larry Nichols For For Management

1.6 Elect Director Duane C. Radtke For For Management

1.7 Elect Director Mary P. Ricciardello For For Management

1.8 Elect Director John Richels For For Management

2 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management

4 Reduce Supermajority Vote Requirement For For Management

5 Amend Certificate of Incorporation For For Management

6 Ratify Auditors For For Management

7 Provide Right to Act by Written Consent Against For Shareholder

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

DISCOVER FINANCIAL SERVICES

Ticker: DFS Security ID: 254709108

Meeting Date: APR 07, 2011 Meeting Type: Annual

Record Date: FEB 07, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Jeffrey S. Aronin For Against Management

2 Elect Director Mary K. Bush For For Management

3 Elect Director Gregory C. Case For Against Management

4 Elect Director Robert M. Devlin For Against Management

5 Elect Director Cynthia A. Glassman For For Management

6 Elect Director Richard H. Lenny For Against Management

7 Elect Director Thomas G. Maheras For For Management

8 Elect Director Michael H. Moskow For For Management

9 Elect Director David W. Nelms For For Management

10 Elect Director E. Follin Smith For For Management

11 Elect Director Lawrence A.Weinbach For For Management

12 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

13 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

14 Amend Non-Employee Director Omnibus For For Management

Stock Plan

15 Ratify Auditors For For Management

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

DOMTAR CORPORATION

Ticker: UFS Security ID: 257559203

Meeting Date: MAY 04, 2011 Meeting Type: Annual

Record Date: MAR 14, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Jack C. Bingleman For For Management

1.2 Elect Director Louis P. Gignac For For Management

1.3 Elect Director Brian M. Levitt For For Management

1.4 Elect Director Harold H. MacKay For For Management

1.5 Elect Director David G. Maffucci For For Management

1.6 Elect Director W. Henson Moore For For Management

1.7 Elect Director Michael R. Onustock For For Management

1.8 Elect Director Robert J. Steacy For For Management

1.9 Elect Director Pamela B. Strobel For For Management

1.10 Elect Director Richard Tan For For Management

1.11 Elect Director Denis Turcotte For For Management

1.12 Elect Director John D. Williams For For Management

2 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management

4 Ratify Auditors For For Management

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

DONALDSON COMPANY, INC.

Ticker: DCI Security ID: 257651109

Meeting Date: NOV 19, 2010 Meeting Type: Annual

Record Date: SEP 22, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director William M. Cook For For Management

1.2 Elect Director Michael J. Hoffman For For Management

1.3 Elect Director Willard D. Oberton For For Management

1.4 Elect Director John P. Wiehoff For For Management

2 Ratify Auditors For For Management

3 Approve Omnibus Stock Plan For For Management

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

ECOLAB INC.

Ticker: ECL Security ID: 278865100

Meeting Date: MAY 05, 2011 Meeting Type: Annual

Record Date: MAR 08, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Douglas M. Baker, Jr. For Against Management

2 Elect Director Barbara J. Beck For Against Management

3 Elect Director Jerry W. Levin For Against Management

4 Elect Director Robert L. Lumpkins For Against Management

5 Ratify Auditors For For Management

6 Amend Nonqualified Employee Stock For For Management

Purchase Plan

7 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

8 Advisory Vote on Say on Pay Frequency One Year One Year Management

9 Adopt Policy on Human Right to Water Against Against Shareholder

10 Reduce Supermajority Vote Requirement Against For Shareholder

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

EMC CORPORATION

Ticker: EMC Security ID: 268648102

Meeting Date: MAY 04, 2011 Meeting Type: Annual

Record Date: MAR 07, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Michael W. Brown For For Management

2 Elect Director Randolph L. Cowen For For Management

3 Elect Director Michael J. Cronin For For Management

4 Elect Director Gail Deegan For For Management

5 Elect Director James S. DiStasio For For Management

6 Elect Director John R. Egan For For Management

7 Elect Director Edmund F. Kelly For For Management

8 Elect Director Windle B. Priem For For Management

9 Elect Director Paul Sagan For For Management

10 Elect Director David N. Strohm For For Management

11 Elect Director Joseph M. Tucci For For Management

12 Ratify Auditors For For Management

13 Amend Omnibus Stock Plan For For Management

14 Provide Right to Call Special Meeting For For Management

15 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

16 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

EMERSON ELECTRIC CO.

Ticker: EMR Security ID: 291011104

Meeting Date: FEB 01, 2011 Meeting Type: Annual

Record Date: NOV 23, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director D.N. Farr For For Management

1.2 Elect Director H. Green For For Management

1.3 Elect Director C.A. Peters For For Management

1.4 Elect Director J.W. Prueher For For Management

1.5 Elect Director R.L. Ridgway For For Management

2 Amend Omnibus Stock Plan For For Management

3 Approve Stock Option Plan For For Management

4 Ratify Auditors For For Management

5 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

6 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

7 Report on Sustainability Against For Shareholder

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

EQUIFAX INC.

Ticker: EFX Security ID: 294429105

Meeting Date: MAY 05, 2011 Meeting Type: Annual

Record Date: MAR 07, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director James E. Copeland, Jr. For Against Management

2 Elect Director Robert D. Daleo For Against Management

3 Elect Director Walter W. Driver, Jr. For Against Management

4 Elect Director L. Phillip Humann For Against Management

5 Elect Director Siri S. Marshall For Against Management

6 Elect Director Mark B. Templeton For Against Management

7 Ratify Auditors For For Management

8 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

9 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

EXTERRAN HOLDINGS, INC.

