0000728889-11-000946.txt : 20110808 0000728889-11-000946.hdr.sgml : 20110808 20110808144852 ACCESSION NUMBER: 0000728889-11-000946 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110630 FILED AS OF DATE: 20110808 DATE AS OF CHANGE: 20110808 EFFECTIVENESS DATE: 20110808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OPPENHEIMER CAPITAL APPRECIATION FUND CENTRAL INDEX KEY: 0000319767 IRS NUMBER: 133054122 STATE OF INCORPORATION: MA FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-03105 FILM NUMBER: 111016773 BUSINESS ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 BUSINESS PHONE: 303-768-3200 MAIL ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 FORMER COMPANY: FORMER CONFORMED NAME: OPPENHEIMER TARGET FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: OPPENHEIMER TARGET FUND INC DATE OF NAME CHANGE: 19870616 0000319767 S000006959 OPPENHEIMER CAPITAL APPRECIATION FUND C000018983 A C000018984 B C000018985 C C000018986 N C000018987 Y N-PX 1 npx320-2011.htm FORM N-PX Oppenheimer Capital Appreciation Fund
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM N-PX

         ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                               INVESTMENT COMPANY



Investment Company Act file number:                  811-03105

Exact name of registrant as specified in charter:    Oppenheimer Capital
                                                     Appreciation Fund

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

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

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

Date of fiscal year end:                             08/31

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

Item 1. Proxy Voting Record


===================== OPPENHEIMER CAPITAL APPRECIATION FUND ====================

ABB Ltd.

Ticker:       ABBN           Security ID:  H0010V101
Meeting Date: APR 29, 2011   Meeting Type: Annual
Record Date:  APR 19, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports (Non-Voting)
2.1   Accept Financial Statements and Statutory For       For        Management
      Reports
2.2   Approve Remuneration Report               For       For        Management
3     Approve Discharge of Board and Senior     For       For        Management
      Management
4     Approve Allocation of Income and          For       For        Management
      Dividends of CHF 0.60 per Share from
      Capital Contribution Reserves
5     Approve Creation of CHF 73.3 Million Pool For       Against    Management
      of Conditional Capital without Preemptive
      Rights for Employee Stock Participation
      Plan
6     Approve Creation of CHF 206 Million Pool  For       For        Management
      of Capital without Preemptive Rights
7.1.1 Reelect Roger Agnelli as Director         For       For        Management
7.1.2 Reelect Louis Hughes as Director          For       For        Management
7.1.3 Reelect Hans Maerki as Director           For       For        Management
7.1.4 Reelect Michel de Rosen as Director       For       For        Management
7.1.5 Reelect Michael Treschow as Director      For       For        Management
7.1.6 Reelect Jacob Wallenberg as Director      For       For        Management
7.1.7 Reelect Hubertus von Gruenberg as         For       For        Management
      Director
7.2   Elect Ying Yeh as Director                For       For        Management
8     Ratify Ernst & Young AG as Auditors       For       For        Management


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

Allergan, Inc.

Ticker:       AGN            Security ID:  018490102
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Deborah Dunsire            For       For        Management
2     Elect Director Trevor M. Jones            For       For        Management
3     Elect Director Louis J. Lavigne, Jr.      For       For        Management
4     Ratify Auditors                           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
7     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


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

Amazon.com, Inc.

Ticker:       AMZN           Security ID:  023135106
Meeting Date: JUN 7, 2011    Meeting Type: Annual
Record Date:  APR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Jeffrey P. Bezos           For       For        Management
2     Elect Director Tom A. Alberg              For       For        Management
3     Elect Director John Seely Brown           For       For        Management
4     Elect Director William B. Gordon          For       For        Management
5     Elect Director Alain Monie                For       For        Management
6     Elect Director Jonathan J. Rubinstein     For       For        Management
7     Elect Director Thomas O. Ryder            For       For        Management
8     Elect Director Patricia Q. Stonesifer     For       For        Management
9     Ratify Auditors                           For       For        Management
10    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
12    Amend Bylaws-- Call Special Meetings      Against   For        Shareholder
13    Report on Climate Change                  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   For        Shareholder
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

Barrick Gold Corporation

Ticker:       ABX            Security ID:  067901108
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  MAR 2, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect H. L. Beck as Director              For       For        Management
1.2   Elect C. W. D. Birchall as Director       For       For        Management
1.3   Elect D. J. Carty as Director             For       For        Management
1.4   Elect G. Cisneros as Director             For       For        Management
1.5   Elect P.A. Crossgrove as Director         For       For        Management
1.6   Elect R. M. Franklin as Director          For       For        Management
1.7   Elect J. B. Harvey as Director            For       For        Management
1.8   Elect D. Moyo as Director                 For       For        Management
1.9   Elect B. Mulroney as Director             For       For        Management
1.10  Elect A. Munk as Director                 For       For        Management
1.11  Elect P. Munk as Director                 For       For        Management
1.12  Elect A. W. Regent as Director            For       For        Management
1.13  Elect N.P. Rothschild as Director         For       For        Management
1.14  Elect S. J. Shapiro as Director           For       For        Management
2     Approve PricewaterhouseCoopers LLP as     For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation


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

Baxter International Inc.

Ticker:       BAX            Security ID:  071813109
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Wayne T. Hockmeyer         For       For        Management
2     Elect Director Robert L. Parkinson, Jr.   For       For        Management
3     Elect Director Thomas T. Stallkamp        For       For        Management
4     Elect Director Albert P.L. Stroucken      For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
8     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
9     Approve Omnibus Stock Plan                For       For        Management
10    Amend Certificate of Incorporation to     For       For        Management
      Declassify the Board and Reduce
      Supermajority Voting Requirement


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

Bed Bath & Beyond Inc.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUN 23, 2011   Meeting Type: Annual
Record Date:  MAY 6, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Warren Eisenberg           For       For        Management
2     Elect Director Leonard Feinstein          For       For        Management
3     Elect Director Steven H. Temares          For       For        Management
4     Elect Director Dean S. Adler              For       For        Management
5     Elect Director Stanley F. Barshay         For       For        Management
6     Elect Director Klaus Eppler               For       For        Management
7     Elect Director Patrick R. Gaston          For       For        Management
8     Elect Director Jordan Heller              For       For        Management
9     Elect Director Victoria A. Morrison       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


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

BMF Bovespa S.A. Bolsa Valores Merc Fut

Ticker:       BVMF3          Security ID:  P73232103
Meeting Date: APR 18, 2011   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports for Fiscal Year Ended Dec. 31,
      2010
2     Approve Allocation of Income and          For       For        Management
      Dividends
3     Elect Directors                           For       For        Management
4     Approve Remuneration of Executive         For       For        Management
      Officers, Non-Executive Directors, and
      Fiscal Council Members


