FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

INVESTMENT COMPANY ACT FILE NUMBER: 811-02614

EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Exchange Fund

Fund Name: Fidelity Exchange Fund

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

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

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

DATE OF FISCAL YEAR END: DECEMBER 31

DATE OF REPORTING PERIOD: 06/30/2004

SIGNATURES

PURSUANT TO THE REQUIREMENTS OF THE INVESTMENT COMPANY ACT OF 1940, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THERE UNTO DULY AUTHORIZED.

Fidelity Exchange Fund

BY:  /s/ CHRISTINE REYNOLDS
-----------------------------------------------------
CHRISTINE REYNOLDS, TREASURER, FIDELITY MANAGEMENT & RESEARCH COMPANY
DATE: 08/26/2004 10:48:46 AM

EXHIBIT A

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

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

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

ISSUER NAME: AGILENT TECHNOLOGIES, INC. MEETING DATE: 03/02/2004
TICKER: A     SECURITY ID: 00846U101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JAMES G. CULLEN AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT L. JOSS AS A DIRECTOR	Management	For	For
1.3	ELECT WALTER B. HEWLETT AS A DIRECTOR	Management	For	For
2	THE RATIFICATION OF THE AUDIT AND FINANCE COMMITTEE S APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP, AS AGILENT S INDEPENDENT AUDITORS.	Management	For	For

ISSUER NAME: AIR PRODUCTS AND CHEMICALS, INC. MEETING DATE: 01/22/2004
TICKER: APD     SECURITY ID: 009158106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT W. DOUGLAS FORD AS A DIRECTOR	Management	For	For
1.2	ELECT JAMES F. HARDYMON AS A DIRECTOR	Management	For	For
1.3	ELECT PAULA G. ROSPUT AS A DIRECTOR	Management	For	For
1.4	ELECT LAWRASON D. THOMAS AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF AUDITORS. RATIFICATION OF APPOINTMENT OF KPMG LLP, AS INDEPENDENT AUDITORS FOR FISCAL YEAR 2004.	Management	For	For

ISSUER NAME: ALLTEL CORPORATION MEETING DATE: 04/22/2004
TICKER: AT     SECURITY ID: 020039103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT SCOTT T. FORD AS A DIRECTOR	Management	For	For
1.2	ELECT L.L. GELLERSTEDT, III AS A DIRECTOR	Management	For	For
1.3	ELECT EMON A. MAHONY, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT RONALD TOWNSEND AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENTS OF INDEPENDENT AUDITORS	Management	For	For
3	STOCKHOLDER PROPOSAL- EMPLOYMENT OPPORTUNITY POLICY	Shareholder	Against	Against

ISSUER NAME: ALTRIA GROUP, INC. MEETING DATE: 04/29/2004
TICKER: MO     SECURITY ID: 02209S103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ELIZABETH E. BAILEY AS A DIRECTOR	Management	For	For
1.2	ELECT MATHIS CABIALLAVETTA AS A DIRECTOR	Management	For	For
1.3	ELECT LOUIS C. CAMILLERI AS A DIRECTOR	Management	For	For
1.4	ELECT J. DUDLEY FISHBURN AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT E. R. HUNTLEY AS A DIRECTOR	Management	For	For
1.6	ELECT THOMAS W. JONES AS A DIRECTOR	Management	For	For
1.7	ELECT LUCIO A. NOTO AS A DIRECTOR	Management	For	For
1.8	ELECT JOHN S. REED AS A DIRECTOR	Management	For	For
1.9	ELECT CARLOS SLIM HELU AS A DIRECTOR	Management	For	For
1.10	ELECT STEPHEN M. WOLF AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS	Management	For	For
3	STOCKHOLDER PROPOSAL NO. 1	Shareholder	Against	Against
4	STOCKHOLDER PROPOSAL NO. 2	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL NO. 3	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL NO. 4	Shareholder	Against	Against
7	STOCKHOLDER PROPOSAL NO. 5	Shareholder	Against	Against
8	STOCKHOLDER PROPOSAL NO. 6	Shareholder	Against	Against

ISSUER NAME: AMERICAN EXPRESS COMPANY MEETING DATE: 04/26/2004
TICKER: AXP     SECURITY ID: 025816109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT D.F. AKERSON AS A DIRECTOR	Management	For	For
1.2	ELECT C. BARSHEFSKY AS A DIRECTOR	Management	For	For
1.3	ELECT W.G. BOWEN AS A DIRECTOR	Management	For	For
1.4	ELECT U.M. BURNS AS A DIRECTOR	Management	For	For
1.5	ELECT K.I. CHENAULT AS A DIRECTOR	Management	For	For
1.6	ELECT P.R. DOLAN AS A DIRECTOR	Management	For	For
1.7	ELECT V.E. JORDAN, JR. AS A DIRECTOR	Management	For	For
1.8	ELECT J. LESCHLY AS A DIRECTOR	Management	For	For
1.9	ELECT R.A. MCGINN AS A DIRECTOR	Management	For	For
1.10	ELECT E.D. MILLER AS A DIRECTOR	Management	For	For
1.11	ELECT F.P. POPOFF AS A DIRECTOR	Management	For	For
1.12	ELECT R.D. WALTER AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS.	Management	For	For
3	SHAREHOLDER PROPOSAL TO ESTABLISH SIX-YEAR TERM LIMITS FOR DIRECTORS.	Shareholder	Against	Against
4	SHAREHOLDER PROPOSAL REQUESTING A SEPARATE ANNUAL REPORT DESCRIBING THE COMPANY S POLITICAL CONTRIBUTIONS.	Shareholder	Against	Against

ISSUER NAME: ANADARKO PETROLEUM CORPORATION MEETING DATE: 05/06/2004
TICKER: APC     SECURITY ID: 032511107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT LARRY BARCUS AS A DIRECTOR	Management	For	For
1.2	ELECT JAMES L. BRYAN AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES T. HACKETT AS A DIRECTOR	Management	For	For
2	AMENDMENT TO THE ANNUAL INCENTIVE BONUS PLAN	Management	For	For
3	RATIFICATION OF APPOINTMENT OF INDEPENDENT ACCOUNTANTS	Management	For	For
4	STOCKHOLDER PROPOSAL - CLIMATE CHANGE	Shareholder	Against	Against

ISSUER NAME: ANHEUSER-BUSCH COMPANIES, INC. MEETING DATE: 04/28/2004
TICKER: BUD     SECURITY ID: 035229103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT AUGUST A. BUSCH III AS A DIRECTOR	Management	For	For
1.2	ELECT CARLOS FERNANDEZ G. AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES R. JONES AS A DIRECTOR	Management	For	For
1.4	ELECT ANDREW C. TAYLOR AS A DIRECTOR	Management	For	For
1.5	ELECT DOUGLAS A. WARNER III AS A DIRECTOR	Management	For	For
2	APPROVAL OF INDEPENDENT AUDITORS	Management	For	For

ISSUER NAME: BANK ONE CORPORATION MEETING DATE: 05/25/2004
TICKER: ONE     SECURITY ID: 06423A103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	MERGER PROPOSAL	Management	For	For
2.1	ELECT BRYAN AS A DIRECTOR	Management	For	For
2.2	ELECT BURKE AS A DIRECTOR	Management	For	For
2.3	ELECT CROWN AS A DIRECTOR	Management	For	For
2.4	ELECT DIMON AS A DIRECTOR	Management	For	For
2.5	ELECT FAY AS A DIRECTOR	Management	For	For
2.6	ELECT JACKSON AS A DIRECTOR	Management	For	For
2.7	ELECT KESSLER AS A DIRECTOR	Management	For	For
2.8	ELECT LIPP AS A DIRECTOR	Management	For	For
2.9	ELECT MANOOGIAN AS A DIRECTOR	Management	For	For
2.10	ELECT NOVAK AS A DIRECTOR	Management	For	For
2.11	ELECT ROGERS AS A DIRECTOR	Management	For	For
2.12	ELECT STRATTON AS A DIRECTOR	Management	For	For
3	RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITOR	Management	For	For