Ticker: EXH Security ID: 30225X103

Meeting Date: MAY 03, 2011 Meeting Type: Annual

Record Date: MAR 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Janet F. Clark For For Management

1.2 Elect Director Ernie L. Danner For For Management

1.3 Elect Director Uriel E. Dutton For For Management

1.4 Elect Director Gordon T. Hall For For Management

1.5 Elect Director J.W.G. Honeybourne For For Management

1.6 Elect Director Mark A. Mccollum For For Management

1.7 Elect Director William C. Pate For For Management

1.8 Elect Director Stephen M. Pazuk For For Management

1.9 Elect Director Christopher T. Seaver For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Amend Omnibus Stock Plan For Against Management

6 Amend Qualified Employee Stock Purchase For For Management

Plan

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

FIRST HORIZON NATIONAL CORPORATION

Ticker: FHN Security ID: 320517105

Meeting Date: APR 19, 2011 Meeting Type: Annual

Record Date: FEB 25, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Robert B. Carter For For Management

2 Elect Director John C. Compton For For Management

3 Elect Director Mark A. Emkes For Against Management

4 Elect Director Vicky B. Gregg For For Management

5 Elect Director James A. Haslam, III For Against Management

6 Elect Director D. Bryan Jordan For For Management

7 Elect Director R. Brad Martin For Against Management

8 Elect Director Vicki R. Palmer For For Management

9 Elect Director Colin V. Reed For Against Management

10 Elect Director Michael D. Rose For For Management

11 Elect Director William B. Sansom For For Management

12 Elect Director Luke Yancy III For For Management

13 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

14 Advisory Vote on Say on Pay Frequency One Year One Year Management

15 Ratify Auditors For For Management

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

FOREST OIL CORPORATION

Ticker: FST Security ID: 346091705

Meeting Date: MAY 11, 2011 Meeting Type: Annual

Record Date: MAR 14, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director H. Craig Clark For Withhold Management

1.2 Elect Director James H. Lee For Withhold Management

2 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

3 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

4 Ratify Auditors For For Management

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

FRANKLIN RESOURCES, INC.

Ticker: BEN Security ID: 354613101

Meeting Date: MAR 15, 2011 Meeting Type: Annual

Record Date: JAN 18, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Samuel H. Armacost For For Management

2 Elect Director Charles Crocker For For Management

3 Elect Director Joseph R. Hardiman For For Management

4 Elect Director Charles B. Johnson For For Management

5 Elect Director Gregory E. Johnson For For Management

6 Elect Director Rupert H. Johnson, Jr. For For Management

7 Elect Director Mark C. Pigott For For Management

8 Elect Director Chutta Ratnathicam For For Management

9 Elect Director Peter M. Sacerdote For For Management

10 Elect Director Laura Stein For For Management

11 Elect Director Anne M. Tatlock For For Management

12 Elect Director Geoffrey Y. Yang For For Management

13 Ratify Auditors For For Management

14 Amend Omnibus Stock Plan For For Management

15 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

16 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

GENERAL MILLS, INC.

Ticker: GIS Security ID: 370334104

Meeting Date: SEP 27, 2010 Meeting Type: Annual

Record Date: JUL 29, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Bradbury H. Anderson For For Management

2 Elect Director R. Kerry Clark For For Management

3 Elect Director Paul Danos For For Management

4 Elect Director William T. Esrey For For Management

5 Elect Director Raymond V. Gilmartin For For Management

6 Elect Director Judith Richards Hope For For Management

7 Elect Director Heidi G. Miller For For Management

8 Elect Director Hilda Ochoa-Brillembourg For For Management

9 Elect Director Steve Odland For For Management

10 Elect Director Kendall J. Powell For For Management

11 Elect Director Lois E. Quam For For Management

12 Elect Director Michael D. Rose For For Management

13 Elect Director Robert L. Ryan For For Management

14 Elect Director Dorothy A. Terrell For For Management

15 Approve Executive Incentive Bonus Plan For For Management

16 Ratify Auditors For For Management

17 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

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

GILEAD SCIENCES, INC.

Ticker: GILD Security ID: 375558103

Meeting Date: MAY 12, 2011 Meeting Type: Annual

Record Date: MAR 16, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director John F. Cogan For Withhold Management

1.2 Elect Director Etienne F. Davignon For Withhold Management

1.3 Elect Director James M. Denny For Withhold Management

1.4 Elect Director Carla A. Hills For Withhold Management

1.5 Elect Director Kevin E. Lofton For Withhold Management

1.6 Elect Director John W. Madigan For Withhold Management

1.7 Elect Director John C. Martin For Withhold Management

1.8 Elect Director Gordon E. Moore For Withhold Management

1.9 Elect Director Nicholas G. Moore For Withhold Management

1.10 Elect Director Richard J. Whitley For Withhold Management

1.11 Elect Director Gayle E. Wilson For Withhold Management

1.12 Elect Director Per Wold-Olsen For Withhold Management

2 Ratify Auditors For For Management

3 Amend Executive Incentive Bonus Plan For For Management

4 Reduce Supermajority Vote Requirement For For Management

5 Provide Right to Call Special Meeting For For Management

6 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

7 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

GOOGLE INC.

Ticker: GOOG Security ID: 38259P508

Meeting Date: JUN 02, 2011 Meeting Type: Annual

Record Date: APR 04, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Larry Page For For Management

1.2 Elect Director Sergey Brin For For Management

1.3 Elect Director Eric E. Schmidt 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 Ann Mather For For Management

1.7 Elect Director Paul S. Otellini For For Management

1.8 Elect Director K. Ram Shriram For For Management

1.9 Elect Director Shirley M. Tilghman For For Management

2 Ratify Auditors For For Management

3 Amend Omnibus Stock Plan For Against Management

4 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

5 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

6 Amend Bylaws to Establish a Board Against Against Shareholder

Committee on Environmental

Sustainability

7 Reduce Supermajority Vote Requirement Against Against Shareholder

8 Report on Code of Conduct Compliance Against Against Shareholder

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

HUMANA INC.

Ticker: HUM Security ID: 444859102

Meeting Date: APR 21, 2011 Meeting Type: Annual

Record Date: FEB 25, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Frank A. D'Amelio For For Management

2 Elect Director W. Roy Dunbar For Against Management

3 Elect Director Kurt J. Hilzinger For Against Management

4 Elect Director David A. Jones, Jr. For For Management

5 Elect Director Michael B. McCallister For For Management

6 Elect Director William J. McDonald For Against Management

7 Elect Director William E. Mitchell For For Management

8 Elect Director David B. Nash For For Management

9 Elect Director James J. O'Brien For For Management

10 Elect Director Marissa T. Peterson For Against Management

11 Ratify Auditors For For Management

12 Approve Omnibus Stock Plan For Against Management

13 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

14 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

INTEL CORPORATION

Ticker: INTC Security ID: 458140100

Meeting Date: MAY 19, 2011 Meeting Type: Annual

Record Date: MAR 21, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Charlene Barshefsky For For Management