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

BMF Bovespa S.A. Bolsa Valores Merc Fut

Ticker:       BVMF3          Security ID:  P73232103
Meeting Date: APR 18, 2011   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Article                             For       For        Management
2     Amend Article 7                           For       For        Management
3     Amend Article 20                          For       For        Management
4     Amend Article 29                          For       For        Management
5     Amend Article 61                          For       For        Management
6     Amend Article 63                          For       For        Management
7     Amend Article 64                          For       For        Management
8     Amend Article 65                          For       For        Management
9     Amend Articles                            For       For        Management
10    Amend Article 5                           For       For        Management
11    Amend Article 16                          For       For        Management
12    Amend Article 18                          For       For        Management
13    Amend Articles                            For       For        Management
14    Amend Article 29 and 38                   For       For        Management
15    Amend Article 34                          For       For        Management
16    Amend Article 38                          For       For        Management
17    Amend Article 45                          For       For        Management
18    Amend Article 47                          For       For        Management
19    Amend Articles 69 and 70                  For       For        Management
20    Amend Article 70                          For       For        Management
21    Amend Article 74                          For       For        Management
22    Amend Article 73                          For       For        Management
23    Amend Articles                            For       For        Management
24    Amend Articles                            For       For        Management
25    Consolidate Bylaws                        For       For        Management
26    Amend Stock Option Plan                   For       For        Management


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

BMF Bovespa S.A. Bolsa Valores Merc Fut

Ticker:       BVMF3          Security ID:  B2RHNV9
Meeting Date: APR 28, 2011   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Article 1                           For       For        Management
2     Amend Article 7                           For       For        Management
3     Amend Article 20                          For       For        Management
4     Amend Article 29                          For       For        Management
5     Amend Article 61                          For       For        Management
6     Amend Article 63                          For       For        Management
7     Amend Article 64                          For       For        Management
8     Amend Article 65                          For       For        Management
9     Amend Articles 29, 59-65, 76              For       For        Management
10    Amend Article 5                           For       For        Management
11    Amend Article 16                          For       For        Management
12    Amend Article 18                          For       For        Management
13    Amend Articles 23, 24, 58, 60, 68, 70, 76 For       For        Management
14    Amend Article 29 and 38                   For       For        Management
15    Amend Article 34                          For       For        Management
16    Amend Article 38                          For       For        Management
17    Amend Article 45                          For       For        Management
18    Amend Article 47                          For       For        Management
19    Amend Articles 69 and 70                  For       For        Management
20    Amend Article 70                          For       For        Management
21    Amend Article 74                          For       For        Management
22    Amend Article 73                          For       For        Management
23    Amend Articles 7, 15, 33, 55, 58, 60, 61, For       For        Management
      64, 70
24    Amend Articles to Correct Numbering       For       For        Management
25    Consolidate Bylaws                        For       For        Management


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

Bristol-Myers Squibb Company

Ticker:       BMY            Security ID:  110122108
Meeting Date: MAY 3, 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       For        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       For        Management
7     Elect Director L. Johansson               For       For        Management
8     Elect Director A.J. Lacy                  For       For        Management
9     Elect Director V.L. Sato                  For       For        Management
10    Elect Director E. Sigal                   For       For        Management
11    Elect Director T.D. West, Jr.             For       For        Management
12    Elect Director R.S. Williams              For       For        Management
13    Ratify Auditors                           For       For        Management
14    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
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   Abstain    Shareholder
      Price Increases


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

Broadcom Corporation

Ticker:       BRCM           Security ID:  111320107
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Nancy H. Handel            For       For        Management
1.2   Elect Director Eddy W. Hartenstein        For       For        Management
1.3   Elect Director Maria Klawe                For       For        Management
1.4   Elect Director John E. Major              For       For        Management
1.5   Elect Director Scott A. McGregor          For       For        Management
1.6   Elect Director William T. Morrow          For       For        Management
1.7   Elect Director Henry Samueli              For       For        Management
1.8   Elect Director John A.C. Swainson         For       For        Management
1.9   Elect Director Robert E. Switz            For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Ratify Auditors                           For       For        Management


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

Caterpillar Inc.

Ticker:       CAT            Security ID:  149123101
Meeting Date: JUN 8, 2011    Meeting Type: Annual
Record Date:  APR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director  David L. Calhoun          For       For        Management
1.2   Elect Director Daniel M. Dickinson        For       For        Management
1.3   Elect Director Eugene V. Fife             For       For        Management
1.4   Elect Director Juan Gallardo              For       For        Management
1.5   Elect Director David R. Goode             For       For        Management
1.6   Elect Director Jesse J. Greene, Jr.       For       For        Management
1.7   Elect Director Peter A. Magowan           For       For        Management
1.8   Elect Director Dennis A. Muilenburg       For       For        Management
1.9   Elect Director Douglas R. Oberhelman      For       For        Management
1.10  Elect Director William A. Osborn          For       For        Management
1.11  Elect Director Charles D. Powell          For       For        Management
1.12  Elect Director Edward B. Rust, Jr.        For       For        Management
1.13  Elect Director Susan C. Schwab            For       For        Management
1.14  Elect Director Joshua I. Smith            For       For        Management
1.15  Elect Director Miles D. White             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Report on Political Contributions         Against   For        Shareholder
7     Stock Retention/Holding Period            Against   For        Shareholder
8     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
9     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
10    Require Independent Board Chairman        Against   Against    Shareholder
11    Review and Assess Human Rights Policies   Against   For        Shareholder
12    Adopt a Policy in which the Company will  Against   Against    Shareholder
      not Make or Promise to Make Any Death
      Benefit Payments to Senior Executives


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

Celgene Corporation

Ticker:       CELG           Security ID:  151020104
Meeting Date: JUN 15, 2011   Meeting Type: Annual
Record Date:  APR 19, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert J. Hugin            For       For        Management
1.2   Elect Director Michael D. Casey           For       For        Management
1.3   Elect Director Carrie S. Cox              For       For        Management
1.4   Elect Director Rodman L. Drake            For       For        Management
1.5   Elect Director Michael A. Friedman        For       For        Management
1.6   Elect Director Gilla Kaplan               For       For        Management
1.7   Elect Director James J. Loughlin          For       For        Management
1.8   Elect Director Ernest Mario               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     Three     One Year   Management