ISSUER NAME: BECTON, DICKINSON AND COMPANY MEETING DATE: 02/11/2004
TICKER: BDX     SECURITY ID: 075887109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HENRY P. BECTON, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT EDWARD F. DEGRAAN AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES F. ORR AS A DIRECTOR	Management	For	For
1.4	ELECT MARGARETHA AF UGGLAS AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT AUDITORS.	Management	For	For
3	ADOPTION OF 2004 EMPLOYEE AND DIRECTOR EQUITY-BASED COMPENSATION PLAN. THE BOARD OF DIRECTORS RECOMMENDS A VOTE AGAINST PROPOSAL 4.	Management	For	For
4	CUMULATIVE VOTING.	Shareholder	Against	Abstain

ISSUER NAME: BERKSHIRE HATHAWAY INC. MEETING DATE: 05/03/2004
TICKER: BRKB     SECURITY ID: 084670207
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WARREN E. BUFFETT AS A DIRECTOR	Management	For	For
1.2	ELECT CHARLES T. MUNGER AS A DIRECTOR	Management	For	For
1.3	ELECT SUSAN T. BUFFETT AS A DIRECTOR	Management	For	For
1.4	ELECT HOWARD G. BUFFETT AS A DIRECTOR	Management	For	For
1.5	ELECT MALCOLM G. CHACE AS A DIRECTOR	Management	For	For
1.6	ELECT DAVID S. GOTTESMAN AS A DIRECTOR	Management	For	For
1.7	ELECT CHARLOTTE GUYMAN AS A DIRECTOR	Management	For	For
1.8	ELECT DONALD R. KEOUGH AS A DIRECTOR	Management	For	For
1.9	ELECT THOMAS S. MURPHY AS A DIRECTOR	Management	For	For
1.10	ELECT RONALD L. OLSON AS A DIRECTOR	Management	For	For
1.11	ELECT WALTER SCOTT, JR. AS A DIRECTOR	Management	For	For
2	SHAREHOLDER PROPOSAL: TO APPROVE THE STOCKHOLDER PROPOSAL WITH RESPECT TO POLITICAL CONTRIBUTIONS.	Shareholder	Against	Against

ISSUER NAME: BRISTOL-MYERS SQUIBB COMPANY MEETING DATE: 05/04/2004
TICKER: BMY     SECURITY ID: 110122108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT P.R. DOLAN AS A DIRECTOR	Management	For	For
1.2	ELECT L.V. GERSTNER, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT L. JOHANSSON AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF INDEPENDENT AUDITORS	Management	For	For
3	PUBLICATION OF POLITICAL CONTRIBUTIONS	Shareholder	Against	Against
4	PROHIBITION OF POLITICAL CONTRIBUTIONS	Shareholder	Against	Against
5	SEPARATION OF CHAIRMAN AND CEO POSITIONS	Shareholder	Against	Against
6	HIV/AIDS-TB-MALARIA	Shareholder	Against	Against
7	DIRECTOR VOTE THRESHOLD	Shareholder	Against	Against

ISSUER NAME: CABOT CORPORATION MEETING DATE: 03/11/2004
TICKER: CBT     SECURITY ID: 127055101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT KENNETT F. BURNES AS A DIRECTOR	Management	For	For
1.2	ELECT JOHN S. CLARKESON AS A DIRECTOR	Management	For	For
1.3	ELECT RODERICK C.G. MACLEOD AS A DIRECTOR	Management	For	For
1.4	ELECT RONALDO H. SCHMITZ AS A DIRECTOR	Management	For	For

ISSUER NAME: CABOT MICROELECTRONICS CORPORATION MEETING DATE: 03/09/2004
TICKER: CCMP     SECURITY ID: 12709P103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JUAN ENRIQUEZ-CABOT AS A DIRECTOR	Management	For	For
1.2	ELECT H. LAURANCE FULLER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE ELECTION OF WILLIAM P. NOGLOWS TO THE COMPANY S BOARD OF DIRECTORS FOR THE TERM EXPIRING IN 2006.	Management	For	For
3	RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR FISCAL 2004.	Management	For	For
4	APPROVAL OF THE SECOND AMENDED AND RESTATED 2000 EQUITY INCENTIVE PLAN.	Management	For	Against

ISSUER NAME: CHEVRONTEXACO CORPORATION MEETING DATE: 04/28/2004
TICKER: CVX     SECURITY ID: 166764100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT S.H. ARMACOST AS A DIRECTOR	Management	For	For
1.2	ELECT R.E. DENHAM AS A DIRECTOR	Management	For	For
1.3	ELECT R.J. EATON AS A DIRECTOR	Management	For	For
1.4	ELECT S. GINN AS A DIRECTOR	Management	For	For
1.5	ELECT C.A. HILLS AS A DIRECTOR	Management	For	For
1.6	ELECT F.G. JENIFER AS A DIRECTOR	Management	For	For
1.7	ELECT J.B. JOHNSTON AS A DIRECTOR	Management	For	For
1.8	ELECT S. NUNN AS A DIRECTOR	Management	For	For
1.9	ELECT D.J. O'REILLY AS A DIRECTOR	Management	For	For
1.10	ELECT P.J. ROBERTSON AS A DIRECTOR	Management	For	For
1.11	ELECT C.R. SHOEMATE AS A DIRECTOR	Management	For	For
1.12	ELECT C. WARE AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT ACCOUNTANTS	Management	For	For
3	SHOW SUPPORT FOR THE STOCKHOLDER RIGHTS PLAN POLICY	Management	For	For
4	APPROVAL OF THE LONG-TERM INCENTIVE PLAN	Management	For	For
5	HIV/AIDS, TUBERCULOSIS, AND MALARIA	Shareholder	Against	Against
6	POLITICAL DISCLOSURE	Shareholder	Against	Against
7	DIRECTOR ELECTION VOTE THRESHOLD	Shareholder	Against	Against
8	REPORT ON ECUADOR	Shareholder	Against	Against
9	RENEWABLE ENERGY	Shareholder	Against	Against

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

ISSUER NAME: COACH, INC. MEETING DATE: 11/05/2003
TICKER: COH     SECURITY ID: 189754104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOSEPH ELLIS AS A DIRECTOR	Management	For	For
1.2	ELECT LEW FRANKFORT AS A DIRECTOR	Management	For	For
1.3	ELECT SALLY FRAME KASAKS AS A DIRECTOR	Management	For	For
1.4	ELECT GARY LOVEMAN AS A DIRECTOR	Management	For	For
1.5	ELECT IRENE MILLER AS A DIRECTOR	Management	For	For
1.6	ELECT KEITH MONDA AS A DIRECTOR	Management	For	For
1.7	ELECT MICHAEL MURPHY AS A DIRECTOR	Management	For	For

ISSUER NAME: COLGATE-PALMOLIVE COMPANY MEETING DATE: 05/07/2004
TICKER: CL     SECURITY ID: 194162103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT J.K. CONWAY AS A DIRECTOR	Management	For	For
1.2	ELECT R.E. FERGUSON AS A DIRECTOR	Management	For	For
1.3	ELECT C.M. GUTIERREZ AS A DIRECTOR	Management	For	For
1.4	ELECT E.M. HANCOCK AS A DIRECTOR	Management	For	For
1.5	ELECT D.W. JOHNSON AS A DIRECTOR	Management	For	For
1.6	ELECT R.J. KOGAN AS A DIRECTOR	Management	For	For
1.7	ELECT D.E. LEWIS AS A DIRECTOR	Management	For	For
1.8	ELECT R. MARK AS A DIRECTOR	Management	For	For
1.9	ELECT E.A. MONRAD AS A DIRECTOR	Management	For	For
2	RATIFY SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS	Management	For	For
3	REAPPROVAL OF PORTIONS OF THE COMPANY S STOCKHOLDER-APPROVED EXECUTIVE INCENTIVE COMPENSATION PLAN	Management	For	For
4	STOCKHOLDER PROPOSAL ON GOLDEN PARACHUTE SEVERANCE PAY	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL ON WORKPLACE HUMAN RIGHTS	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL ON INDEPENDENT CHAIRMAN	Shareholder	Against	Against