2 Elect Director Susan L. Decker For For Management

3 Elect Director John J. Donahoe For Against Management

4 Elect Director Reed E. Hundt For For Management

5 Elect Director Paul S. Otellini For For Management

6 Elect Director James D. Plummer For For Management

7 Elect Director David S. Pottruck For Against Management

8 Elect Director Jane E. Shaw For For Management

9 Elect Director Frank D. Yeary For For Management

10 Elect Director David B. Yoffie For Against Management

11 Ratify Auditors For For Management

12 Amend Omnibus Stock Plan For For Management

13 Amend Qualified Employee Stock Purchase For For Management

Plan

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency None One Year Management

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

INTERNATIONAL BANCSHARES CORPORATION

Ticker: IBOC Security ID: 459044103

Meeting Date: MAY 16, 2011 Meeting Type: Annual

Record Date: APR 01, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director I. Greenblum For For Management

1.2 Elect Director R.D. Guerra For For Management

1.3 Elect Director D.B. Hastings, Jr. For For Management

1.4 Elect Director D.B. Howland For For Management

1.5 Elect Director I. Navarro For For Management

1.6 Elect Director S. Neiman For Withhold Management

1.7 Elect Director P.J. Newman For For Management

1.8 Elect Director D.E. Nixon For For Management

1.9 Elect Director L. Norton For For Management

1.10 Elect Director L. Salinas For For Management

1.11 Elect Director A.R. Sanchez, Jr. For For Management

1.12 Elect Director Guillermo F. Trevino For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

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

INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker: IBM Security ID: 459200101

Meeting Date: APR 26, 2011 Meeting Type: Annual

Record Date: FEB 25, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director A. J. P. Belda For Against Management

2 Elect Director W. R. Brody For For Management

3 Elect Director K. I. Chenault For For Management

4 Elect Director M. L. Eskew For For Management

5 Elect Director S. A. Jackson For For Management

6 Elect Director A. N. Liveris For Against Management

7 Elect Director W. J. McNerney, Jr. For For Management

8 Elect Director J. W. Owens For For Management

9 Elect Director S. J. Palmisano For For Management

10 Elect Director J. E. Spero For For Management

11 Elect Director S. Taurel For Against Management

12 Elect Director L. H. Zambrano For For Management

13 Ratify Auditors For For Management

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

16 Provide for Cumulative Voting Against Against Shareholder

17 Report on Political Contributions Against Against Shareholder

18 Report on Lobbying Expenses Against Against Shareholder

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

INVESTMENT TECHNOLOGY GROUP, INC.

Ticker: ITG Security ID: 46145F105

Meeting Date: JUN 14, 2011 Meeting Type: Annual

Record Date: APR 18, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director J. William Burdett For Withhold Management

1.2 Elect Director Minder Cheng For For Management

1.3 Elect Director Christopher V. Dodds For For Management

1.4 Elect Director Robert C. Gasser For For Management

1.5 Elect Director Timothy L. Jones For For Management

1.6 Elect Director Kevin J.p. O'hara For Withhold Management

1.7 Elect Director Maureen O'hara For Withhold Management

1.8 Elect Director Steven S. Wood For Withhold Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

ION GEOPHYSICAL CORPORATION

Ticker: IO Security ID: 462044108

Meeting Date: MAY 27, 2011 Meeting Type: Annual

Record Date: APR 01, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Michael C. Jennings For For Management

1.2 Elect Director Robert P. Peebler For For Management

1.3 Elect Director John N. Seitz For Withhold Management

2 Amend Omnibus Stock Plan For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

5 Ratify Auditors For For Management

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

JOHNSON & JOHNSON

Ticker: JNJ Security ID: 478160104

Meeting Date: APR 28, 2011 Meeting Type: Annual

Record Date: MAR 01, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Mary Sue Coleman For For Management

2 Elect Director James G. Cullen For For Management

3 Elect Director Ian E.L. Davis For For Management

4 Elect Director Michael M.e. Johns For Against Management

5 Elect Director Susan L. Lindquist For For Management

6 Elect Director Anne M. Mulcahy For Against Management

7 Elect Director Leo F. Mullin For For Management

8 Elect Director William D. Perez For Against Management

9 Elect Director Charles Prince For Against Management

10 Elect Director David Satcher For For Management

11 Elect Director William C. Weldon For For Management

12 Ratify Auditors For For Management

13 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

14 Advisory Vote on Say on Pay Frequency One Year One Year Management

15 Adopt Policy to Restrain Pharmaceutical Against Against Shareholder

Price Increases

16 Amend EEO Policy to Prohibit Against Against Shareholder

Discrimination Based on Applicant's

Health Status

17 Adopt Animal-Free Training Methods Against Against Shareholder

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

KIMBERLY-CLARK CORPORATION

Ticker: KMB Security ID: 494368103

Meeting Date: APR 21, 2011 Meeting Type: Annual

Record Date: FEB 22, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director John R. Alm For For Management

2 Elect Director John F. Bergstrom For For Management

3 Elect Director Abelardo E. Bru For Against Management

4 Elect Director Robert W. Decherd For For Management

5 Elect Director Thomas J. Falk For For Management

6 Elect Director Mae C. Jemison For Against Management

7 Elect Director James M. Jenness For Against Management

8 Elect Director Nancy J. Karch For For Management

9 Elect Director Ian C. Read For Against Management

10 Elect Director Linda Johnson Rice For For Management

11 Elect Director Marc J. Shapiro For For Management

12 Elect Director G. Craig Sullivan For For Management

13 Ratify Auditors For For Management

14 Approve Non-Employee Director Omnibus For For Management

Stock Plan

15 Approve Omnibus Stock Plan For For Management

16 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

17 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

KINETIC CONCEPTS, INC.

Ticker: KCI Security ID: 49460W208

Meeting Date: MAY 24, 2011 Meeting Type: Annual

Record Date: MAR 31, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director James R. Leininger For For Management

1.2 Elect Director Woodrin Grossman For For Management

1.3 Elect Director Carl F. Kohrt For Withhold Management

1.4 Elect Director David J. Simpson For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Other Business For Against Management

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

LIFE TECHNOLOGIES CORPORATION

Ticker: LIFE Security ID: 53217V109

Meeting Date: APR 28, 2011 Meeting Type: Annual

Record Date: FEB 28, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Balakrishnan S. Iyer For Against Management

2 Elect Director Gregory T. Lucier For For Management

3 EleElect Director Ronald A. Matricaria For Against Management

4 Elect Director David C. U Prichard For Against Management

5 Elect Director William H. Longfield For For Management

6 Elect Director Ora H. Pescovitz For For Management

7 Ratify Auditors For For Management

8 Amend Certificate of Incorporation For For Management

9 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

10 Advisory Vote on Say on Pay Frequency Two Years One Year Management

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

LIMITED BRANDS, INC.