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

Chevron Corporation

Ticker:       CVX            Security ID:  166764100
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  APR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director L.F. Deily                 For       For        Management
2     Elect Director R.E. Denham                For       For        Management
3     Elect Director R.J. Eaton                 For       For        Management
4     Elect Director C. Hagel                   For       For        Management
5     Elect Director E. Hernandez               For       For        Management
6     Elect Director G.L. Kirkland              For       For        Management
7     Elect Director D.B. Rice                  For       For        Management
8     Elect Director K.W. Sharer                For       For        Management
9     Elect Director C.R. Shoemate              For       For        Management
10    Elect Director J.G. Stumpf                For       For        Management
11    Elect Director R.D. Sugar                 For       For        Management
12    Elect Director C. Ware                    For       For        Management
13    Elect Director J.S. Watson                For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
17    Request Director Nominee with             Against   For        Shareholder
      Environmental Qualifications
18    Amend Bylaws to Establish a Board         Against   Abstain    Shareholder
      Committee on Human Rights
19    Include Sustainability as a Performance   Against   Abstain    Shareholder
      Measure for Senior Executive Compensation
20    Adopt Guidelines for Country Selection    Against   For        Shareholder
21    Report on Financial Risks of Climate      Against   Abstain    Shareholder
      Change
22    Report on Environmental Impacts of        Against   For        Shareholder
      Natural Gas Fracturing
23    Report on Offshore Oil Wells and Spill    Against   Abstain    Shareholder
      Mitigation Measures


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

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   Against    Shareholder
      Committee on Environmental Sustainability
17    Report on Internet Fragmentation          Against   For        Shareholder
18    Adopt Policy Prohibiting Sale of Products Against   Against    Shareholder
      in China if they Contribute to Human
      Rights Abuses


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

Coach, Inc.

Ticker:       COH            Security ID:  189754104
Meeting Date: NOV 3, 2010    Meeting Type: Annual
Record Date:  SEP 7, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lew Frankfort              For       For        Management
1.2   Elect Director Susan Kropf                For       For        Management
1.3   Elect Director Gary Loveman               For       For        Management
1.4   Elect Director Ivan Menezes               For       For        Management
1.5   Elect Director Irene Miller               For       For        Management
1.6   Elect Director Michael Murphy             For       For        Management
1.7   Elect Director Jide Zeitlin               For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Adopt Policy on Ending Use of Animal Fur  Against   Abstain    Shareholder
      in Products


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

Cognizant Technology Solutions Corporation

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

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


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

Colgate-Palmolive Company

Ticker:       CL             Security ID:  194162103
Meeting Date: MAY 6, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John T. Cahill             For       For        Management
2     Elect Director Ian Cook                   For       For        Management
3     Elect Director Helene D. Gayle            For       For        Management
4     Elect Director Ellen M. Hancock           For       For        Management
5     Elect Director Joseph Jimenez             For       For        Management
6     Elect Director Richard J. Kogan           For       For        Management
7     Elect Director Delano E. Lewis            For       For        Management
8     Elect Director J. Pedro Reinhard          For       For        Management
9     Elect Director Stephen I. Sadove          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     Two Years One Year   Management
13    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

ConocoPhillips

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Richard L. Armitage        For       For        Management
2     Elect Director Richard H. Auchinleck      For       For        Management
3     Elect Director James E. Copeland, Jr.     For       For        Management
4     Elect Director Kenneth M. Duberstein      For       For        Management
5     Elect Director Ruth R. Harkin             For       For        Management
6     Elect Director Harold W. McGraw III       For       For        Management
7     Elect Director James J. Mulva             For       For        Management
8     Elect Director Robert A. Niblock          For       For        Management
9     Elect Director Harald J. Norvik           For       For        Management
10    Elect Director William K. Reilly          For       For        Management
11    Elect Director Victoria J. Tschinkel      For       For        Management
12    Elect Director Kathryn C. Turner          For       For        Management
13    Elect Director William E. Wade, Jr.       For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     None      One Year   Management
17    Approve Omnibus Stock Plan                For       For        Management
18    Amend EEO Policy to Prohibit              Against   For        Shareholder
      Discrimination based on Gender Identity
19    Report on Political Contributions         Against   For        Shareholder
20    Report on Lobbying Expenses               Against   For        Shareholder
21    Report on Accident Risk Reduction Efforts Against   Abstain    Shareholder
22    Adopt Policy to Address Coastal Louisiana Against   Abstain    Shareholder
      Environmental Impacts
23    Adopt Quantitative GHG Goals for Products Against   For        Shareholder
      and Operations
24    Report on Financial Risks of Climate      Against   Abstain    Shareholder
      Change
25    Report on Environmental Impact of Oil     Against   For        Shareholder
      Sands Operations in Canada


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

Corning Incorporated

Ticker:       GLW            Security ID:  219350105
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  FEB 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John Seely Brown           For       Against    Management
2     Elect Director John A. Canning, Jr.       For       For        Management
3     Elect Director Gordon Gund                For       Against    Management
4     Elect Director Kurt M. Landgraf           For       Against    Management
5     Elect Director H. Onno Ruding             For       Against    Management
6     Elect Director Glenn F. Tilton            For       For        Management
7     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
8     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
9     Ratify Auditors                           For       For        Management
10    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

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


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

Danaher Corporation

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director H. Lawrence Culp, Jr.      For       For        Management
1.2   Elect Director Mitchell P. Rales          For       For        Management
1.3   Elect Director Elias A. Zerhouni          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Provide Right to Call Special Meeting     For       For        Management
5     Amend Omnibus Stock Plan                  For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

eBay Inc.

Ticker:       EBAY           Security ID:  278642103
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  MAR 17, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Fred D. Anderson           For       For        Management
2     Elect Director Edward W. Barnholt         For       For        Management
3     Elect Director Scott D. Cook              For       For        Management
4     Elect Director John J. Donahoe            For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
7     Ratify Auditors                           For       For        Management
8     Reduce Supermajority Vote Requirement     Against   For        Shareholder


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

Ecolab Inc.

Ticker:       ECL            Security ID:  278865100
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Douglas M. Baker, Jr.      For       For        Management
2     Elect Director Barbara J. Beck            For       For        Management
3     Elect Director Jerry W. Levin             For       For        Management
4     Elect Director Robert L. Lumpkins         For       For        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   Abstain    Shareholder
10    Reduce Supermajority Vote Requirement     Against   For        Shareholder


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

Emerson Electric Co.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 1, 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
7     Report on Sustainability                  Against   For        Shareholder


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

EOG Resources, Inc.