ISSUER NAME: COX COMMUNICATIONS, INC. MEETING DATE: 05/18/2004
TICKER: COX     SECURITY ID: 224044107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT G. DENNIS BERRY AS A DIRECTOR	Management	For	For
1.2	ELECT JANET M. CLARKE AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES C. KENNEDY AS A DIRECTOR	Management	For	For
1.4	ELECT ROBERT C. O'LEARY AS A DIRECTOR	Management	For	For
1.5	ELECT JAMES O. ROBBINS AS A DIRECTOR	Management	For	For
1.6	ELECT RODNEY W. SCHROCK AS A DIRECTOR	Management	For	For
1.7	ELECT ANDREW J. YOUNG AS A DIRECTOR	Management	For	For
2	ADOPTION OF THE 2004 EMPLOYEE STOCK PURCHASE PLAN	Management	For	For

ISSUER NAME: DANA CORPORATION MEETING DATE: 04/19/2004
TICKER: DCN     SECURITY ID: 235811106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT B.F. BAILAR AS A DIRECTOR	Management	For	For
1.2	ELECT A.C. BAILLIE AS A DIRECTOR	Management	For	For
1.3	ELECT D.E. BERGES AS A DIRECTOR	Management	For	For
1.4	ELECT M.J. BURNS AS A DIRECTOR	Management	For	For
1.5	ELECT E.M. CARPENTER AS A DIRECTOR	Management	For	For
1.6	ELECT S.G. GIBARA AS A DIRECTOR	Management	For	For
1.7	ELECT C.W. GRISE AS A DIRECTOR	Management	For	For
1.8	ELECT G.H. HINER AS A DIRECTOR	Management	For	For
1.9	ELECT J.P. KELLY AS A DIRECTOR	Management	For	For
1.10	ELECT M.R. MARKS AS A DIRECTOR	Management	For	For
1.11	ELECT R.B. PRIORY AS A DIRECTOR	Management	For	For
2	TO APPROVE THE ADDITIONAL COMPENSATION PLAN, AS AMENDED AND RESTATED	Management	For	For
3	TO APPROVE THE EMPLOYEES STOCK PURCHASE PLAN, AS AMENDED AND RESTATED	Management	For	For
4	TO APPROVE AMENDMENTS TO THE AMENDED AND RESTATED STOCK INCENTIVE PLAN	Management	For	Against
5	TO RATIFY PRICEWATERHOUSECOOPERS AS THE COMPANY S INDEPENDENT AUDITORS	Management	For	For

ISSUER NAME: DELPHI CORPORATION MEETING DATE: 05/06/2004
TICKER: DPH     SECURITY ID: 247126105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT OSCAR BERNARDES AS A DIRECTOR	Management	For	For
1.2	ELECT DR. BERND GOTTSCHALK AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN D. OPIE AS A DIRECTOR	Management	For	For
2	RATIFY SELECTION OF DELOITTE & TOUCHE LLP AS INDEPENDENT ACCOUNTANTS	Management	For	For
3	APPROVE THE DELPHI CORPORATION ANNUAL INCENTIVE PLAN	Management	For	For
4	APPROVE THE DELPHI CORPORATION LONG-TERM INCENTIVE PLAN	Management	For	Against
5	STOCKHOLDER PROPOSAL RELATING TO THE REDEMPTION OF DELPHI S STOCKHOLDER RIGHTS PLAN	Shareholder	Against	For
6	STOCKHOLDER PROPOSAL RELATING TO THE ANNUAL ELECTION OF DIRECTORS	Shareholder	Against	For
7	STOCKHOLDER PROPOSAL RELATING TO ADOPTION OF CODE FOR DELPHI S INTERNATIONAL OPERATIONS	Shareholder	Against	Against

ISSUER NAME: ELI LILLY AND COMPANY MEETING DATE: 04/19/2004
TICKER: LLY     SECURITY ID: 532457108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT S.C. BEERING AS A DIRECTOR	Management	For	For
1.2	ELECT W. BISCHOFF AS A DIRECTOR	Management	For	For
1.3	ELECT F.G. PRENDERGAST AS A DIRECTOR	Management	For	For
1.4	ELECT K.P. SEIFERT AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF ERNST & YOUNG LLP AS PRINCIPAL INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	APPROVE THE ELI LILLY AND COMPANY BONUS PLAN.	Management	For	For
4	PROPOSAL BY SHAREHOLDERS THAT THE BOARD ADOPT A COMPENSATION PROGRAM LIMITING THE COMPENSATION OF SENIOR EXECUTIVES TO SPECIFIED LEVELS.	Shareholder	Against	Against
5	PROPOSAL BY SHAREHOLDERS THAT THE BOARD REPORT ON HOW THE COMPANY WILL RESPOND TO PRESSURE TO INCREASE ACCESS TO AND AFFORDABILITY OF PRESCRIPTION DRUGS.	Shareholder	Against	Against

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

ISSUER NAME: GANNETT CO., INC. MEETING DATE: 05/04/2004
TICKER: GCI     SECURITY ID: 364730101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JAMES A. JOHNSON AS A DIRECTOR	Management	For	Withhold
1.2	ELECT DOUGLAS H. MCCORKINDALE AS A DIRECTOR	Management	For	Withhold
1.3	ELECT STEPHEN P. MUNN AS A DIRECTOR	Management	For	Withhold
2	PROPOSAL TO RATIFY PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S AUDITORS.	Management	For	For
3	PROPOSAL TO AMEND 2001 OMNIBUS INCENTIVE COMPENSATION PLAN.	Management	For	Against
4	SHAREHOLDER PROPOSAL CONCERNING EXECUTIVE COMPENSATION.	Shareholder	Against	For

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

ISSUER NAME: GENERAL MILLS, INC. MEETING DATE: 09/22/2003
TICKER: GIS     SECURITY ID: 370334104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT STEPHEN R. DEMERITT AS A DIRECTOR	Management	For	For
1.2	ELECT LIVIO D. DESIMONE AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM T. ESREY AS A DIRECTOR	Management	For	For
1.4	ELECT RAYMOND V. GILMARTIN AS A DIRECTOR	Management	For	For
1.5	ELECT JUDITH R. HOPE AS A DIRECTOR	Management	For	For
1.6	ELECT ROBERT L. JOHNSON AS A DIRECTOR	Management	For	For
1.7	ELECT JOHN M. KEENAN AS A DIRECTOR	Management	For	For
1.8	ELECT HEIDI G. MILLER AS A DIRECTOR	Management	For	For
1.9	ELECT H. OCHOA-BRILLEMBOURG AS A DIRECTOR	Management	For	For
1.10	ELECT STEPHEN W. SANGER AS A DIRECTOR	Management	For	For
1.11	ELECT A. MICHAEL SPENCE AS A DIRECTOR	Management	For	For
1.12	ELECT DOROTHY A. TERRELL AS A DIRECTOR	Management	For	For
1.13	ELECT RAYMOND G. VIAULT AS A DIRECTOR	Management	For	For
1.14	ELECT PAUL S. WALSH AS A DIRECTOR	Management	For	For
2	APPROVAL OF APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITOR.	Management	For	For
3	ADOPTION OF THE GENERAL MILLS, INC. 2003 STOCK COMPENSATION PLAN.	Management	For	Against