Ticker: LTD Security ID: 532716107

Meeting Date: MAY 26, 2011 Meeting Type: Annual

Record Date: MAR 28, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Donna A. James For For Management

2 Elect Director Jeffrey H. Miro For Against Management

3 Elect Director Raymond Zimmerman For For Management

4 Ratify Auditors For For Management

5 Approve Omnibus Stock Plan For Against Management

6 Approve Executive Incentive Bonus Plan For For Management

7 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

8 Advisory Vote on Say on Pay Frequency One Year One Year Management

9 Reduce Supermajority Vote Requirement Against For Shareholder

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

MCDONALD'S CORPORATION

Ticker: MCD Security ID: 580135101

Meeting Date: MAY 19, 2011 Meeting Type: Annual

Record Date: MAR 22, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Susan E. Arnold For Against Management

2 Elect Director Richard H. Lenny For Against Management

3 Elect Director Cary D. McMillan For For Management

4 Elect Director Sheila A. Penrose For For Management

5 Elect Director James A. Skinner For For Management

6 Ratify Auditors For For Management

7 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

8 Advisory Vote on Say on Pay Frequency One Year One Year Management

9 Reduce Supermajority Vote Requirement For For Management

for Transactions With Interested

Shareholders

10 Reduce Supermajority Vote Requirement For For Management

Relating to the Board of Directors

11 Reduce Supermajority Vote Requirement For For Management

for Shareholder Action

12 Declassify the Board of Directors Against For Shareholder

13 Require Suppliers to Adopt CAK Against Against Shareholder

14 Report on Policy Responses to Against Against Shareholder

Children's Health Concerns and Fast

Food

15 Report on Beverage Container Against For Shareholder

Environmental Strategy

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

METROPCS COMMUNICATIONS, INC.

Ticker: PCS Security ID: 591708102

Meeting Date: MAY 26, 2011 Meeting Type: Annual

Record Date: APR 18, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Roger D. Linquist For For Management

1.2 Elect Director Arthur C. Patterson For For Management

2 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

3 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

4 Ratify Auditors For For Management

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

MICROSOFT CORPORATION

Ticker: MSFT Security ID: 594918104

Meeting Date: NOV 16, 2010 Meeting Type: Annual

Record Date: SEP 03, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Steven A. Ballmer For For Management

2 Elect Director Dina Dublon For For Management

3 Elect Director William H. Gates III For For Management

4 Elect Director Raymond V. Gilmartin For For Management

5 Elect Director Reed Hastings For For Management

6 Elect Director Maria M. Klawe For For Management

7 Elect Director David F. Marquardt For For Management

8 Elect Director Charles H. Noski For For Management

9 Elect Director Helmut Panke For For Management

10 Ratify Auditors For For Management

11 Amend Bylaws to Establish a Board Against For Shareholder

Committee on Environmental

Sustainability

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

NATIONAL SEMICONDUCTOR CORPORATION

Ticker: NSM Security ID: 637640103

Meeting Date: SEP 24, 2010 Meeting Type: Annual

Record Date: JUL 30, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director William J. Amelio For For Management

2 Elect Director Steven R. Appleton For For Management

3 Elect Director Gary P. Arnold For For Management

4 Elect Director Richard J. Danzig For For Management

5 Elect Director Robert J. Frankenberg For For Management

6 Elect Director Donald Macleod For For Management

7 Elect Director Edward R. McCracken For For Management

8 Elect Director Roderick C. McGeary For For Management

9 Elect Director William E. Mitchell For For Management

10 Ratify Auditors For For Management

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

NEXEN INC.

Ticker: NXY Security ID: 65334H102

Meeting Date: APR 27, 2011 Meeting Type: Annual

Record Date: MAR 07, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director W.B. Berry For For Management

1.2 Elect Director R.G. Bertram For For Management

1.3 Elect Director D.G. Flanagan For For Management

1.4 Elect Director S.B. Jackson For For Management

1.5 Elect Director K.J. Jenkins For For Management

1.6 Elect Director A.A. McLellan For For Management

1.7 Elect Director E.P. Newell For For Management

1.8 Elect Director T.C. O'Neill For For Management

1.9 Elect Director M.F. Romanow For For Management

1.10 Elect Director F.M. Saville For For Management

1.11 Elect Director J.M. Willson For For Management

1.12 Elect Director V.J. Zaleschuk For For Management

2 Ratify Deloitte & Touche LLP as For For Management

Auditors

3 Approve Shareholder Rights Plan For For Management

4 Advisory Vote on Executive Compensation For For Management

Approach

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

NEXTERA ENERGY, INC.

Ticker: NEE Security ID: 65339F101

Meeting Date: MAY 20, 2011 Meeting Type: Annual

Record Date: MAR 22, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Sherry S. Barrat For Withhold Management

1.2 Elect Director Robert M. Beall, II For Withhold Management

1.3 Elect Director J. Hyatt Brown For For Management

1.4 Elect Director James L. Camaren For Withhold Management

1.5 Elect Director Kenneth B. Dunn For For Management

1.6 Elect Director J. Brian Ferguson For Withhold Management

1.7 Elect Director Lewis Hay, III For For Management

1.8 Elect Director Toni Jennings For Withhold Management

1.9 Elect Director Oliver D. Kingsley, Jr. For For Management

1.10 Elect Director Rudy E. Schupp For Withhold Management

1.11 Elect Director William H. Swanson For For Management

1.12 Elect Director Michael H. Thaman For For Management

1.13 Elect Director Hansel E. Tookes, II For For Management

2 Ratify Auditors For For Management

3 Approve Omnibus Stock Plan For For Management

4 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

5 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

NOVARTIS AG

Ticker: NOVN Security ID: 66987V109

Meeting Date: FEB 22, 2011 Meeting Type: Annual

Record Date: JAN 25, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Accept Financial Statements and For For Management

Statutory Reports

2 Approve Discharge of Board and Senior For For Management

Management

3 Approve Allocation of Income and For For Management

Dividends of CHF 2.20 per Share

4 Approve Remuneration System For Against Management

5a Reelect Ann Fudge as Director For For Management

5b Reelect Pierre Landolt as Director For For Management

5c Reelect Ulrich Lehner as Director For For Management

5d Elect Enrico Vanni as Director For For Management

6 Ratify PricewaterhouseCoopers AG as For For Management

Auditors

7 Additional And/or Counter-proposals For Against Management

Presented At The Meeting

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

NOVARTIS AG

Ticker: NOVN Security ID: 66987V109

Meeting Date: APR 08, 2011 Meeting Type: Special

Record Date: FEB 25, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Approve Merger Agreement with Alcon For For Management

Inc.