Ticker:       EOG            Security ID:  26875P101
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 9, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director George A. Alcorn           For       For        Management
2     Elect Director Charles R. Crisp           For       For        Management
3     Elect Director James C. Day               For       For        Management
4     Elect Director Mark G. Papa               For       For        Management
5     Elect Director H. Leighton Steward        For       For        Management
6     Elect Director Donald F. Textor           For       For        Management
7     Elect Director Frank G. Wisner            For       For        Management
8     Ratify Auditors                           For       For        Management
9     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
10    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
11    Pro-Rata Vesting on Equity Plans          Against   For        Shareholder
12    Report on Political Contributions         Against   For        Shareholder


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

Express Scripts, Inc.

Ticker:       ESRX           Security ID:  302182100
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Gary G. Benanav            For       For        Management
1.2   Elect Director Maura C. Breen             For       For        Management
1.3   Elect Director Nicholas J. LaHowchic      For       For        Management
1.4   Elect Director Thomas P. Mac Mahon        For       For        Management
1.5   Elect Director Frank Mergenthaler         For       For        Management
1.6   Elect Director Woodrow A. Myers Jr.       For       For        Management
1.7   Elect Director John O. Parker, Jr.        For       For        Management
1.8   Elect Director George Paz                 For       For        Management
1.9   Elect Director Samuel K. Skinner          For       Against    Management
1.10  Elect Director Seymour Sternberg          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide Right to Call Special Meeting     For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
6     Approve Omnibus Stock Plan                For       For        Management
7     Report on Political Contributions         Against   For        Shareholder


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

Freeport-McMoRan Copper & Gold Inc.

Ticker:       FCX            Security ID:  35671D857
Meeting Date: JUN 15, 2011   Meeting Type: Annual
Record Date:  APR 19, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard C. Adkerson        For       For        Management
1.2   Elect Director Robert J. Allison, Jr.     For       For        Management
1.3   Elect Director Robert A. Day              For       For        Management
1.4   Elect Director Gerald J. Ford             For       Withhold   Management
1.5   Elect Director H. Devon Graham, Jr.       For       For        Management
1.6   Elect Director Charles C. Krulak          For       For        Management
1.7   Elect Director Bobby Lee Lackey           For       For        Management
1.8   Elect Director Jon C. Madonna             For       For        Management
1.9   Elect Director Dustan E. McCoy            For       For        Management
1.10  Elect Director James R. Moffett           For       For        Management
1.11  Elect Director B.M. Rankin, Jr.           For       For        Management
1.12  Elect Director Stephen H. Siegele         For       For        Management
2     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management
5     Request Director Nominee with             Against   For        Shareholder
      Environmental Qualifications


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

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


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

Goodrich Corporation

Ticker:       GR             Security ID:  382388106
Meeting Date: APR 19, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Carolyn Corvi              For       For        Management
1.2   Elect Director Diane C. Creel             For       For        Management
1.3   Elect Director Harris E. Deloach, Jr.     For       For        Management
1.4   Elect Director James W. Griffith          For       For        Management
1.5   Elect Director William R. Holland         For       For        Management
1.6   Elect Director John P. Jumper             For       For        Management
1.7   Elect Director Marshall O. Larsen         For       For        Management
1.8   Elect Director Lloyd W. Newton            For       For        Management
1.9   Elect Director Alfred M. Rankin, Jr.      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Google Inc.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: JUN 2, 2011    Meeting Type: Annual
Record Date:  APR 4, 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
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   Abstain    Shareholder


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

Halliburton Company

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Alan M. Bennett            For       For        Management
2     Elect Director James R. Boyd              For       For        Management
3     Elect Director Milton Carroll             For       For        Management
4     Elect Director Nance K. Dicciani          For       For        Management
5     Elect Director S. Malcolm Gillis          For       For        Management
6     Elect Director Abdallah S. Jum'ah         For       For        Management
7     Elect Director David J. Lesar             For       For        Management
8     Elect Director Robert A. Malone           For       For        Management
9     Elect Director J Landis Martin            For       For        Management
10    Elect Director Debra L. Reed              For       For        Management
11    Ratify Auditors                           For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
14    Review and Assess Human Rights Policies   Against   For        Shareholder
15    Report on Political Contributions         Against   For        Shareholder


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

IntercontinentalExchange, Inc.

Ticker:       ICE            Security ID:  45865V100
Meeting Date: MAY 20, 2011   Meeting Type: Annual
Record Date:  MAR 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Charles R. Crisp           For       For        Management
2     Elect Director Jean-Marc Forneri          For       For        Management
3     Elect Director Senator Judd A. Gregg      For       For        Management
4     Elect Director Fred W. Hatfield           For       For        Management
5     Elect Director Terrence F. Martell        For       For        Management
6     Elect Director Callum Mccarthy            For       For        Management
7     Elect Director Sir Robert Reid            For       For        Management
8     Elect Director Frederic V. Salerno        For       For        Management
9     Elect Director Jeffrey C. Sprecher        For       For        Management
10    Elect Director Judith A. Sprieser         For       For        Management
11    Elect Director Vincent Tese               For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
14    Ratify Auditors                           For       For        Management


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

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       For        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       For        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       For        Management
12    Elect Director L. H. Zambrano             For       For        Management
13    Ratify Auditors                           For       For        Management
14    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
16    Provide for Cumulative Voting             Against   Against    Shareholder
17    Report on Political Contributions         Against   For        Shareholder
18    Report on Lobbying Expenses               Against   For        Shareholder


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

Intuit Inc.

Ticker:       INTU           Security ID:  461202103
Meeting Date: JAN 19, 2011   Meeting Type: Annual
Record Date:  NOV 22, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David H. Batchelder        For       For        Management
2     Elect Director Christopher W. Brody       For       For        Management
3     Elect Director William V. Campbell        For       For        Management
4     Elect Director Scott D. Cook              For       For        Management
5     Elect Director Diane B. Greene            For       For        Management
6     Elect Director Michael R. Hallman         For       For        Management
7     Elect Director Edward A. Kangas           For       For        Management
8     Elect Director Suzanne Nora Johnson       For       For        Management
9     Elect Director Dennis D. Powell           For       For        Management
10    Elect Director Brad D. Smith              For       For        Management
11    Ratify Auditors                           For       For        Management
12    Amend Omnibus Stock Plan                  For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation


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

Joy Global Inc.