ISSUER NAME: GENERAL MOTORS CORPORATION MEETING DATE: 10/03/2003
TICKER: GM     SECURITY ID: 370442105
TICKER: GMH     SECURITY ID: 370442832
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	APPROVAL OF THE FIRST GM CHARTER AMENDMENT	Management	For	For
2	RATIFICATION OF THE NEW HUGHES CERTIFICATE OF INCORPORATION	Management	For	For
3	RATIFICATION OF THE HUGHES SPLIT-OFF, INCLUDING THE SPECIAL DIVIDEND	Management	For	For
4	RATIFICATION OF THE GM/NEWS STOCK SALE	Management	For	For
5	RATIFICATION OF THE NEWS STOCK ACQUISITION	Management	For	For
6	APPROVAL OF THE SECOND GM CHARTER AMENDMENT	Management	For	For

ISSUER NAME: GENERAL MOTORS CORPORATION MEETING DATE: 06/02/2004
TICKER: GM     SECURITY ID: 370442105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT P.N. BARNEVIK AS A DIRECTOR	Management	For	For
1.2	ELECT J.H. BRYAN AS A DIRECTOR	Management	For	For
1.3	ELECT A.M. CODINA AS A DIRECTOR	Management	For	For
1.4	ELECT G.M.C. FISHER AS A DIRECTOR	Management	For	For
1.5	ELECT K. KATEN AS A DIRECTOR	Management	For	For
1.6	ELECT K. KRESA AS A DIRECTOR	Management	For	For
1.7	ELECT A.G. LAFLEY AS A DIRECTOR	Management	For	For
1.8	ELECT P.A. LASKAWY AS A DIRECTOR	Management	For	For
1.9	ELECT E.S. O'NEAL AS A DIRECTOR	Management	For	For
1.10	ELECT E. PFEIFFER AS A DIRECTOR	Management	For	For
1.11	ELECT G.R. WAGONER, JR. AS A DIRECTOR	Management	For	For
2	RATIFY SELECTION OF INDEPENDENT ACCOUNTANTS	Management	For	For
3	ELIMINATE AWARDING, REPRICING, OR RENEWING STOCK OPTIONS	Shareholder	Against	Against
4	ELIMINATE OPTIONS, SARS, AND SEVERANCE PAYMENTS	Shareholder	Against	Against
5	REQUIRE AN INDEPENDENT CHAIRMAN SEPARATE FROM CHIEF EXECUTIVE OFFICER	Shareholder	Against	Against
6	APPOINT INDEPENDENT DIRECTORS TO KEY BOARD COMMITTEES	Shareholder	Against	Against
7	REPORT ON GREENHOUSE GAS EMISSIONS	Shareholder	Against	Against
8	APPROVE GOLDEN PARACHUTES	Shareholder	Against	Against
9	REQUIRE SENIOR EXECUTIVES AND DIRECTORS TO RETAIN STOCK OBTAINED BY EXERCISING OPTIONS	Shareholder	Against	Against

ISSUER NAME: GUIDANT CORPORATION MEETING DATE: 05/18/2004
TICKER: GDT     SECURITY ID: 401698105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MAURICE A. COX, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT NANCY-ANN MIN DEPARLE AS A DIRECTOR	Management	For	For
1.3	ELECT RONALD W. DOLLENS AS A DIRECTOR	Management	For	For
1.4	ELECT ENRIQUE C. FALLA AS A DIRECTOR	Management	For	For
1.5	ELECT KRISTINA M. JOHNSON PHD AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	PROPOSAL BY SHAREHOLDER THAT THE BOARD ADOPT A POLICY OF EXPENSING IN THE COMPANY S ANNUAL INCOME STATEMENT THE COST OF ALL FUTURE STOCK OPTIONS ISSUED BY THE COMPANY.	Shareholder	Against	Against

ISSUER NAME: HEWLETT-PACKARD COMPANY MEETING DATE: 03/17/2004
TICKER: HPQ     SECURITY ID: 428236103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT L.T. BABBIO, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT P.C. DUNN AS A DIRECTOR	Management	For	For
1.3	ELECT C.S. FIORINA AS A DIRECTOR	Management	For	For
1.4	ELECT R.A. HACKBORN AS A DIRECTOR	Management	For	For
1.5	ELECT G.A. KEYWORTH II AS A DIRECTOR	Management	For	For
1.6	ELECT R.E. KNOWLING, JR. AS A DIRECTOR	Management	For	For
1.7	ELECT S.M. LITVACK AS A DIRECTOR	Management	For	For
1.8	ELECT R.L. RYAN AS A DIRECTOR	Management	For	For
1.9	ELECT L.S. SALHANY AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY ERNST & YOUNG LLP AS HEWLETT-PACKARD COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING OCTOBER 31, 2004.	Management	For	For
3	APPROVAL OF THE HEWLETT-PACKARD COMPANY 2004 STOCK INCENTIVE PLAN	Management	For	Against
4	SHAREOWNER PROPOSAL ENTITLED STOCK OPTION EXPENSING PROPOSAL	Shareholder	Against	Against

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

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

ISSUER NAME: KERR-MCGEE CORPORATION MEETING DATE: 05/11/2004
TICKER: KMG     SECURITY ID: 492386107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM E. BRADFORD AS A DIRECTOR	Management	For	For
1.2	ELECT LUKE R. CORBETT AS A DIRECTOR	Management	For	For
1.3	ELECT DAVID C GENEVER-WATLING AS A DIRECTOR	Management	For	For
1.4	ELECT FARAH M. WALTERS AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	STOCKHOLDER PROPOSAL REQUESTING ESTABLISHMENT OF AN OFFICE OF THE BOARD OF DIRECTORS.	Shareholder	Against	Against

ISSUER NAME: KERR-MCGEE CORPORATION MEETING DATE: 06/25/2004
TICKER: KMG     SECURITY ID: 492386107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	APPROVAL OF THE ISSUANCE OF SHARES OF KERR-MCGEE CORPORATION COMMON STOCK IN CONNECTION WITH THE MERGER OF WESTPORT RESOURCES CORPORATION WITH AND INTO KERR-MCGEE (NEVADA) LLC, A WHOLLY OWNED SUBSIDIARY OF KERR-MCGEE CORPORATION.	Management	For	For

ISSUER NAME: KNIGHT-RIDDER, INC. MEETING DATE: 05/04/2004
TICKER: KRI     SECURITY ID: 499040103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MARK A. ERNST AS A DIRECTOR	Management	For	For
1.2	ELECT K. FOLEY FELDSTEIN AS A DIRECTOR	Management	For	For
1.3	ELECT THOMAS P. GERRITY AS A DIRECTOR	Management	For	For
1.4	ELECT GONZALO F. VALDES-FAULI AS A DIRECTOR	Management	For	For
2	RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP	Management	For	For

ISSUER NAME: LEHMAN BROTHERS HOLDINGS INC. MEETING DATE: 04/02/2004
TICKER: LEH     SECURITY ID: 524908100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROGER S. BERLIND AS A DIRECTOR	Management	For	For
1.2	ELECT MARSHA JOHNSON EVANS AS A DIRECTOR	Management	For	For
1.3	ELECT SIR CHRISTOPHER GENT AS A DIRECTOR	Management	For	For
1.4	ELECT DINA MERRILL AS A DIRECTOR	Management	For	For
2	RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR 2004.	Management	For	For

ISSUER NAME: MCDONALD'S CORPORATION MEETING DATE: 05/20/2004
TICKER: MCD     SECURITY ID: 580135101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT EDWARD A. BRENNAN AS A DIRECTOR	Management	For	For
1.2	ELECT WALTER E. MASSEY AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN W. ROGERS, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT ANNE-MARIE SLAUGHTER AS A DIRECTOR	Management	For	For
1.5	ELECT ROGER W. STONE AS A DIRECTOR	Management	For	For
2	APPROVAL OF AUDITORS	Management	For	For
3	APPROVAL OF MCDONALD S CORPORATION AMENDED AND RESTATED 2001 OMNIBUS STOCK OWNERSHIP PLAN	Management	For	Against
4	APPROVAL OF MCDONALD S CORPORATION 2004 CASH INCENTIVE PLAN	Management	For	For