1.2 Approve Creation of CHF 54 Million Pool For For Management

of Authorized Capital in Connection

with Merger Agreement with Alcon Inc.

2 Additional And/or Counter-proposals For Against Management

Presented At The Meeting

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

ORACLE CORPORATION

Ticker: ORCL Security ID: 68389X105

Meeting Date: OCT 06, 2010 Meeting Type: Annual

Record Date: AUG 09, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Jeffrey S. Berg For Withhold Management

1.2 Elect Director H. Raymond Bingham For For Management

1.3 Elect Director Michael J. Boskin For For Management

1.4 Elect Director Safra A. Catz For For Management

1.5 Elect Director Bruce R. Chizen For For Management

1.6 Elect Director George H. Conrades For For Management

1.7 Elect Director Lawrence J. Ellison For For Management

1.8 Elect Director Hector Garcia-Molina For Withhold Management

1.9 Elect Director Jeffrey O. Henley For For Management

1.10 Elect Director Mark V. Hurd For For Management

1.11 Elect Director Donald L. Lucas For For Management

1.12 Elect Director Naomi O. Seligman For Withhold Management

2 Approve Executive Incentive Bonus Plan For For Management

3 Amend Omnibus Stock Plan For For Management

4 Ratify Auditors For For Management

5 Establish Board Committee on Against For Shareholder

Sustainability

6 Require a Majority Vote for the Against For Shareholder

Election of Directors

7 Stock Retention/Holding Period Against Against Shareholder

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

PEPSICO, INC.

Ticker: PEP Security ID: 713448108

Meeting Date: MAY 04, 2011 Meeting Type: Annual

Record Date: MAR 04, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director S.L. Brown For Against 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 Against Management

5 Elect Director R.L. Hunt For Against Management

6 Elect Director A. Ibarguen For For Management

7 Elect Director A.C. Martinez For Against Management

8 Elect Director I.K. Nooyi For For Management

9 Elect Director S.P. Rockefeller For Against 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 Against Management

13 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

14 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

15 Ratify Auditors For For Management

16 Adopt Majority Voting for Uncontested For For Management

Election of Directors

17 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder

Special Meetings

18 Report on Political Contributions Against Against Shareholder

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

QUALCOMM INCORPORATED

Ticker: QCOM Security ID: 747525103

Meeting Date: MAR 08, 2011 Meeting Type: Annual

Record Date: JAN 10, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Barbara T. Alexander For Withhold Management

1.2 Elect Director Stephen M. Bennett For Withhold Management

1.3 Elect Director Donald G. Cruickshank For Withhold Management

1.4 Elect Director Raymond V. Dittamore For Withhold Management

1.5 Elect Director Thomas W. Horton For Withhold Management

1.6 Elect Director Irwin Mark Jacobs For Withhold Management

1.7 Elect Director Paul E. Jacobs For Withhold Management

1.8 Elect Director Robert E. Kahn For Withhold Management

1.9 Elect Director Sherry Lansing For Withhold Management

1.10 Elect Director Duane A. Nelles For Withhold Management

1.11 Elect Director Francisco Ros For For Management

1.12 Elect Director Brent Scowcroft For Withhold Management

1.13 Elect Director Marc I. Stern For Withhold Management

2 Amend Omnibus Stock Plan For For Management

3 Amend Qualified Employee Stock Purchase For For Management

Plan

4 Ratify Auditors For For Management

5 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

6 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

7 Require a Majority Vote for the Against For Shareholder

Election of Directors

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

RYDER SYSTEM, INC.

Ticker: R Security ID: 783549108

Meeting Date: MAY 06, 2011 Meeting Type: Annual

Record Date: MAR 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director James S. Beard For Against Management

2 Elect Director L. Patrick Hassey For Against Management

3 Elect Director Lynn M. Martin For Against Management

4 Elect Director Hansel E. Tookes, II For For Management

5 Ratify Auditors For For Management

6 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

7 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

SCHNITZER STEEL INDUSTRIES, INC.

Ticker: SCHN Security ID: 806882106

Meeting Date: JAN 19, 2011 Meeting Type: Annual

Record Date: NOV 23, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Wayland R. Hicks For Withhold Management

1.2 Elect Director Judith A. Johansen For Withhold Management

1.3 Elect Director Tamara L. Lundgren For For Management

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

SEMPRA ENERGY

Ticker: SRE Security ID: 816851109

Meeting Date: MAY 13, 2011 Meeting Type: Annual

Record Date: MAR 16, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Alan L. Boeckmann For For Management

2 Elect Director James G. Brocksmith Jr. For For Management

3 Elect Director Donald E. Felsinger For For Management

4 Elect Director Wilford D. Godbold Jr. For For Management

5 Elect Director William D. Jones For For Management

6 Elect Director William G. Ouchi For Against Management

7 Elect Director Carlos Ruiz For For Management

8 Elect Director William C. Rusnack For Against Management

9 Elect Director William P. Rutledge For Against Management

10 Elect Director Lynn Schenk For For Management

11 Elect Director Neal E. Schmale For For Management

12 Elect Director Luis M. Tellez For For Management

13 Ratify Auditors For For Management

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency One Year One Year Management

16 Provide Right to Act by Written Consent Against Against Shareholder

17 Submit SERP to Shareholder Vote Against Against Shareholder

18 Include Sustainability as a Performance Against Against Shareholder

Measure for Senior Executive

Compensation

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

STARBUCKS CORPORATION

Ticker: SBUX Security ID: 855244109

Meeting Date: MAR 23, 2011 Meeting Type: Annual

Record Date: JAN 13, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Howard Schultz For For Management

