FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

INVESTMENT COMPANY ACT FILE NUMBER: 811-03114

EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Select Portfolios

Fund Name: Select Paper and Forest Products Portfolio

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: FEBRUARY 29

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 Select Portfolios

BY:  /s/ CHRISTINE REYNOLDS
-----------------------------------------------------
CHRISTINE REYNOLDS, TREASURER, FIDELITY MANAGEMENT & RESEARCH COMPANY
DATE: 08/26/2004 12:31:47 PM

EXHIBIT A

VOTE SUMMARY REPORT
Select Paper and Forest Products Portfolio
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: ABITIBI-CONSOLIDATED INC MEETING DATE: 04/29/2004
TICKER: --     SECURITY ID: 003924107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND ITS SUBSIDIARIES FOR YE 31 DEC 2003 AND THE AUDITORS REPORT THEREON	N/A	N/A	N/A
2	ELECT MR. DONG KIL CHO AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
3	ELECT MS. MARLENE DAVIDGE AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
4	ELECT MR. E. WILLIAM DAVIS AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
5	ELECT MR. RICHARD DROUIN AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
6	ELECT MS. LISE LACHAPELLE AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
7	ELECT MR. J. GARY LUKASSEN AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
8	ELECT MR. C. EDWARD MEDLAND AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
9	ELECT MR. A. JOHN TORY AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
10	ELECT MR. A. DAVID WARD AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
11	ELECT MR. W. JOHN WEAVER AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
12	RE-APPOINT PRICEWATERHOUSECOOPERS LLP PWC AS THE AUDITORS OF COMPANY UNTIL THE NEXT ANNUAL MEETING OF SHAREHOLDERS AND AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION	Management	Unknown	For
13	TRANSACT ANY OTHER BUSINESS	N/A	N/A	N/A

ISSUER NAME: ABITIBI-CONSOLIDATED INC. MEETING DATE: 04/29/2004
TICKER: ABY     SECURITY ID: 003924107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECTION OF DIRECTORS AS NAMED IN THE MANAGEMENT PROXY CIRCULAR	Management	For	For
2	APPOINTMENT OF AUDITORS AS NAMED IN THE MANAGEMENT PROXY CIRCULAR	Management	For	For

ISSUER NAME: BEMIS COMPANY, INC. MEETING DATE: 05/06/2004
TICKER: BMS     SECURITY ID: 081437105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT NANCY P. MCDONALD AS A DIRECTOR	Management	For	For
1.2	ELECT JEFFREY H. CURLER AS A DIRECTOR	Management	For	For
1.3	ELECT ROGER D. O'SHAUGHNESSY AS A DIRECTOR	Management	For	For
1.4	ELECT DAVID S. HAFFNER AS A DIRECTOR	Management	For	For
2	TO VOTE UPON RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS OF THE COMPANY.	Management	For	For
3	TO ACT UPON A PROPOSAL TO AMEND THE COMPANY S RESTATED ARTICLES OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF CAPITAL STOCK FROM 250,000,000 TO 502,000,000.	Management	For	Against

ISSUER NAME: BOISE CASCADE CORPORATION MEETING DATE: 12/09/2003
TICKER: BCC     SECURITY ID: 097383103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER AMONG BOISE CASCADE CORPORATION, CHALLIS CORPORATION, AND OFFICEMAX, INC., INCLUDING AUTHORIZING THE ISSUANCE OF SHARES OF BOISE CASCADE CORPORATION COMMON STOCK IN THE MERGER.	Management	For	For
2	APPROVE AND ADOPT AN AMENDMENT TO THE 2003 BOISE INCENTIVE AND PERFORMANCE PLAN TO AUTHORIZE 4,800,000 ADDITIONAL SHARES OF BOISE CASCADE CORPORATION COMMON STOCK FOR ISSUANCE UNDER THE PLAN.	Management	For	Against

ISSUER NAME: BOISE CASCADE CORPORATION MEETING DATE: 04/15/2004
TICKER: BCC     SECURITY ID: 097383103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CLAIRE S. FARLEY AS A DIRECTOR	Management	For	For
1.2	ELECT RAKESH GANGWAL AS A DIRECTOR	Management	For	For
1.3	ELECT GARY G. MICHAEL AS A DIRECTOR	Management	For	For
1.4	ELECT A. WILLIAM REYNOLDS AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF KPMG LLP AS INDEPENDENT ACCOUNTANTS FOR 2004.	Management	For	For
3	SHAREHOLDER PROPOSAL REGARDING SEPARATION OF POSITION OF CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER.	Shareholder	Against	Against