ISSUER NAME: MEDCO HEALTH SOLUTIONS, INC. MEETING DATE: 04/21/2004
TICKER: MHS     SECURITY ID: 58405U102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DAVID B. SNOW, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT HOWARD W. BARKER, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT BRIAN L. STROM, MD, MPH AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 25, 2004.	Management	For	For

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

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

ISSUER NAME: MOTOROLA, INC. MEETING DATE: 05/03/2004
TICKER: MOT     SECURITY ID: 620076109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT E. ZANDER AS A DIRECTOR	Management	For	For
1.2	ELECT H.L. FULLER AS A DIRECTOR	Management	For	For
1.3	ELECT J. LEWENT AS A DIRECTOR	Management	For	For
1.4	ELECT W. MASSEY AS A DIRECTOR	Management	For	For
1.5	ELECT N. NEGROPONTE AS A DIRECTOR	Management	For	For
1.6	ELECT I. NOOYI AS A DIRECTOR	Management	For	For
1.7	ELECT J. PEPPER, JR. AS A DIRECTOR	Management	For	For
1.8	ELECT S. SCOTT III AS A DIRECTOR	Management	For	For
1.9	ELECT D. WARNER III AS A DIRECTOR	Management	For	For
1.10	ELECT J. WHITE AS A DIRECTOR	Management	For	For
1.11	ELECT M. ZAFIROVSKI AS A DIRECTOR	Management	For	For
2	SHAREHOLDER PROPOSAL RE: COMMONSENSE EXECUTIVE COMPENSATION	Shareholder	Against	Against
3	SHAREHOLDER PROPOSAL RE: PERFORMANCE AND TIME-BASED RESTRICTED SHARES	Shareholder	Against	Against

ISSUER NAME: NEIMAN MARCUS GROUP, INC. MEETING DATE: 01/16/2004
TICKER: NMGB     SECURITY ID: 640204301
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	DIRECTORS	Management	For	For
1.2	DIRECTORS	Management	For	For
1.3	DIRECTORS	Management	For	For
1.4	DIRECTORS	Management	For	For
2	APPROVAL OF THE NEIMAN MARCUS GROUP, INC. KEY EMPLOYEE BONUS PLAN.	Management	For	For
3	APPROVAL OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR THE CURRENT FISCAL YEAR.	Management	For	For
4	APPROVAL OF SHAREHOLDER PROPOSAL CONCERNING CUMULATIVE VOTING.	Shareholder	Against	Abstain

ISSUER NAME: PARKER-HANNIFIN CORPORATION MEETING DATE: 10/22/2003
TICKER: PH     SECURITY ID: 701094104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DUANE E. COLLINS AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT J. KOHLHEPP AS A DIRECTOR	Management	For	For
1.3	ELECT GIULIO MAZZALUPI AS A DIRECTOR	Management	For	For
1.4	ELECT KLAUS-PETER MULLER AS A DIRECTOR	Management	For	For
1.5	ELECT ALLAN L. RAYFIELD AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT PUBLIC ACCOUNTING FIRM FOR FY04.	Management	For	For
3	APPROVAL OF THE PARKER-HANNIFIN CORPORATION 2003 STOCK INCENTIVE PLAN.	Management	For	Against

ISSUER NAME: PAYLESS SHOESOURCE, INC. MEETING DATE: 05/27/2004
TICKER: PSS     SECURITY ID: 704379106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DANIEL BOGGAN JR. AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL E. MURPHY AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT C. WHEELER AS A DIRECTOR	Management	For	For
2	RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2004.	Management	For	For

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

ISSUER NAME: RAYTHEON COMPANY MEETING DATE: 05/05/2004
TICKER: RTN     SECURITY ID: 755111507
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOHN DEUTCH-2007 AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL RUETTGERS-2007 AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM SPIVEY-2007 AS A DIRECTOR	Management	For	For
1.4	ELECT WILLIAM SWANSON-2007 AS A DIRECTOR	Management	For	For
1.5	ELECT LINDA STUNTZ-2005 AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT AUDITORS	Management	For	For
3	ETHICAL CRITERIA FOR MILITARY CONTRACTS	Shareholder	Against	Against
4	SHAREHOLDER RIGHTS PLAN	Shareholder	Against	For
5	ANNUAL ELECTION OF DIRECTORS	Shareholder	Against	For
6	MACBRIDE PRINCIPLES	Shareholder	Against	Against
7	EXPENSING STOCK OPTIONS	Shareholder	Against	Against
8	SERP BENEFITS	Shareholder	Against	Against
9	EXECUTIVE COMPENSATION SYSTEM	Shareholder	Against	Against

ISSUER NAME: ROYAL DUTCH PETROLEUM COMPANY MEETING DATE: 06/28/2004
TICKER: RD     SECURITY ID: 780257804
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	FINALIZATION OF THE BALANCE SHEET AS AT DECEMBER 31, 2003, THE PROFIT AND LOSS ACCOUNT FOR THE YEAR 2003 AND THE NOTES TO THE BALANCE SHEET AND THE PROFIT AND LOSS ACCOUNT.	Management	For	None
2	DECLARATION OF THE TOTAL DIVIDEND FOR THE YEAR 2003.	Management	For	None
3	DISCHARGE OF THE MANAGING DIRECTORS OF RESPONSIBILITY IN RESPECT OF THEIR MANAGEMENT FOR THE YEAR 2003.	Management	For	None
4	DISCHARGE OF THE MEMBERS OF THE SUPERVISORY BOARD OF RESPONSIBILITY FOR THEIR SUPERVISION FOR THE YEAR 2003.	Management	For	None
5	APPOINTMENT OF MS. L.Z. COOK AS A MANAGING DIRECTOR OF THE COMPANY.*	Management	For	None
6	APPOINTMENT OF MRS. CH. MORIN-POSTEL AS A MEMBER OF THE SUPERVISORY BOARD.*	Management	For	None
7	APPOINTMENT OF MR. M.A. VAN DEN BERGH AS A MEMBER OF THE SUPERVISORY BOARD OWING TO RETIREMENT BY ROTATION.*	Management	For	None
8	REDUCTION OF THE ISSUED SHARE CAPITAL WITH A VIEW TO CANCELLA TION OF THE SHARES ACQUIRED BY THE COMPANY IN ITS OWN CAPITAL.	Management	For	None
9	AUTHORIZATION OF THE BOARD OF MANAGEMENT, PURSUANT TO ARTICLE 98, BOOK 2 OF THE NETHERLANDS CIVIL CODE, AS THE COMPETENT BODY TO ACQUIRE SHARES IN THE CAPITAL OF THE COMPANY.	Management	For	None

ISSUER NAME: SARA LEE CORPORATION MEETING DATE: 10/30/2003
TICKER: SLE     SECURITY ID: 803111103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT J.T. BATTENBERG III AS A DIRECTOR	Management	For	For
1.2	ELECT C. COKER AS A DIRECTOR	Management	For	For
1.3	ELECT J. CROWN AS A DIRECTOR	Management	For	For
1.4	ELECT W. DAVIS AS A DIRECTOR	Management	For	For
1.5	ELECT V. JORDAN, JR. AS A DIRECTOR	Management	For	For
1.6	ELECT L. KOELLNER AS A DIRECTOR	Management	For	For
1.7	ELECT C. VAN LEDE AS A DIRECTOR	Management	For	For
1.8	ELECT J. MANLEY AS A DIRECTOR	Management	For	For
1.9	ELECT CARY D. MCMILLAN AS A DIRECTOR	Management	For	For
1.10	ELECT C. STEVEN MCMILLAN AS A DIRECTOR	Management	For	For
1.11	ELECT R. RIDGWAY AS A DIRECTOR	Management	For	For
1.12	ELECT R. THOMAS AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS SARA LEE S INDEPENDENT ACCOUNTANTS FOR FISCAL 2004.	Management	For	For
3	TO VOTE ON A STOCKHOLDER PROPOSAL REGARDING CHARITABLE CONTRIBUTIONS.	Shareholder	Against	Against
4	TO VOTE ON A STOCKHOLDER PROPOSAL REGARDING SARA LEE S CODE OF CONDUCT.	Shareholder	Against	Against