2 Elect Director William W. Bradley For For Management

3 Elect Director Mellody Hobson For For Management

4 Elect Director Kevin R. Johnson For For Management

5 Elect Director Olden Lee For For Management

6 Elect Director Sheryl Sandberg For For Management

7 Elect Director James G. Shennan, Jr. For For Management

8 Elect Director Javier G. Teruel For For Management

9 Elect Director Myron E. Ullman, III For For Management

10 Elect Director Craig E. Weatherup For For Management

11 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

12 Advisory Vote on Say on Pay Frequency One Year One Year Management

13 Amend Omnibus Stock Plan For For Management

14 Amend Omnibus Stock Plan For Against Management

15 Ratify Auditors For For Management

16 Adopt Comprehensive Recycling Strategy Against Against Shareholder

for Beverage Containers

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

STATE STREET CORPORATION

Ticker: STT Security ID: 857477103

Meeting Date: MAY 18, 2011 Meeting Type: Annual

Record Date: MAR 15, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director K. Burnes For For Management

2 Elect Director P. Coym For For Management

3 Elect Director P. De Saint-Aignan For For Management

4 Elect Director A. Fawcett For Against Management

5 Elect Director D. Gruber For For Management

6 Elect Director L. Hill For Against Management

7 Elect Director J. Hooley For For Management

8 Elect Director R. Kaplan For Against Management

9 Elect Director C. LaMantia For For Management

10 Elect Director R. Sergel For Against Management

11 Elect Director R. Skates For For Management

12 Elect Director G. Summe For For Management

13 Elect Director R. Weissman For Against Management

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency One Year One Year Management

16 Approve Executive Incentive Bonus Plan For For Management

17 Ratify Auditors For For Management

18 Report on Political Contributions Against Against Shareholder

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

SYMANTEC CORPORATION

Ticker: SYMC Security ID: 871503108

Meeting Date: SEP 20, 2010 Meeting Type: Annual

Record Date: JUL 26, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Stephen M. Bennett For For Management

2 Elect Director Michael A. Brown For For Management

3 Elect Director William T. Coleman, III For For Management

4 Elect Director Frank E. Dangeard For For Management

5 Elect Director Geraldine B. Laybourne For For Management

6 Elect Director David L. Mahoney For For Management

7 Elect Director Robert S. Miller For For Management

8 Elect Director Enrique Salem For For Management

9 Elect Director Daniel H. Schulman For For Management

10 Elect Director John W. Thompson For For Management

11 Elect Director V. Paul Unruh For For Management

12 Ratify Auditors For For Management

13 Amend Omnibus Stock Plan For For Management

14 Amend Qualified Employee Stock Purchase For For Management

Plan

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

T. ROWE PRICE GROUP, INC.

Ticker: TROW Security ID: 74144T108

Meeting Date: APR 14, 2011 Meeting Type: Annual

Record Date: FEB 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Edward C. Bernard For For Management

2 Elect Director James T. Brady For For Management

3 Elect Director J. Alfred Broaddus, Jr. For For Management

4 Elect Director Donald B. Hebb, Jr. For For Management

5 Elect Director James A.C. Kennedy For For Management

6 Elect Director Robert F. MacLellan For For Management

7 Elect Director Brian C. Rogers For For Management

8 Elect Director Alfred Sommer For For Management

9 Elect Director Dwight S. Taylor For For Management

10 Elect Director Anne Marie Whittemore For For Management

11 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

12 Advisory Vote on Say on Pay Frequency One Year One Year Management

13 Ratify Auditors For For Management

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

TARGET CORPORATION

Ticker: TGT Security ID: 87612E106

Meeting Date: JUN 08, 2011 Meeting Type: Annual

Record Date: APR 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Roxanne S. Austin For For Management

2 Elect Director Calvin Darden For Against Management

3 Elect Director Mary N. Dillon For Against Management

4 Elect Director James A. Johnson For Against Management

5 Elect Director Mary E. Minnick For For Management

6 Elect Director Anne M. Mulcahy For For Management

7 Elect Director Derica W. Rice For For Management

8 Elect Director Stephen W. Sanger For Against Management

9 Elect Director Gregg W. Steinhafel For For Management

10 Elect Director John G. Stumpf For For Management

11 Elect Director Solomon D. Trujillo For For Management

12 Ratify Auditors For For Management

13 Approve Omnibus Stock Plan For For Management

14 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency One Year One Year Management

16 Adopt Compensation Benchmarking Policy Against Against Shareholder

17 Report on Electronics Recycling and Against For Shareholder

Preventing E-Waste Export

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

THE BRINK'S COMPANY

Ticker: BCO Security ID: 109696104

Meeting Date: MAY 06, 2011 Meeting Type: Annual

Record Date: MAR 04, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Establish Range For Board Size For Against Management

2.1 Elect Director Marc C. Breslawsky For Withhold Management

2.2 Elect Director Michael T. Dan For Withhold Management

3 Amend Executive Incentive Bonus Plan For For Management

4 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

5 Advisory Vote on Say on Pay Frequency One Year One Year Management

6 Ratify Auditors For For Management

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

THE ESTEE LAUDER COMPANIES INC.

Ticker: EL Security ID: 518439104

Meeting Date: NOV 09, 2010 Meeting Type: Annual

Record Date: SEP 15, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Aerin Lauder For For Management

1.2 Elect Director William P. Lauder For For Management

1.3 Elect Director Lynn Forester de For For Management

Rothschild

1.4 Elect Director Richard D. Parsons For For Management

1.5 Elect Director Richard F. Zannino For For Management

2 Amend Omnibus Stock Plan For Against Management

3 Ratify Auditors For For Management

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

THE GAP, INC.