ISSUER NAME: BOWATER INCORPORATED MEETING DATE: 05/12/2004
TICKER: BOW     SECURITY ID: 102183100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ARNOLD M. NEMIROW AS A DIRECTOR	Management	For	For
1.2	ELECT ARTHUR R. SAWCHUK AS A DIRECTOR	Management	For	For
1.3	ELECT GORDON D. GIFFIN AS A DIRECTOR	Management	For	For
1.4	ELECT DOUGLAS A. PERTZ AS A DIRECTOR	Management	For	For

ISSUER NAME: BUCKEYE TECHNOLOGIES INC. MEETING DATE: 11/06/2003
TICKER: BKI     SECURITY ID: 118255108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT RED CAVANEY AS A DIRECTOR	Management	For	For
1.2	ELECT DAVID B. FERRARO AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS	Management	For	For

ISSUER NAME: CANFOR CORP MEETING DATE: 04/30/2004
TICKER: --     SECURITY ID: 137902102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE AND APPROVE THE REPORT OF THE DIRECTORS, THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND ITS SUBSIDIARIES FOR THE FYE 31 DEC 2003AND THE REPORT OF THE AUDITORS THEREON	N/A	N/A	N/A
2	ELECT MR. PETER J.G. BENTLEY AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
3	ELECT MR. RONALD L. CLIFF AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
4	ELECT MR. MARK L. CULLEN AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
5	ELECT MR. C. WILLIAM DANIEL AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
6	ELECT MR. MARIETTA E. HURST AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
7	ELECT MR. STEPHEN A. JARISLOWSKY AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
8	ELECT MR. MICHAEL J. KORENBERG AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
9	ELECT MR. BRANDT C. LOUIE AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
10	ELECT MR. PETER A. LUSZTIG AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
11	ELECT MR. ERIC P. NEWELL AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
12	ELECT MR. JAMES A. PATTISON AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
13	ELECT MR. MICHAEL E.J. PHELPS AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
14	ELECT MR. RONALD T. RILEY AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
15	ELECT MR. DONALD C. SELMAN AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
16	ELECT MR. JAMES A. SHEPHERD AS A DIRECTOR FOR THE ENSUING YEAR	Management	Unknown	For
17	APPOINT PRICEWATERHOUSECOOPERS LLP, CHARTERED ACCOUNTANTS, AS THE AUDITORS FOR THE ENSUING YEAR	Management	Unknown	For
18	AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS	Management	Unknown	For
19	TRANSACT ANY OTHER BUSINESS	N/A	N/A	N/A

ISSUER NAME: DOMTAR INC MEETING DATE: 04/29/2004
TICKER: --     SECURITY ID: 257561100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE AND CONSIDER THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND THE AUDITORS REPORT OF THE CORPORATION FOR THE YE 31 DEC 2003	N/A	N/A	N/A
2	ELECT MR. PAUL-HENRI COUTURE AS A DIRECTOR	Management	Unknown	For
3	ELECT MR. LOUIS P. GIGNAC AS A DIRECTOR	Management	Unknown	For
4	ELECT MR. CLAUDE R. LAMOUREUX AS A DIRECTOR	Management	Unknown	For
5	ELECT MR. JACQUES LAURENT AS A DIRECTOR	Management	Unknown	For
6	ELECT MR. BRAIN M. LEVITT AS A DIRECTOR	Management	Unknown	For
7	ELECT MR. GILLES OUIMET AS A DIRECTOR	Management	Unknown	For
8	ELECT MR. LOUISE ROY AS A DIRECTOR	Management	Unknown	For
9	ELECT MR. RAYMOND ROYER AS A DIRECTOR	Management	Unknown	For
10	ELECT MR. EDWARD J. WATERS AS A DIRECTOR	Management	Unknown	For
11	RE-APPOINT PRICEWATERHOUSE COOPERS AS THE AUDITORS FOR THE ENSUING YEAR	Management	Unknown	For
12	AUTHORIZE THE CORPORATION TO APPLY FOR CERTIFICATE OF AMENDMENT UNDER SECTION173 OF THE CANADA BUSINESS CORPORATIONS ACT TO AMEND ITS ARTICLES BY ADDING A NEW PROVISION AND AUTHORIZE THE DIRECTORS TO SIGN AND DELIVER ON BEHALF OF CORPORATION DOCUMENTS NECESSARY TO GIVE EFFECT TO THIS RESOLUTION	Management	Unknown	For
13	ANY OTHER BUSINESS	N/A	N/A	N/A