ISSUER NAME: SCHERING-PLOUGH CORPORATION MEETING DATE: 04/27/2004
TICKER: SGP     SECURITY ID: 806605101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT FRED HASSAN AS A DIRECTOR	Management	For	For
1.2	ELECT PHILIP LEDER, M.D. AS A DIRECTOR	Management	For	For
1.3	ELECT EUGENE R. MCGRATH AS A DIRECTOR	Management	For	For
1.4	ELECT RICHARD DE J. OSBORNE AS A DIRECTOR	Management	For	For
2	RATIFICATION OF DESIGNATION OF INDEPENDENT AUDITORS	Management	For	For
3	APPROVAL OF THE OPERATIONS MANAGEMENT TEAM INCENTIVE PLAN	Management	For	For

ISSUER NAME: SCHLUMBERGER LIMITED (SCHLUMBERGER N MEETING DATE: 04/14/2004
TICKER: SLB     SECURITY ID: 806857108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT J. DEUTCH AS A DIRECTOR	Management	For	For
1.2	ELECT J.S. GORELICK AS A DIRECTOR	Management	For	For
1.3	ELECT A. GOULD AS A DIRECTOR	Management	For	For
1.4	ELECT T. ISAAC AS A DIRECTOR	Management	For	For
1.5	ELECT A. LAJOUS AS A DIRECTOR	Management	For	For
1.6	ELECT A. LEVY-LANG AS A DIRECTOR	Management	For	For
1.7	ELECT D. PRIMAT AS A DIRECTOR	Management	For	For
1.8	ELECT T. SANDVOLD AS A DIRECTOR	Management	For	For
1.9	ELECT N. SEYDOUX AS A DIRECTOR	Management	For	For
1.10	ELECT L.G. STUNTZ AS A DIRECTOR	Management	For	For
2	ADOPTION AND APPROVAL OF FINANCIALS AND DIVIDENDS	Management	For	For
3	APPROVAL OF ADOPTION OF THE 2004 STOCK AND DEFERRAL PLAN FOR NON-EMPLOYEE DIRECTORS	Management	For	Against
4	APPROVAL OF AUDITORS	Management	For	For

ISSUER NAME: SPRINT CORPORATION MEETING DATE: 04/20/2004
TICKER: FON     SECURITY ID: 852061100
TICKER: PCS     SECURITY ID: 852061506
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT GORDON M. BETHUNE AS A DIRECTOR	Management	For	For
1.2	ELECT E. LINN DRAPER, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT DEBORAH A. HENRETTA AS A DIRECTOR	Management	For	For
1.4	ELECT LINDA KOCH LORIMER AS A DIRECTOR	Management	For	For
2	TO RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS OF SPRINT FOR 2004	Management	For	For
3	STOCKHOLDER PROPOSAL CONCERNING STOCK OPTION INDEXING	Shareholder	Against	Against
4	STOCKHOLDER PROPOSAL CONCERNING CEO PAY CAP	Shareholder	Against	Against
5	STOCKHOLDER PROPOSAL CONCERNING INDEPENDENT CHAIRMAN	Shareholder	Against	Against
6	STOCKHOLDER PROPOSAL CONCERNING REPORT ON OUTSOURCING OFF-SHORE	Shareholder	Against	Against

ISSUER NAME: SPX CORPORATION MEETING DATE: 04/28/2004
TICKER: SPW     SECURITY ID: 784635104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT SARAH R. COFFIN* AS A DIRECTOR	Management	For	For
1.2	ELECT CHARLES E. JOHNSON II** AS A DIRECTOR	Management	For	For
1.3	ELECT DAVID P. WILLIAMS** AS A DIRECTOR	Management	For	For

ISSUER NAME: SUPERVALU INC. MEETING DATE: 05/26/2004
TICKER: SVU     SECURITY ID: 868536103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CHARLES M. LILLIS AS A DIRECTOR	Management	For	For
1.2	ELECT JEFFREY NODDLE AS A DIRECTOR	Management	For	For
1.3	ELECT STEVEN S. ROGERS AS A DIRECTOR	Management	For	For
1.4	ELECT RONALD E. DALY AS A DIRECTOR	Management	For	For
1.5	ELECT MARISSA PETERSON AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS	Management	For	For
3	TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL	Shareholder	Against	Against

ISSUER NAME: THE COCA-COLA COMPANY MEETING DATE: 04/21/2004
TICKER: KO     SECURITY ID: 191216100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HERBERT A. ALLEN AS A DIRECTOR	Management	For	For
1.2	ELECT RONALD W. ALLEN AS A DIRECTOR	Management	For	For
1.3	ELECT CATHLEEN P. BLACK AS A DIRECTOR	Management	For	For
1.4	ELECT WARREN E. BUFFETT AS A DIRECTOR	Management	For	For
1.5	ELECT DOUGLAS N. DAFT AS A DIRECTOR	Management	For	For
1.6	ELECT BARRY DILLER AS A DIRECTOR	Management	For	For
1.7	ELECT DONALD R. KEOUGH AS A DIRECTOR	Management	For	For
1.8	ELECT SUSAN BENNETT KING AS A DIRECTOR	Management	For	For
1.9	ELECT MARIA ELENA LAGOMASINO AS A DIRECTOR	Management	For	For
1.10	ELECT DONALD F. MCHENRY AS A DIRECTOR	Management	For	For
1.11	ELECT ROBERT L. NARDELLI AS A DIRECTOR	Management	For	For
1.12	ELECT SAM NUNN AS A DIRECTOR	Management	For	For
1.13	ELECT J. PEDRO REINHARD AS A DIRECTOR	Management	For	For
1.14	ELECT JAMES D. ROBINSON III AS A DIRECTOR	Management	For	For
1.15	ELECT PETER V. UEBERROTH AS A DIRECTOR	Management	For	For
1.16	ELECT JAMES B. WILLIAMS AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS	Management	For	For
3	SHARE-OWNER PROPOSAL REGARDING REPORT RELATED TO GLOBAL HIV/AIDS PANDEMIC	Shareholder	For	For
4	SHARE-OWNER PROPOSAL REGARDING STOCK OPTION GLASS CEILING REPORT	Shareholder	Against	Against
5	SHARE-OWNER PROPOSAL REGARDING EXECUTIVE COMPENSATION	Shareholder	Against	Against
6	SHARE-OWNER PROPOSAL REGARDING RESTRICTED STOCK	Shareholder	Against	Against
7	SHARE-OWNER PROPOSAL REGARDING SENIOR EXECUTIVE PARTICIPATION IN COMPANY S COMPENSATION AND DEFERRAL INVESTMENT PROGRAM	Shareholder	Against	Against
8	SHARE-OWNER PROPOSAL ON CHINA BUSINESS PRINCIPLES	Shareholder	Against	Against
9	SHARE-OWNER PROPOSAL REGARDING SEPARATE POSITIONS OF CEO AND CHAIRMAN	Shareholder	Against	Against