Ticker: GPS Security ID: 364760108

Meeting Date: MAY 17, 2011 Meeting Type: Annual

Record Date: MAR 21, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Adrian D.P. Bellamy For For Management

1.2 Elect Director Domenico De Sole For For Management

1.3 Elect Director Robert J. Fisher For For Management

1.4 Elect Director William S. Fisher For For Management

1.5 Elect Director Bob L. Martin For For Management

1.6 Elect Director Jorge P. Montoya For For Management

1.7 Elect Director Glenn K. Murphy For For Management

1.8 Elect Director Mayo A. Shattuck III For For Management

1.9 Elect Director Katherine Tsang For For Management

1.10 Elect Director Kneeland C. Youngblood For For Management

2 Ratify Auditors For For Management

3 Amend Omnibus Stock Plan For For Management

4 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

5 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

THE HERSHEY COMPANY

Ticker: HSY Security ID: 427866108

Meeting Date: APR 28, 2011 Meeting Type: Annual

Record Date: FEB 28, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director P.M. Arway For Withhold Management

1.2 Elect Director R.F. Cavanaugh For Withhold Management

1.3 Elect Director C.A. Davis For For Management

1.4 Elect Director J.M. Mead For For Management

1.5 Elect Director J.E. Nevels For Withhold Management

1.6 Elect Director A.J. Palmer For For Management

1.7 Elect Director T.J. Ridge For For Management

1.8 Elect Director D.L. Shedlarz For Withhold Management

1.9 Elect Director D.J. West For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Amend Omnibus Stock Plan For For Management

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

THE MCGRAW-HILL COMPANIES, INC.

Ticker: MHP Security ID: 580645109

Meeting Date: APR 27, 2011 Meeting Type: Annual

Record Date: MAR 07, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Pedro Aspe For For Management

2 Elect Director Winfried Bischoff For For Management

3 Elect Director Douglas N. Daft For For Management

4 Elect Director William D. Green For For Management

5 Elect Director Linda Koch Lorimer For For Management

6 Elect Director Harold McGraw III For For Management

7 Elect Director Robert P. McGraw For For Management

8 Elect Director Hilda Ochoa-Brillembourg For For Management

9 Elect Director Michael Rake For For Management

10 Elect Director Edward B. Rust, Jr. For For Management

11 Elect Director Kurt L. Schmoke For For Management

12 Elect Director Sidney Taurel For For Management

13 Provide Right to Call Special Meeting For For Management

14 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

15 Advisory Vote on Say on Pay Frequency One Year One Year Management

16 Ratify Auditors For For Management

17 Provide Right to Act by Written Consent Against For Shareholder

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

THE NASDAQ OMX GROUP, INC.

Ticker: NDAQ Security ID: 631103108

Meeting Date: MAY 26, 2011 Meeting Type: Annual

Record Date: APR 08, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Urban Backstrom For For Management

2 Elect Director H. Furlong Baldwin For For Management

3 Elect Director Michael Casey For Against Management

4 Elect Director Borje Ekholm For For Management

5 Elect Director Lon Gorman For Against Management

6 Elect Director Robert Greifeld For For Management

7 Elect Director Glenn H. Hutchins For Against Management

8 Elect Director Birgitta Kantola For Against Management

9 Elect Director Essa Kazim For For Management

10 Elect Director John D. Markese For For Management

11 Elect Director Hans Munk Nielsen For For Management

12 Elect Director Thomas F. O Neill For For Management

13 Elect Director James S. Riepe For For Management

14 Elect Director Michael R. Splinter For Against Management

15 Elect Director Lars Wedenborn For For Management

16 Elect Director Deborah L. Wince-Smith For Against Management

17 Ratify Auditors For For Management

18 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

19 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

THE NEW YORK TIMES COMPANY

Ticker: NYT Security ID: 650111107

Meeting Date: APR 27, 2011 Meeting Type: Annual

Record Date: FEB 28, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Raul E. Cesan For For Management

1.2 Elect Director Ellen R. Marram For Withhold Management

1.3 Elect Director Thomas Middelhoff For Withhold Management

1.4 Elect Director Doreen A. Toben For For Management

2 Ratify Auditors For For Management

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

THE PNC FINANCIAL SERVICES GROUP, INC.

Ticker: PNC Security ID: 693475105

Meeting Date: APR 26, 2011 Meeting Type: Annual

Record Date: FEB 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Richard O. Berndt For For Management

2 Elect Director Charles E. Bunch For Against Management

3 Elect Director Paul W. Chellgren For Against Management

4 Elect Director Kay Coles James For Against Management

5 Elect Director Richard B. Kelson For Against Management

6 Elect Director Bruce C. Lindsay For For Management

7 Elect Director Anthony A. Massaro For For Management

8 Elect Director Jane G. Pepper For For Management

9 Elect Director James E. Rohr For For Management

10 Elect Director Donald J. Shepard For For Management

11 Elect Director Lorene K. Steffes For For Management

12 Elect Director Dennis F. Strigl For Against Management

13 Elect Director Thomas J. Usher For Against Management

14 Elect Director George H. Walls, Jr. For For Management

15 Elect Director Helge H. Wehmeier For For Management

16 Ratify Auditors For For Management

17 Amend Omnibus Stock Plan For For Management

18 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

19 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

THE PROCTER & GAMBLE COMPANY

Ticker: PG Security ID: 742718109

Meeting Date: OCT 12, 2010 Meeting Type: Annual

Record Date: AUG 13, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Angela F. Braly For For Management

2 Elect Director Kenneth I. Chenault For For Management

3 Elect Director Scott D. Cook For For Management

4 Elect Director Rajat K. Gupta For For Management

5 Elect Director Robert A. Mcdonald For For Management

6 Elect Director W. James Mcnerney, Jr. For For Management

7 Elect Director Johnathan A. Rodgers For For Management

8 Elect Director Mary A. Wilderotter For For Management

9 Elect Director Patricia A. Woertz For For Management

10 Elect Director Ernesto Zedillo For For Management

11 Ratify Auditors For For Management

12 Provide for Cumulative Voting Against Against Shareholder

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

THE TJX COMPANIES, INC.

Ticker: TJX Security ID: 872540109

Meeting Date: JUN 14, 2011 Meeting Type: Annual

Record Date: APR 18, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Jose B. Alvarez For For Management

2 Elect Director Alan M. Bennett For For Management

3 Elect Director Bernard Cammarata For For Management

4 Elect Director David T. Ching For For Management

5 Elect Director Michael F. Hines For For Management

6 Elect Director Amy B. Lane For For Management

7 Elect Director Carol Meyrowitz For For Management

8 Elect Director John F. O'Brien For For Management

9 Elect Director Willow B. Shire For For Management

10 Ratify Auditors For For Management

11 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

12 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

THE TRAVELERS COMPANIES, INC.