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

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

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

ISSUER NAME: INTERNATIONAL FOREST PRODUCTS LTD MEETING DATE: 04/28/2004
TICKER: --     SECURITY ID: 45953E101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE THE FINANCIAL STATEMENTS OF INTERNATIONAL FOREST PRODUCTS LIMITED FORTHE FYE 31 DEC 2003 AND THE AUDITORS REPORT THEREON AND THE DIRECTORS REPORT	N/A	N/A	N/A
2	APPROVE TO FIX THE NUMBER OF DIRECTORS AT 12	Management	Unknown	None
3	ELECT MR. JOHN A. MILROY AS A DIRECTOR	Management	Unknown	None
4	APPOINT KPMG LLP, CHARTERED ACCOUNTANTS, AS THE AUDITORS OF THE COMPANY AND AUTHORIZE THE DIRECTORS TO FIX THE AUDITOR S REMUNERATION	Management	Unknown	None
5	TRANSACT ANY OTHER BUSINESS	N/A	N/A	N/A

ISSUER NAME: INTERNATIONAL PAPER COMPANY MEETING DATE: 05/11/2004
TICKER: IP     SECURITY ID: 460146103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MARTHA F. BROOKS* AS A DIRECTOR	Management	For	For
1.2	ELECT JAMES A. HENDERSON* AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT D. KENNEDY* AS A DIRECTOR	Management	For	For
1.4	ELECT W. CRAIG MCCLELLAND* AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT M. AMEN** AS A DIRECTOR	Management	For	For
2	RATIFICATION OF DELOITTE & TOUCHE LLP AS THE COMPANY S INDEPENDENT AUDITOR FOR 2004.	Management	For	For
3	APPROVAL OF THE AMENDED LONG-TERM INCENTIVE COMPENSATION PLAN.	Management	For	For
4	REAFFIRMATION OF THE PERFORMANCE GOALS UNDER THE LONG-TERM INCENTIVE COMPENSATION PLAN.	Management	For	For
5	PROPOSAL RELATING TO LIMITING COMPENSATION OF CHIEF EXECUTIVE OFFICER.	Shareholder	Against	Against

ISSUER NAME: KIMBERLY-CLARK CORPORATION MEETING DATE: 04/29/2004
TICKER: KMB     SECURITY ID: 494368103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PASTORA S.J. CAFFERTY AS A DIRECTOR	Management	For	For
1.2	ELECT CLAUDIO X. GONZALEZ AS A DIRECTOR	Management	For	For
1.3	ELECT LINDA JOHNSON RICE AS A DIRECTOR	Management	For	For
1.4	ELECT MARC J. SHAPIRO AS A DIRECTOR	Management	For	For
2	APPROVAL OF AMENDMENTS TO 2001 EQUITY PARTICIPATION PLAN	Management	For	For
3	APPROVAL OF AUDITORS	Management	For	For
4	STOCKHOLDER PROPOSAL REGARDING THE CORPORATION S AMENDED AND RESTATED RIGHTS AGREEMENT	Shareholder	Against	For

ISSUER NAME: LONGVIEW FIBRE COMPANY MEETING DATE: 03/02/2004
TICKER: LFB     SECURITY ID: 543213102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROBERT E. WERTHEIMER AS A DIRECTOR	Management	For	For
1.2	ELECT JOHN R. KRETCHMER AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT A. KIRCHNER AS A DIRECTOR	Management	For	For
2	SHAREHOLDER PROPOSAL	Shareholder	Against	For