ISSUER NAME: THE DIRECTV GROUP, INC. MEETING DATE: 06/02/2004
TICKER: DTV     SECURITY ID: 25459L106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT K. RUPERT MURDOCH AS A DIRECTOR	Management	For	For
1.2	ELECT NEIL R. AUSTRIAN AS A DIRECTOR	Management	For	For
1.3	ELECT CHARLES R. LEE AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE 2004 STOCK PLAN	Management	For	Against
3	APPROVAL OF THE EXECUTIVE OFFICER CASH BONUS PLAN	Management	For	For
4	RATIFICATION OF THE APPOINTMENT OF INDEPENDENT PUBLIC ACCOUNTANTS	Management	For	For

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

ISSUER NAME: THE MAY DEPARTMENT STORES COMPANY MEETING DATE: 05/21/2004
TICKER: MAY     SECURITY ID: 577778103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT EUGENE S. KAHN AS A DIRECTOR	Management	For	For
1.2	ELECT HELENE L. KAPLAN AS A DIRECTOR	Management	For	For
1.3	ELECT JAMES M. KILTS AS A DIRECTOR	Management	For	For
1.4	ELECT RUSSELL E. PALMER AS A DIRECTOR	Management	For	For
1.5	ELECT WILLIAM P. STIRITZ AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF INDEPENDENT ACCOUNTANTS.	Management	For	For
3	PROPOSAL TO AMEND MAY S EXECUTIVE INCENTIVE COMPENSATION PLAN FOR CORPORATE EXECUTIVES.	Management	For	For
4	PROPOSAL TO AMEND MAY S 1994 STOCK INCENTIVE PLAN.	Management	For	Against
5	PROPOSAL BY A SHAREOWNER CONCERNING A CLASSIFIED BOARD.	Shareholder	Against	For

ISSUER NAME: THE MCGRAW-HILL COMPANIES, INC. MEETING DATE: 04/28/2004
TICKER: MHP     SECURITY ID: 580645109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PEDRO ASPE AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT P. MCGRAW AS A DIRECTOR	Management	For	For
1.3	ELECT H. OCHOA-BRILLEMBOURG AS A DIRECTOR	Management	For	For
1.4	ELECT EDWARD B. RUST, JR. AS A DIRECTOR	Management	For	For
2	APPROVAL OF AMENDED AND RESTATED 2002 STOCK INCENTIVE PLAN.	Management	For	For
3	RATIFICATION OF THE APPOINTMENT OF INDEPENDENT AUDITORS FOR 2004.	Management	For	For
4	SHAREHOLDER PROPOSAL REQUESTING SHAREHOLDER VOTE ON POISON PILLS .	Shareholder	Against	For

ISSUER NAME: THE PROCTER & GAMBLE COMPANY MEETING DATE: 10/14/2003
TICKER: PG     SECURITY ID: 742718109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT NORMAN R. AUGUSTINE AS A DIRECTOR	Management	For	For
1.2	ELECT A.G. LAFLEY AS A DIRECTOR	Management	For	For
1.3	ELECT JOHNATHAN A. RODGERS AS A DIRECTOR	Management	For	For
1.4	ELECT JOHN F. SMITH, JR. AS A DIRECTOR	Management	For	For
1.5	ELECT MARGARET C. WHITMAN AS A DIRECTOR	Management	For	For
2	RATIFY APPOINTMENT OF INDEPENDENT AUDITORS	Management	For	For
3	APPROVE THE PROCTER & GAMBLE 2003 NON-EMPLOYEE DIRECTORS STOCK PLAN	Management	For	Against
4	SHAREHOLDER PROPOSAL NO. 1 BOARD OF DIRECTORS TERMS	Shareholder	Against	For
5	SHAREHOLDER PROPOSAL NO. 2 LABEL GENETICALLY ENGINEERED FOODS	Shareholder	Against	Against

ISSUER NAME: THE STANLEY WORKS MEETING DATE: 04/23/2004
TICKER: SWK     SECURITY ID: 854616109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOHN G. BREEN AS A DIRECTOR	Management	For	For
1.2	ELECT VIRGIS W. COLBERT AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN F. LUNDGREN AS A DIRECTOR	Management	For	For
2	TO APPROVE ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE YEAR 2004.	Management	For	For
3	TO VOTE ON A SHAREHOLDER PROPOSAL URGING THAT THE BOARD OF DIRECTORS TAKE THE NECESSARY STEPS TO REQUIRE THAT ALL MEMBERS OF THE BOARD OF DIRECTORS BE ELECTED ANNUALLY.	Shareholder	Against	For

ISSUER NAME: THE WALT DISNEY COMPANY MEETING DATE: 03/03/2004
TICKER: DIS     SECURITY ID: 254687106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOHN E. BRYSON AS A DIRECTOR	Management	For	Withhold
1.2	ELECT JOHN S. CHEN AS A DIRECTOR	Management	For	Withhold
1.3	ELECT MICHAEL D. EISNER AS A DIRECTOR	Management	For	Withhold
1.4	ELECT JUDITH L. ESTRIN AS A DIRECTOR	Management	For	Withhold
1.5	ELECT ROBERT A. IGER AS A DIRECTOR	Management	For	Withhold
1.6	ELECT AYLWIN B. LEWIS AS A DIRECTOR	Management	For	Withhold
1.7	ELECT MONICA C. LOZANO AS A DIRECTOR	Management	For	Withhold
1.8	ELECT ROBERT W. MATSCHULLAT AS A DIRECTOR	Management	For	Withhold
1.9	ELECT GEORGE J. MITCHELL AS A DIRECTOR	Management	For	Withhold
1.10	ELECT LEO J. O'DONOVAN, S.J. AS A DIRECTOR	Management	For	Withhold
1.11	ELECT GARY L. WILSON AS A DIRECTOR	Management	For	Withhold
2	TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	TO APPROVE THE HARRINGTON INVESTMENTS SHAREHOLDER PROPOSAL RELATING TO LABOR STANDARDS FOR CHINA.	Shareholder	Against	Against
4	TO APPROVE THE NEW YORK CITY RETIREMENT SYSTEMS AND PENSION FUNDS PROPOSAL RELATING TO LABOR STANDARDS IN CHINA.	Shareholder	Against	Against
5	TO APPROVE THE SHAREHOLDER PROPOSAL RELATING TO THEME PARK SAFETY REPORTING.	Shareholder	Against	Against

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

ISSUER NAME: TRANSOCEAN INC. MEETING DATE: 05/13/2004
TICKER: RIG     SECURITY ID: G90078109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROBERT L. LONG AS A DIRECTOR	Management	For	For
1.2	ELECT MARTIN B. MCNAMARA AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT M. SPRAGUE AS A DIRECTOR	Management	For	For
1.4	ELECT J. MICHAEL TALBERT AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE AMENDMENT OF OUR LONG-TERM INCENTIVE PLAN AS DESCRIBED IN THE PROXY STATEMENT.	Management	For	For
3	APPROVAL OF THE APPOINTMENT OF ERNST & YOUNG LLP TO SERVE AS INDEPENDENT AUDITORS.	Management	For	For

ISSUER NAME: TRAVELERS PROPERTY CASUALTY CORP. MEETING DATE: 03/19/2004
TICKER: TAPA     SECURITY ID: 89420G109
TICKER: TAPB     SECURITY ID: 89420G406
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF MERGER DATED AS OF NOVEMBER 16, 2003, AS AMENDED, AMONG THE ST. PAUL COMPANIES, INC., TRAVELERS PROPERTY CASUALTY CORP. AND ADAMS ACQUISITION CORP., AND THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT, INCLUDING THE MERGER.	Management	For	For