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

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


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

JPMorgan Chase & Co.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Crandall C. Bowles         For       For        Management
2     Elect Director Stephen B. Burke           For       For        Management
3     Elect Director David M. Cote              For       For        Management
4     Elect Director James S. Crown             For       For        Management
5     Elect Director James Dimon                For       For        Management
6     Elect Director Ellen V. Futter            For       For        Management
7     Elect Director William H. Gray, III       For       For        Management
8     Elect Director Laban P. Jackson, Jr.      For       For        Management
9     Elect Director David C. Novak             For       For        Management
10    Elect Director Lee R. Raymond             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    Amend Omnibus Stock Plan                  For       Against    Management
16    Affirm Political Non-Partisanship         Against   Against    Shareholder
17    Provide Right to Act by Written Consent   Against   For        Shareholder
18    Report on Loan Modifications              Against   Against    Shareholder
19    Report on Political Contributions         Against   For        Shareholder
20    Institute Procedures to Prevent           Against   Against    Shareholder
      Investments in Companies that Contribute
      to Genocide or Crimes Against Humanity
21    Require Independent Board Chairman        Against   Against    Shareholder


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

Juniper Networks, Inc.

Ticker:       JNPR           Security ID:  48203R104
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Mary B. Cranston           For       For        Management
1.2   Elect Director Kevin R. Johnson           For       For        Management
1.3   Elect Director J. Michael Lawrie          For       For        Management
1.4   Elect Director David Schlotterbeck        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Amend Omnibus Stock Plan                  For       Against    Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
7     Declassify the Board of Directors         None      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       For        Management
2     Elect Director Richard H. Lenny           For       For        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       For        Management
      Officers' Compensation
8     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
9     Reduce Supermajority Vote Requirement for For       For        Management
      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       For        Management
      Shareholder Action
12    Declassify the Board of Directors         Against   For        Shareholder
13    Require Suppliers to Adopt CAK            Against   Abstain    Shareholder
14    Report on Policy Responses to Children's  Against   Abstain    Shareholder
      Health Concerns and Fast Food
15    Report on Beverage Container              Against   For        Shareholder
      Environmental Strategy


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

Medco Health Solutions, Inc.

Ticker:       MHS            Security ID:  58405U102
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Howard W. Barker, Jr.      For       For        Management
2     Elect Director John L. Cassis             For       For        Management
3     Elect Director Michael Goldstein          For       For        Management
4     Elect Director Charles M. Lillis          For       For        Management
5     Elect Director Myrtle S. Potter           For       For        Management
6     Elect Director William L. Roper           For       For        Management
7     Elect Director David B. Snow, Jr.         For       For        Management
8     Elect Director David D. Stevens           For       For        Management
9     Elect Director Blenda J. Wilson           For       For        Management
10    Ratify Auditors                           For       For        Management
11    Reduce Supermajority Vote Requirement     For       For        Management
12    Amend Omnibus Stock Plan                  For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
15    Stock Retention/Holding Period            Against   For        Shareholder


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

Mettler-Toledo International Inc.

Ticker:       MTD            Security ID:  592688105
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Robert F. Spoerry          For       For        Management
2     Elect Director Wah-hui Chu                For       For        Management
3     Elect Director Francis A. Contino         For       For        Management
4     Elect Director Olivier A. Filliol         For       For        Management
5     Elect Director Michael A. Kelly           For       For        Management
6     Elect Director Martin D. Madaus           For       For        Management
7     Elect Director Hans Ulrich Maerki         For       For        Management
8     Elect Director George M. Milne            For       For        Management
9     Elect Director Thomas P. Salice           For       For        Management
10    Ratify Auditors                           For       For        Management
11    Approve Executive Incentive Bonus Plan    For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Nestle SA

Ticker:       NESN           Security ID:  H57312649
Meeting Date: APR 14, 2011   Meeting Type: Annual
Record Date:  APR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Accept Financial Statements and Statutory For       For        Management
      Reports
1.2   Approve Remuneration Report               For       For        Management
2     Approve Discharge of Board and Senior     For       For        Management
      Management
3     Approve Allocation of Income and          For       For        Management
      Dividends of CHF 1.85 per Share
4.1.1 Reelect Paul Bulcke as Director           For       For        Management
4.1.2 Reelect Andreas Koopmann as Director      For       For        Management
4.1.3 Reelect Rolf Haenggi as Director          For       For        Management
4.1.4 Reelect Jean-Pierre Meyers as Director    For       For        Management
4.1.5 Reelect Naina Lal Kidwai as Director      For       For        Management
4.1.6 Reelect Beat Hess as Director             For       For        Management
4.2   Elect Ann Veneman as Director             For       For        Management
4.3   Ratify KPMG AG as Auditors                For       For        Management
5     Approve CHF 16.5 Million Reduction in     For       For        Management
      Share Capital via Cancellation of 165
      Million Shares


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

NetApp, Inc.

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

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


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

NII Holdings, Inc.

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

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


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

NIKE, Inc.

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 20, 2010   Meeting Type: Annual
Record Date:  JUL 26, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jill K. Conway             For       For        Management
1.2   Elect Director Alan B. Graf, Jr.          For       For        Management
1.3   Elect Director John C. Lechleiter         For       For        Management
1.4   Elect Director Phyllis M. Wise            For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

Novo Nordisk A/S

Ticker:                      Security ID:  K7314N152
Meeting Date: MAR 23, 2011   Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Report of Board                   None      None       Management
2     Receive and Approve Financial Statements  For       For        Management
      and Statutory Reports
3.1   Approve Remuneration of Directors for     For       For        Management
      2010
3.2   Approve Remuneration of Directors for     For       For        Management
      2011
4     Approve Allocation of Income and          For       For        Management
      Dividends of DKK 10 for Each Novo Nordisk
      B Share of DKK 1 and for Each Novo
      Nordisk A Share of DKK 1
5.1a  Reelect Sten Scheibye as Director         For       For        Management
5.1b  Reelect Goran Ando as Director            For       For        Management
5.1c  Elect Bruno Angelici as New Director      For       For        Management
5.1d  Reelect Henrik Gurtler as Director        For       For        Management
5.1e  Elect Thomas Koestler as New Director     For       For        Management
5.1f  Reelect Kurt Nielsen as Director          For       For        Management
5.1g  Reelect Hannu Ryopponen as Director       For       For        Management
5.1h  Reelect Jorgen Wedel as Director          For       For        Management
5.2   Elect Sten Scheibye as Chairman of the    For       For        Management
      Board
5.3   Elect Goran Ando as Vice Chairman of the  For       For        Management
      Board
6     Ratify PricewaterhouseCoopers as Auditor  For       For        Management
7.1   Approve DKK 20.0 Million Reduction in     For       For        Management
      Class B Share Capital via Share
      Cancellation
7.2   Authorize Repurchase up to 10 Percent of  For       Against    Management
      Share Capital
7.3a  Delete Article 2 Specifying Location of   For       For        Management
      Registered Office
7.3b  Amend Articles Re: Removal of the         For       For        Management
      Requirement to Advertise the Notice in
      Two Daily Newspapers
7.3c  Amend Articles Re: Introduce Age Limit of For       Against    Management
      70 Years for Board Members
7.4   Amend Guidelines for Incentive-Based      For       For        Management
      Compensation for Executive Management and
      Board
8     Other Business                            None      None       Management


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

O'Reilly Automotive, Inc.