ISSUER NAME: LOUISIANA-PACIFIC CORPORATION MEETING DATE: 05/03/2004
TICKER: LPX     SECURITY ID: 546347105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DUSTAN E. MCCOY AS A DIRECTOR	Management	For	For
1.2	ELECT LEE C. SIMPSON AS A DIRECTOR	Management	For	For
1.3	ELECT COLIN D. WATSON AS A DIRECTOR	Management	For	For
2	APPROVAL OF AMENDMENT OF 1997 INCENTIVE STOCK AWARD PLAN.	Management	For	Against
3	APPROVAL OF AMENDMENT OF 2000 NON-EMPLOYEE DIRECTOR RESTRICTED STOCK PLAN.	Management	For	Against
4	APPROVAL OF AMENDMENT OF 1992 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN.	Management	For	Against
5	APPROVAL OF PERFORMANCE GOALS UNDER AMENDED AND RESTATED ANNUAL CASH INCENTIVE AWARD PLAN.	Management	For	For
6	RATIFICATION OF SELECTION OF INDEPENDENT AUDITORS.	Management	For	For
7	STOCKHOLDER PROPOSAL, NOT RECOMMENDED BY MANAGEMENT, RELATING TO SEPARATION OF THE OFFICES OF CHAIRMAN AND CEO.	Shareholder	Against	Against
8	STOCKHOLDER PROPOSAL, NOT RECOMMENDED BY MANAGEMENT, RELATING TO ENVIRONMENTAL MATTERS.	Shareholder	Against	Against

ISSUER NAME: MEADWESTVACO CORPORATION MEETING DATE: 04/27/2004
TICKER: MWV     SECURITY ID: 583334107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM E. HOGLUND AS A DIRECTOR	Management	For	For
1.2	ELECT DOUGLAS S. LUKE AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT C. MCCORMACK AS A DIRECTOR	Management	For	For
1.4	ELECT JANE L. WARNER AS A DIRECTOR	Management	For	For
2	APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR 2004.	Management	For	For

ISSUER NAME: MERCER INTERNATIONAL INC. MEETING DATE: 06/14/2004
TICKER: MERCS     SECURITY ID: 588056101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ERIC LAURITZEN AS A DIRECTOR	Management	For	For
1.2	ELECT GRAEME A. WITTS AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS	Management	For	For
3	APPROVAL OF THE 2004 STOCK INCENTIVE PLAN	Management	For	Against

ISSUER NAME: P.H. GLATFELTER COMPANY MEETING DATE: 04/28/2004
TICKER: GLT     SECURITY ID: 377316104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT KATHLEEN A. DAHLBERG AS A DIRECTOR	Management	For	For
1.2	ELECT RICHARD C. ILL AS A DIRECTOR	Management	For	For
1.3	ELECT LEE C. STEWART AS A DIRECTOR	Management	For	For
2	APPROVAL OF SHAREHOLDER S PROPOSAL REQUESTING THAT THE BOARD OF DIRECTORS SUBMITS THE ADOPTION, MAINTENANCE OR EXTENSION OF ANY POISON PILL TO A SHAREHOLDER VOTE AND, ALSO, ONCE THIS PROPOSAL IS ADOPTED, SUBMITS ANY DILUTION OR REMOVAL OF THIS PROPOSAL TO A SHAREHOLDER VOTE.	Shareholder	Against	For

ISSUER NAME: PACKAGING CORPORATION OF AMERICA MEETING DATE: 05/04/2004
TICKER: PKG     SECURITY ID: 695156109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HENRY F. FRIGON AS A DIRECTOR	Management	For	For
1.2	ELECT LOUIS S. HOLLAND AS A DIRECTOR	Management	For	For
1.3	ELECT JUSTIN S. HUSCHER AS A DIRECTOR	Management	For	For
1.4	ELECT SAMUEL M. MENCOFF AS A DIRECTOR	Management	For	For
1.5	ELECT THOMAS S. SOULELES AS A DIRECTOR	Management	For	For
1.6	ELECT PAUL T. STECKO AS A DIRECTOR	Management	For	For
1.7	ELECT RAYFORD K. WILLIAMSON AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS.	Management	For	For

ISSUER NAME: PACTIV CORP. MEETING DATE: 05/14/2004
TICKER: PTV     SECURITY ID: 695257105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT LARRY D. BRADY AS A DIRECTOR	Management	For	For
1.2	ELECT K. DANE BROOKSHER AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT J. DARNALL AS A DIRECTOR	Management	For	For
1.4	ELECT MARY R. HENDERSON AS A DIRECTOR	Management	For	For
1.5	ELECT ROGER B. PORTER AS A DIRECTOR	Management	For	For
1.6	ELECT RICHARD L. WAMBOLD AS A DIRECTOR	Management	For	For
1.7	ELECT NORMAN H. WESLEY AS A DIRECTOR	Management	For	For
2	RATIFY THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT PUBLIC ACCOUNTANTS	Management	For	For