ISSUER NAME: TRIBUNE COMPANY MEETING DATE: 05/12/2004
TICKER: TRB     SECURITY ID: 896047107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JEFFREY CHANDLER AS A DIRECTOR	Management	For	For
1.2	ELECT WILLIAM A. OSBORN AS A DIRECTOR	Management	For	For
1.3	ELECT KATHRYN C. TURNER AS A DIRECTOR	Management	For	For
2	RATIFICATION OF INDEPENDENT PUBLIC ACCOUNTANTS.	Management	For	For
3	APPROVAL OF AMENDMENTS TO THE TRIBUNE COMPANY 1997 INCENTIVE COMPENSATION PLAN.	Management	For	Against

ISSUER NAME: UNION PACIFIC CORPORATION MEETING DATE: 04/16/2004
TICKER: UNP     SECURITY ID: 907818108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT P.F. ANSCHUTZ AS A DIRECTOR	Management	For	For
1.2	ELECT R.K. DAVIDSON AS A DIRECTOR	Management	For	For
1.3	ELECT T.J. DONOHUE AS A DIRECTOR	Management	For	For
1.4	ELECT A.W. DUNHAM AS A DIRECTOR	Management	For	For
1.5	ELECT S.F. ECCLES AS A DIRECTOR	Management	For	For
1.6	ELECT I.J. EVANS AS A DIRECTOR	Management	For	For
1.7	ELECT J.R. HOPE AS A DIRECTOR	Management	For	For
1.8	ELECT M.W. MCCONNELL AS A DIRECTOR	Management	For	For
1.9	ELECT S.R. ROGEL AS A DIRECTOR	Management	For	For
1.10	ELECT E. ZEDILLO AS A DIRECTOR	Management	For	For
2	ADOPT THE UNION PACIFIC CORPORATION 2004 STOCK INCENTIVE PLAN.	Management	For	Against
3	RATIFY APPOINTMENT OF DELOITTE & TOUCHE AS INDEPENDENT AUDITORS.	Management	For	For
4	SHAREHOLDER PROPOSAL REGARDING SENIOR EXECUTIVE EQUITY PLANS.	Shareholder	Against	Against
5	SHAREHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS.	Shareholder	Against	Against

ISSUER NAME: UNITED TECHNOLOGIES CORPORATION MEETING DATE: 04/14/2004
TICKER: UTX     SECURITY ID: 913017109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BETSY J. BERNARD AS A DIRECTOR	Management	For	For
1.2	ELECT GEORGE DAVID AS A DIRECTOR	Management	For	For
1.3	ELECT JEAN-PIERRE GARNIER AS A DIRECTOR	Management	For	For
1.4	ELECT JAMIE S. GORELICK AS A DIRECTOR	Management	For	For
1.5	ELECT CHARLES R. LEE AS A DIRECTOR	Management	For	For
1.6	ELECT RICHARD D. MCCORMICK AS A DIRECTOR	Management	For	For
1.7	ELECT HAROLD MCGRAW III AS A DIRECTOR	Management	For	For
1.8	ELECT FRANK P. POPOFF AS A DIRECTOR	Management	For	For
1.9	ELECT H. PATRICK SWYGERT AS A DIRECTOR	Management	For	For
1.10	ELECT ANDRE VILLENEUVE AS A DIRECTOR	Management	For	For
1.11	ELECT H.A. WAGNER AS A DIRECTOR	Management	For	For
1.12	ELECT CHRISTINE TODD WHITMAN AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF INDEPENDENT AUDITORS	Management	For	For
3	SHAREOWNER PROPOSAL CONCERNING DISCLOSURE OF EXECUTIVE COMPENSATION	Shareholder	Against	Against
4	SHAREOWNER PROPOSAL CONCERNING ETHICAL CRITERIA FOR MILITARY CONTRACTS	Shareholder	Against	Against
5	SHAREOWNER PROPOSAL CONCERNING PERFORMANCE BASED SENIOR EXECUTIVE STOCK OPTIONS	Shareholder	Against	Against
6	SHAREOWNER PROPOSAL CONCERNING AN INDEPENDENT CHAIRMAN OF THE BOARD	Shareholder	Against	Against

ISSUER NAME: WADDELL & REED FINANCIAL, INC. MEETING DATE: 04/28/2004
TICKER: WDR     SECURITY ID: 930059100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HENRY J. HERRMANN AS A DIRECTOR	Management	For	Withhold
1.2	ELECT JAMES M. RAINES AS A DIRECTOR	Management	For	Withhold
1.3	ELECT WILLIAM L. ROGERS AS A DIRECTOR	Management	For	Withhold

ISSUER NAME: WASTE MANAGEMENT, INC. MEETING DATE: 05/14/2004
TICKER: WMI     SECURITY ID: 94106L109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PASTORA CAFFERTY AS A DIRECTOR	Management	For	For
1.2	ELECT FRANK M. CLARK, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT S. MILLER AS A DIRECTOR	Management	For	For
1.4	ELECT A. MAURICE MYERS AS A DIRECTOR	Management	For	For
1.5	ELECT JOHN C. POPE AS A DIRECTOR	Management	For	For
1.6	ELECT W. ROBERT REUM AS A DIRECTOR	Management	For	For
1.7	ELECT STEVEN G. ROTHMEIER AS A DIRECTOR	Management	For	For
1.8	ELECT DAVID P. STEINER AS A DIRECTOR	Management	For	For
1.9	ELECT CARL W. VOGT AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT AUDITORS FOR 2004.	Management	For	For
3	TO VOTE ON A PROPOSAL TO APPROVE OUR 2004 STOCK INCENTIVE PLAN.	Management	For	Against
4	TO VOTE ON A PROPOSAL TO APPROVE OUR 2005 ANNUAL INCENTIVE PLAN.	Management	For	Against

ISSUER NAME: WYETH MEETING DATE: 04/22/2004
TICKER: WYE     SECURITY ID: 983024100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT C.L. ALEXANDER, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT F.A. BENNACK, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT R.L. CARRION AS A DIRECTOR	Management	For	For
1.4	ELECT R. ESSNER AS A DIRECTOR	Management	For	For
1.5	ELECT J.D. FEERICK AS A DIRECTOR	Management	For	For
1.6	ELECT R. LANGER AS A DIRECTOR	Management	For	For
1.7	ELECT J.P. MASCOTTE AS A DIRECTOR	Management	For	For
1.8	ELECT M.L. POLAN AS A DIRECTOR	Management	For	For
1.9	ELECT I.G. SEIDENBERG AS A DIRECTOR	Management	For	For
1.10	ELECT W.V. SHIPLEY AS A DIRECTOR	Management	For	For
1.11	ELECT J.R. TORELL III AS A DIRECTOR	Management	For	For
2	RATIFICATION OF PRINCIPAL INDEPENDENT PUBLIC ACCOUNTANTS	Management	For	For
3	ADOPTION OF THE STOCKHOLDER PROPOSAL ON ACCESS TO AND AFFORDABILITY OF PRESCRIPTION DRUGS	Shareholder	Against	Against
4	ADOPTION OF STOCKHOLDER PROPOSAL ON ANIMAL TESTING	Shareholder	Against	Against

ISSUER NAME: ZIMMER HOLDINGS, INC. MEETING DATE: 08/21/2003
TICKER: ZMH     SECURITY ID: 98956P102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	THE ISSUANCE OF SHARES OF COMMON STOCK IN CONNECTION WITH THE EXCHANGE OFFERS FOR CENTERPULSE AG AND INCENTIVE CAPITAL AG.	Management	For	For

ISSUER NAME: ZIMMER HOLDINGS, INC. MEETING DATE: 05/10/2004
TICKER: ZMH     SECURITY ID: 98956P102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT LARRY C. GLASSCOCK AS A DIRECTOR	Management	For	For
1.2	ELECT JOHN L. MCGOLDRICK AS A DIRECTOR	Management	For	For
2	STOCKHOLDER PROPOSAL RELATING TO POISON PILLS.	Shareholder	Against	For
3	STOCKHOLDER PROPOSAL RELATING TO AUDITOR RATIFICATION.	Shareholder	Against	For