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

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


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

Occidental Petroleum Corporation

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 6, 2011    Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Spencer Abraham            For       For        Management
2     Elect Director Howard I. Atkins           For       For        Management
3     Elect Director Stephen I. Chazen          For       For        Management
4     Elect Director Edward P. Djerejian        For       Against    Management
5     Elect Director John E. Feick              For       For        Management
6     Elect Director Margaret M. Foran          For       For        Management
7     Elect Director Carlos M. Gutierrez        For       For        Management
8     Elect Director Ray R. Irani               For       Against    Management
9     Elect Director Avedick B. Poladian        For       For        Management
10    Elect Director Rodolfo Segovia            For       Against    Management
11    Elect Director Aziz D. Syriani            For       Against    Management
12    Elect Director Rosemary Tomich            For       Against    Management
13    Elect Director Walter L. Weisman          For       Against    Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     None      One Year   Management
17    Review Political Expenditures and         Against   For        Shareholder
      Processes
18    Request Director Nominee with             Against   Against    Shareholder
      Environmental Qualifications


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

Oracle Corporation

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: OCT 6, 2010    Meeting Type: Annual
Record Date:  AUG 9, 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   Against    Shareholder
      Sustainability
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Stock Retention/Holding Period            Against   For        Shareholder


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

Parker-Hannifin Corporation

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

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


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

Polo Ralph Lauren Corporation

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

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


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

Praxair, Inc.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Stephen F. Angel           For       For        Management
1.2   Elect Director Oscar Bernardes            For       Withhold   Management
1.3   Elect Director Nance K. Dicciani          For       For        Management
1.4   Elect Director Edward G. Galante          For       For        Management
1.5   Elect Director Claire W. Gargalli         For       For        Management
1.6   Elect Director Ira D. Hall                For       For        Management
1.7   Elect Director Raymond W. LeBoeuf         For       For        Management
1.8   Elect Director Larry D. McVay             For       For        Management
1.9   Elect Director Wayne T. Smith             For       For        Management
1.10  Elect Director Robert L. Wood             For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Amend Executive Incentive Bonus Plan      For       For        Management
5     Amend Omnibus Stock Plan                  For       For        Management
6     Ratify Auditors                           For       For        Management


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

QUALCOMM Incorporated

Ticker:       QCOM           Security ID:  747525103
Meeting Date: MAR 8, 2011    Meeting Type: Annual
Record Date:  JAN 10, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Barbara T. Alexander       For       For        Management
1.2   Elect Director Stephen M. Bennett         For       For        Management
1.3   Elect Director Donald G. Cruickshank      For       For        Management
1.4   Elect Director Raymond V. Dittamore       For       For        Management
1.5   Elect Director Thomas W. Horton           For       For        Management
1.6   Elect Director Irwin Mark Jacobs          For       For        Management
1.7   Elect Director Paul E. Jacobs             For       For        Management
1.8   Elect Director Robert E. Kahn             For       For        Management
1.9   Elect Director Sherry Lansing             For       For        Management
1.10  Elect Director Duane A. Nelles            For       For        Management
1.11  Elect Director Francisco Ros              For       For        Management
1.12  Elect Director Brent Scowcroft            For       For        Management
1.13  Elect Director Marc I. Stern              For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
7     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

Research In Motion Ltd

Ticker:       RIM            Security ID:  760975102
Meeting Date: JUL 13, 2010   Meeting Type: Annual
Record Date:  MAY 25, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect James L. Balsillie as Director      For       For        Management
1.2   Elect Mike Lazaridis as Director          For       For        Management
1.3   Elect James Estill as Director            For       For        Management
1.4   Elect David Kerr as Director              For       For        Management
1.5   Elect Roger Martin as Director            For       For        Management
1.6   Elect John Richardson as Director         For       For        Management
1.7   Elect Barbara Stymiest as Director        For       For        Management
1.8   Elect Antonio Viana-Baptista as Director  For       For        Management
1.9   Elect John Wetmore as Director            For       For        Management
2     Approve Ernst & Young LLP as Auditors and For       For        Management
      Authorize Board to Fix Their Remuneration


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

Schlumberger Limited

Ticker:       SLB            Security ID:  806857108
Meeting Date: APR 6, 2011    Meeting Type: Annual
Record Date:  FEB 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Philippe Camus             For       For        Management
1.2   Elect Director Peter L.S. Currie          For       For        Management
1.3   Elect Director Andrew Gould               For       For        Management
1.4   Elect Director Tony Isaac                 For       For        Management
1.5   Elect Director K. Vaman Kamath            For       For        Management
1.6   Elect Director Nikolay Kudryavtsev        For       For        Management
1.7   Elect Director Adrian Lajous              For       For        Management
1.8   Elect Director Michael E. Marks           For       For        Management
1.9   Elect Director Elizabeth Moler            For       For        Management
1.10  Elect Director Leo Rafael Reif            For       For        Management
1.11  Elect Director Tore I. Sandvold           For       For        Management
1.12  Elect Director Henri Seydoux              For       For        Management
1.13  Elect Director Paal Kibsgaard             For       For        Management
1.14  Elect Director Lubna S. Olayan            For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Two Years One Year   Management
4     Increase Authorized Common Stock          For       For        Management
5     Adopt Plurality Voting for Contested      For       For        Management
      Election of Directors
6     Adopt and Approve Financials and          For       For        Management
      Dividends
7     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors


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

Standard Chartered plc

Ticker:       STAN           Security ID:  G84228157
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAY 3, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend                    For       For        Management
3     Approve Remuneration Report               For       Abstain    Management
4     Re-elect Steve Bertamini as Director      For       For        Management
5     Re-elect Jaspal Bindra as Director        For       For        Management
6     Re-elect Richard Delbridge as Director    For       For        Management
7     Re-elect Jamie Dundas as Director         For       For        Management
8     Re-elect Val Gooding as Director          For       For        Management
9     Re-elect Dr Han Seung-soo as Director     For       For        Management
10    Re-elect Simon Lowth as Director          For       For        Management
11    Re-elect Rudy Markham as Director         For       For        Management
12    Re-elect Ruth Markland as Director        For       For        Management
13    Re-elect Richard Meddings as Director     For       For        Management
14    Re-elect John Paynter as Director         For       For        Management
15    Re-elect John Peace as Director           For       For        Management
16    Re-elect Mike Rees as Director            For       For        Management
17    Re-elect Peter Sands as Director          For       For        Management
18    Re-elect Paul Skinner as Director         For       For        Management
19    Re-elect Oliver Stocken as Director       For       For        Management
20    Reappoint KPMG Audit plc as Auditors      For       For        Management
21    Authorise Board to Fix Remuneration of    For       For        Management
      Auditors
22    Authorise EU Political Donations and      For       For        Management
      Expenditure
23    Authorise Issue of Equity with            For       For        Management
      Pre-emptive Rights
24    Authorise Issue of Equity with            For       For        Management
      Pre-emptive Rights
25    Approve 2011 Share Plan                   For       For        Management
26    Authorise Issue of Equity without         For       For        Management
      Pre-emptive Rights
27    Authorise Market Purchase                 For       For        Management
28    Authorise Market Purchase                 For       For        Management
29    Authorise the Company to Call EGM with    For       For        Management
      Two Weeks' Notice


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

Stryker Corporation

Ticker:       SYK            Security ID:  863667101
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Howard E. Cox, Jr.         For       For        Management
1.2   Elect Director Srikant M. Datar           For       For        Management
1.3   Elect Director Roch Doliveux              For       For        Management
1.4   Elect Director Louise L. Francesconi      For       For        Management
1.5   Elect Director Allan C. Golston           For       For        Management
1.6   Elect Director Howard L. Lance            For       For        Management
1.7   Elect Director Stephen P. MacMillan       For       For        Management
1.8   Elect Director William U. Parfet          For       For        Management
1.9   Elect Director Ronda E. Stryker           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Approve Restricted Stock Plan             For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
7     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

The Charles Schwab Corporation

Ticker:       SCHW           Security ID:  808513105
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Frank C. Herringer         For       For        Management
2     Elect Director Stephen T. McLin           For       For        Management
3     Elect Director Charles R. Schwab          For       For        Management
4     Elect Director Roger O. Walther           For       For        Management
5     Elect Director Robert N. Wilson           For       For        Management
6     Ratify Auditors                           For       For        Management
7     Amend Omnibus Stock Plan                  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
10    Report on Political Contributions         Against   For        Shareholder
11    Declassify the Board of Directors         None      For        Shareholder


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

The Coca-Cola Company

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Herbert A. Allen           For       For        Management
2     Elect Director Ronald W. Allen            For       For        Management
3     Elect Director Howard G. Buffett          For       For        Management
4     Elect Director Barry Diller               For       For        Management
5     Elect Director Evan G. Greenberg          For       For        Management
6     Elect Director Alexis M. Herman           For       For        Management
7     Elect Director Muhtar Kent                For       For        Management
8     Elect Director Donald R. Keough           For       For        Management
9     Elect Director Maria Elena Lagomasino     For       For        Management
10    Elect Director Donald F. McHenry          For       For        Management
11    Elect Director Sam Nunn                   For       For        Management
12    Elect Director James D. Robinson III      For       For        Management
13    Elect Director Peter V. Ueberroth         For       For        Management
14    Elect Director Jacob Wallenberg           For       Against    Management
15    Elect Director James B. Williams          For       For        Management
16    Ratify Auditors                           For       For        Management
17    Amend Executive Incentive Bonus Plan      For       For        Management
18    Amend Restricted Stock Plan               For       For        Management
19    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
20    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
21    Publish Report on Chemical Bisphenol-A    Against   For        Shareholder
      (BPA)


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

The McGraw-Hill Companies, Inc.

Ticker:       MHP            Security ID:  580645109
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  MAR 7, 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 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 Walt Disney Company

Ticker:       DIS            Security ID:  254687106
Meeting Date: MAR 23, 2011   Meeting Type: Annual
Record Date:  JAN 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Susan E. Arnold            For       For        Management
2     Elect Director John E. Bryson             For       For        Management
3     Elect Director John S. Chen               For       For        Management
4     Elect Director Judith L. Estrin           For       For        Management
5     Elect Director Robert A. Iger             For       For        Management
6     Elect Director Steven P. Jobs             For       For        Management
7     Elect Director Fred H. Langhammer         For       For        Management
8     Elect Director Aylwin B. Lewis            For       For        Management
9     Elect Director Monica C. Lozano           For       For        Management
10    Elect Director Robert W. Matschullat      For       For        Management
11    Elect Director John E. Pepper, Jr.        For       For        Management
12    Elect Director Sheryl Sandberg            For       For        Management
13    Elect Director Orin C. Smith              For       For        Management
14    Ratify Auditors                           For       For        Management
15    Approve 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     One Year  One Year   Management
18    Prohibit Retesting Performance Goals      Against   For        Shareholder


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

Thermo Fisher Scientific Inc.

Ticker:       TMO            Security ID:  883556102
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Thomas J. Lynch            For       For        Management
2     Elect Director William G. Parrett         For       For        Management
3     Elect Director Michael E. Porter          For       For        Management
4     Elect Director Scott M. Sperling          For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     Two Years One Year   Management
7     Ratify Auditors                           For       For        Management
8     Declassify the Board of Directors         Against   For        Shareholder


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

U.S. Bancorp

Ticker:       USB            Security ID:  902973304
Meeting Date: APR 19, 2011   Meeting Type: Annual
Record Date:  FEB 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Douglas M. Baker, Jr.      For       For        Management
2     Elect Director Y. Marc Belton             For       For        Management
3     Elect Director Victoria Buyniski Gluckman For       For        Management
4     Elect Director Arthur D. Collins, Jr.     For       For        Management
5     Elect Director Richard K. Davis           For       For        Management
6     Elect Director Joel W. Johnson            For       For        Management
7     Elect Director Olivia F. Kirtley          For       For        Management
8     Elect Director Jerry W. Levin             For       For        Management
9     Elect Director David B. O'Maley           For       For        Management
10    Elect Director O Dell M. Owens            For       For        Management
11    Elect Director Richard G. Reiten          For       For        Management
12    Elect Director Craig D. Schnuck           For       For        Management
13    Elect Director Patrick T. Stokes          For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
17    Advisory Vote to Ratify Directors'        Against   Against    Shareholder
      Compensation