ISSUER NAME: PLUM CREEK TIMBER COMPANY, INC. MEETING DATE: 05/04/2004
TICKER: PCL     SECURITY ID: 729251108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT RICK R. HOLLEY AS A DIRECTOR	Management	For	For
1.2	ELECT IAN B. DAVIDSON AS A DIRECTOR	Management	For	For
1.3	ELECT ROBIN JOSEPHS AS A DIRECTOR	Management	For	For
1.4	ELECT DAVID D. LELAND AS A DIRECTOR	Management	For	For
1.5	ELECT JOHN G. MCDONALD AS A DIRECTOR	Management	For	For
1.6	ELECT HAMID R. MOGHADAM AS A DIRECTOR	Management	For	For
1.7	ELECT JOHN H. SCULLY AS A DIRECTOR	Management	For	For
1.8	ELECT STEPHEN C. TOBIAS AS A DIRECTOR	Management	For	For
1.9	ELECT CARL B. WEBB AS A DIRECTOR	Management	For	For
2	PROPOSAL REGARDING APPROVAL OF AMENDED AND RESTATED STOCK INCENTIVE PLAN	Management	For	Against
3	PROPOSAL TO RATIFY APPOINTMENT OF ERNST & YOUNG AS INDEPENDENT AUDITORS	Management	For	For
4	STOCKHOLDER PROPOSAL REGARDING ADOPTION OF CERES PRINCIPLES	Shareholder	Against	Against

ISSUER NAME: POPE & TALBOT, INC. MEETING DATE: 04/30/2004
TICKER: POP     SECURITY ID: 732827100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CHARLES CROCKER AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL FLANNERY AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT G. FUNARI AS A DIRECTOR	Management	For	For
2	THE PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP TO CONTINUE AS INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS FOR THE YEAR 2004.	Management	For	For

ISSUER NAME: POTLATCH CORPORATION MEETING DATE: 05/03/2004
TICKER: PCH     SECURITY ID: 737628107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT GREGORY L. QUESNEL AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL T. RIORDAN AS A DIRECTOR	Management	For	For
1.3	ELECT L. PENDLETON SIEGEL AS A DIRECTOR	Management	For	For
2	STOCKHOLDER PROPOSAL URGING PREPARATION OF A DIVIDEND POLICY REPORT.	Shareholder	Against	Against
3	STOCKHOLDER PROPOSAL URGING THE ELIMINATION OF TIME-PHASED VOTING.	Shareholder	Against	For

ISSUER NAME: RAYONIER INC. MEETING DATE: 05/20/2004
TICKER: RYN     SECURITY ID: 754907103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT RONALD M. GROSS AS A DIRECTOR	Management	For	For
1.2	ELECT THOMAS I. MORGAN AS A DIRECTOR	Management	For	For
1.3	ELECT KATHERINE D. ORTEGA AS A DIRECTOR	Management	For	For
2	APPROVAL OF AN AMENDMENT TO THE COMPANY S ARTICLES OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED COMMON SHARES	Management	For	For
3	APPROVAL OF AN AMENDMENT TO THE 2004 INCENTIVE STOCK AND MANAGEMENT BONUS PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE THEREUNDER	Management	For	Against