Ticker: TRV Security ID: 89417E109

Meeting Date: MAY 26, 2011 Meeting Type: Annual

Record Date: MAR 28, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Alan L. Beller For For Management

2 Elect Director John H. Dasburg For For Management

3 Elect Director Janet M. Dolan For For Management

4 Elect Director Kenneth M. Duberstein For Against Management

5 Elect Director Jay S. Fishman For For Management

6 Elect Director Lawrence G. Graev For Against Management

7 Elect Director Patricia L. Higgins For For Management

8 Elect Director Thomas R. Hodgson For For Management

9 Elect Director Cleve L. Killingsworth, For Against Management

Jr.

10 Elect Director Donald J. Shepard For For Management

11 Elect Director Laurie J. Thomsen For For Management

12 Ratify Auditors For For Management

13 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

14 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

THE WESTERN UNION COMPANY

Ticker: WU Security ID: 959802109

Meeting Date: MAY 20, 2011 Meeting Type: Annual

Record Date: MAR 22, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Hikmet Ersek For For Management

2 Elect Director Jack M. Greenberg For For Management

3 Elect Director Linda Fayne Levinson For Against Management

4 Ratify Auditors For For Management

5 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

6 Advisory Vote on Say on Pay Frequency One Year One Year Management

7 Declassify the Board of Directors Against For Shareholder

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

UNITED TECHNOLOGIES CORPORATION

Ticker: UTX Security ID: 913017109

Meeting Date: APR 13, 2011 Meeting Type: Annual

Record Date: FEB 15, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Louis R. Chenevert For For Management

2 Elect Director John V. Faraci For For Management

3 Elect Director Jean-Pierre Garnier For For Management

4 Elect Director Jamie S. Gorelick For For Management

5 Elect Director Edward A. Kangas For For Management

6 Elect Director Ellen J. Kullman For For Management

7 Elect Director Charles R. Lee For For Management

8 Elect Director Richard D. McCormick For For Management

9 Elect Director Harold McGraw III For For Management

10 Elect Director Richard B. Myers For For Management

11 Elect Director H. Patrick Swygert For For Management

12 Elect Director Andre Villeneuve For For Management

13 Elect Director Christine Todd Whitman For For Management

14 Ratify Auditors For For Management

15 Amend Omnibus Stock Plan For For Management

16 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

17 Advisory Vote on Say on Pay Frequency None One Year Management

18 Stock Retention/Holding Period Against Against Shareholder

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

VENOCO, INC.

Ticker: VQ Security ID: 92275P307

Meeting Date: JUN 08, 2011 Meeting Type: Annual

Record Date: APR 12, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director J.C. 'Mac' McFarland For For Management

2 Elect Director Joel L. Reed For For Management

3 Ratify Auditors For For Management

4 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

5 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

WADDELL & REED FINANCIAL, INC.

Ticker: WDR Security ID: 930059100

Meeting Date: APR 06, 2011 Meeting Type: Annual

Record Date: FEB 11, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Sharilyn S. Gasaway For For Management

1.2 Elect Director Alan W. Kosloff For Withhold Management

1.3 Elect Director Jerry W. Walton For Withhold Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

WEIGHT WATCHERS INTERNATIONAL, INC.

Ticker: WTW Security ID: 948626106

Meeting Date: MAY 10, 2011 Meeting Type: Annual

Record Date: MAR 29, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Raymond Debbane For Withhold Management

1.2 Elect Director John F. Bard For Withhold Management

1.3 Elect Director Jonas M. Fajgenbaum For Withhold Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency Three One Year Management

Years

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

WGL HOLDINGS, INC.

Ticker: WGL Security ID: 92924F106

Meeting Date: MAR 03, 2011 Meeting Type: Annual

Record Date: JAN 03, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Michael D. Barnes For For Management

1.2 Elect Director George P. Clancy, Jr. For Withhold Management

1.3 Elect Director James W. Dyke, Jr. For For Management

1.4 Elect Director Melvyn J. Estrin For Withhold Management

1.5 Elect Director James F. Lafond For For Management

1.6 Elect Director Debra L. Lee For Withhold Management

1.7 Elect Director Terry D. McCallister For For Management

2 Ratify Auditors For For Management

3 Provide for Cumulative Voting Against Against Shareholder

4 Advisory Vote to Ratify Named Executive For Against Management

Officers' Compensation

5 Advisory Vote on Say on Pay Frequency One Year One Year Management

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

WHOLE FOODS MARKET, INC.

Ticker: WFM Security ID: 966837106

Meeting Date: FEB 28, 2011 Meeting Type: Annual

Record Date: JAN 03, 2011

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director John Elstrott For For Management

1.2 Elect Director Gabrielle Greene For For Management

1.3 Elect Director Shahid (Hass) Hassan For For Management

1.4 Elect Director Stephanie Kugelman For For Management

1.5 Elect Director John Mackey For For Management

1.6 Elect Director Walter Robb For For Management

1.7 Elect Director Jonathan Seiffer For For Management

1.8 Elect Director Morris (Mo) Siegel For For Management

1.9 Elect Director Jonathan Sokoloff For For Management

1.10 Elect Director Ralph Sorenson For For Management

1.11 Elect Director W. (Kip) Tindell, III For For Management

2 Ratify Auditors For For Management

3 Advisory Vote to Ratify Named Executive For For Management

Officers' Compensation

4 Advisory Vote on Say on Pay Frequency Two Years One Year Management

5 Amend Articles/Bylaws/Charter -- Against For Shareholder

Removal of Directors

6 Require Independent Board Chairman Against For Shareholder

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

WORTHINGTON INDUSTRIES INC.

Ticker: WOR Security ID: 981811102

Meeting Date: SEP 30, 2010 Meeting Type: Annual

Record Date: AUG 10, 2010

# Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Kerrii B. Anderson For For Management

1.2 Elect Director John P. McConnell For Withhold Management

1.3 Elect Director Mary Schiavo For Withhold Management

2 Approve Stock Option Plan For Against Management

3 Ratify Auditors For For Management

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.

The Dreyfus Third Century Fund, Inc.

By: /s/ Bradley J. Skapyak
Bradley J. Skapyak President
Date:	August 23, 2011