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

Unilever NV

Ticker:                      Security ID:  N8981F271
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  APR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Report of Management Board        None      None       Management
      (Non-Voting)
2     Approve Financial Statements and          For       For        Management
      Allocation of Income
3     Approve Discharge of Executive Board      For       For        Management
      Members
4     Approve Discharge of Non-Executive Board  For       For        Management
      Members
5     Reelect P.G.J.M. Polman as CEO to Board   For       For        Management
      of Directors
6     Relect R.J.M.S. Huet as CFO to Board of   For       For        Management
      Directors
7     Reelect L.O. Fresco to Board of Directors For       For        Management
8     Reelect A.M. Fudge to Board of Directors  For       For        Management
9     Reelect C.E. Golden to Board of Directors For       For        Management
10    Reelect B.E. Grote to Board of Directors  For       For        Management
11    Reelect H. Nyasulu to Board of Directors  For       For        Management
12    Reelect M. Rifkind to Board of Directors  For       For        Management
13    Reelect K.J. Storm to Board of Directors  For       For        Management
14    Reelect M. Treschow to Board of Directors For       For        Management
15    Reelect P.S. Walsh to Board of Directors  For       For        Management
16    Elect S. Bharti Mittal to Board of        For       For        Management
      Directors
17    Authorize Repurchase of Up to 10 Percent  For       For        Management
      of Issued Share Capital
18    Approve Authorization to Cancel Ordinary  For       For        Management
      Shares
19    Grant Board Authority to Issue Shares Up  For       For        Management
      To10 Percent of Issued Capital Plus
      Additional 10 Percent in Case of
      Takeover/Merger and Restricting/Excluding
      Preemptive Rights
20    Ratify PricewaterhouseCoopers as Auditors For       For        Management
21    Allow Questions and Close Meeting         None      None       Management


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

Union Pacific Corporation

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Andrew H. Card, Jr.        For       For        Management
1.2   Elect Director Erroll B. Davis, Jr.       For       For        Management
1.3   Elect Director Thomas J. Donohue          For       For        Management
1.4   Elect Director Archie W. Dunham           For       For        Management
1.5   Elect Director Judith Richards Hope       For       For        Management
1.6   Elect Director Charles C. Krulak          For       For        Management
1.7   Elect Director Michael R. McCarthy        For       For        Management
1.8   Elect Director Michael W. McConnell       For       For        Management
1.9   Elect Director Thomas F. McLarty III      For       For        Management
1.10  Elect Director Steven R. Rogel            For       For        Management
1.11  Elect Director Jose H. Villarreal         For       For        Management
1.12  Elect Director James R. Young             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
5a    Reduce Supermajority Vote Requirement     For       For        Management
      Relating to Preference Rights of
      Preferred Stock
5b    Reduce Supermajority Vote Requirement     For       For        Management
      Relating to Removal of Directors
5c    Reduce Supermajority Vote Requirement     For       For        Management
      Relating to Amendments to Authorized
      Capital Stock
6     Require Independent Board Chairman        Against   Against    Shareholder


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

United Parcel Service, Inc.

Ticker:       UPS            Security ID:  911312106
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director F. Duane Ackerman          For       For        Management
2     Elect Director Michael J. Burns           For       For        Management
3     Elect Director D. Scott Davis             For       For        Management
4     Elect Director Stuart E. Eizenstat        For       For        Management
5     Elect Director Michael L. Eskew           For       For        Management
6     Elect Director William R. Johnson         For       For        Management
7     Elect Director Ann M. Livermore           For       For        Management
8     Elect Director Rudy H.P. Markham          For       For        Management
9     Elect Director Clark T. Randt, Jr.        For       For        Management
10    Elect Director John W. Thompson           For       For        Management
11    Elect Director Carol B. Tome              For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
14    Ratify Auditors                           For       For        Management
15    Other Business                            For       Against    Management


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

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   For        Shareholder


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

Visa Inc.

Ticker:       V              Security ID:  92826C839
Meeting Date: JAN 27, 2011   Meeting Type: Annual
Record Date:  DEC 3, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Declassify the Board of Directors         For       For        Management
2     Adopt Majority Voting for Uncontested     For       For        Management
      Election of Directors
3.1   Elect Director Gary P. Coughlan           For       For        Management
3.2   Elect Director Mary B. Cranston           For       For        Management
3.3   Elect Director Francisco Javier           For       For        Management
      Fernandez-Carbajal
3.4   Elect Director Robert W. Matschullat      For       For        Management
3.5   Elect Director Cathy E. Minehan           For       For        Management
3.6   Elect Director Suzanne Nora Johnson       For       For        Management
3.7   Elect Director David J. Pang              For       For        Management
3.8   Elect Director Joseph W. Saunders         For       For        Management
3.9   Elect Director William S. Shanahan        For       For        Management
3.10  Elect Director  John A. Swainson          For       For        Management
4.1   Elect Director Suzanne Nora Johnson       For       For        Management
4.2   Elect Director Joseph W. Saunders         For       For        Management
4.3   Elect Director John A. Swainson           For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
7     Amend Executive Incentive Bonus Plan      For       For        Management
8     Ratify Auditors                           For       For        Management


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

VMware, Inc.

Ticker:       VMW            Security ID:  928563402
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  MAR 31, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Renee J. James             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


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

Wells Fargo & Company

Ticker:       WFC            Security ID:  949746101
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Election Director John D. Baker II        For       For        Management
2     Election Director John S. Chen            For       For        Management
3     Election Director Lloyd H. Dean           For       For        Management
4     Election Director Susan E. Engel          For       For        Management
5     Election Director Enrique Hernandez, Jr.  For       For        Management
6     Election Director Donald M. James         For       For        Management
7     Election Director Mackey J. McDonald      For       For        Management
8     Election Director Cynthia H. Milligan     For       For        Management
9     Elect Director Nicholas G. Moore          For       For        Management
10    Elect Director Philip J. Quigley          For       Against    Management
11    Elect Director Judith M. Runstad          For       For        Management
12    Elect Director Stephen W. Sanger          For       For        Management
13    Elect Director John G. Stumpf             For       For        Management
14    Elect Director an G. Swenson              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
17    Ratify Auditors                           For       For        Management
18    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
19    Provide for Cumulative Voting             Against   Against    Shareholder
20    Require Independent Board Chairman        Against   For        Shareholder
21    Advisory Vote to Ratify Directors'        Against   Against    Shareholder
      Compensation
22    Require Audit Committee Review and Report Against   For        Shareholder
      on Controls Related to Loans, Foreclosure
      and Securitizations


                            SIGNATURES

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

Registrant:  Oppenheimer Capital Appreciation Fund

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

Date:        August 4, 2011

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