ISSUER NAME: SAPPI LIMITED MEETING DATE: 03/01/2004
TICKER: SPP     SECURITY ID: 803069202
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	CONFIRMATION OF APPOINTMENT OF DIRECTOR APPOINTED SINCE THE LAST ANNUAL GENERAL MEETING: MR J C A LESLIE	Management	Unknown	For
2	CONFIRMATION OF APPOINTMENT OF DIRECTOR APPOINTED SINCE THE LAST ANNUAL GENERAL MEETING: MR H C J MAMSCH	Management	Unknown	For
3	RE-ELECTION OF RETIRING DIRECTOR: MR M R HAYMON	Management	Unknown	For
4	RE-ELECTION OF RETIRING DIRECTOR: MR E VAN AS	Management	Unknown	For
5	RE-ELECTION OF RETIRING DIRECTOR: MR D G WILSON	Management	Unknown	For
6	SPECIAL RESOLUTION NUMBER 1 - A GENERAL APPROVAL FOR THE COMPANY AND ITS SUBSIDIARIES TO ACQUIRE SAPPI LIMITED SHARES.	Management	Unknown	For
7	ORDINARY RESOLUTION NUMBER 1 - SPECIFIC APPROVAL TO SELL TREASURY SHARES TO THE SAPPI SHARE INCENTIVE SCHEME.	Management	Unknown	Abstain
8	ORDINARY RESOLUTION NUMBER 2 - PLACING ALL THE UNISSUED ORDINARY SHARES IN THE AUTHORISED SHARE CAPITAL OF THE COMPANY UNDER THE CONTROL OF THE DIRECTORS OF THE COMPANY WITH THE AUTHORITY TO ALLOT AND ISSUE SAME IN TERMS OF THE COMPANIES ACT AND THE LISTINGS REQUIREMENTS OF THE JSE SECURITIES EXCHANGE SOUTH AFRICA.	Management	Unknown	For
9	ORDINARY RESOLUTION NUMBER 3 - AUTHORITY FOR DIRECTORS TO SIGN ALL DOCUMENTS AND DO ALL SUCH THINGS NECESSARY TO IMPLEMENT THE ABOVE RESOLUTIONS. *** VOTING CUT-OFF DATE: NO LATER THAN FEBRUARY 23, 2004 ***	Management	Unknown	For

ISSUER NAME: SEALED AIR CORPORATION MEETING DATE: 05/05/2004
TICKER: SEE     SECURITY ID: 81211K100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT HANK BROWN AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL CHU AS A DIRECTOR	Management	For	For
1.3	ELECT LAWRENCE R. CODEY AS A DIRECTOR	Management	For	For
1.4	ELECT T.J. DERMOT DUNPHY AS A DIRECTOR	Management	For	For
1.5	ELECT CHARLES F. FARRELL, JR. AS A DIRECTOR	Management	For	For
1.6	ELECT WILLIAM V. HICKEY AS A DIRECTOR	Management	For	For
1.7	ELECT KENNETH P. MANNING AS A DIRECTOR	Management	For	For
1.8	ELECT WILLIAM J. MARINO AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT AUDITOR FOR THE YEAR ENDING DECEMBER 31, 2004.	Management	For	For

ISSUER NAME: SINO FST CORP MEETING DATE: 06/21/2004
TICKER: --     SECURITY ID: 82934H101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF THE CORPORATION FOR THE FYE 31 DEC 2003 TOGETHER WITH THE REPORT OF THE AUDITOR THEREON	N/A	N/A	N/A
2	ELECT MR. ALLEN T.Y. CHAN AS A DIRECTOR OF THE CORPORATION	Management	Unknown	For
3	ELECT MR. KAI KIT POON AS A DIRECTOR OF THE CORPORATION	Management	Unknown	For
4	ELECT MR. EDMUND MAK AS A DIRECTOR OF THE CORPORATION	Management	Unknown	For
5	ELECT MR. KEE Y. WONG AS A DIRECTOR OF THE CORPORATION	Management	Unknown	For
6	ELECT MR. R. JOHN JACK LAWRENCE AS A DIRECTOR OF THE CORPORATION	Management	Unknown	For
7	ELECT MR. SIMON MURRAY AS A DIRECTOR OF THE CORPORATION	Management	Unknown	For
8	APPOINT ERNST & YOUNG LLP, AS THE AUDITOR OF THE CORPORATION TO HOLD OFFICE UNTIL THE NEXT ANNUAL MEETING OF SHAREHOLDERS	Management	Unknown	For
9	AMEND THE ARTICLES OF CONTINUANCE OF THE CORPORATION DATED 25 JUN 2002 UNDER THE CANADA BUSINESS CORPORATIONS ACT ARTICLES AS FOLLOWS: A) BY CHANGING THE DESIGNATION AS A CLASS OF THE UNLIMITED NUMBER OF SHARES WITHOUT NOMINAL OR PAR VALUE OF A CLASS DESIGNATED AS CLASS A SUBORDINATE-VOTING SHARES SUBORDINATE VOTING SHARES BY RE DESIGNATING SUCH SUBORDINATE VOTING SHARES AS COMMON SHARES COMMON SHARES ; B) BY DELETING AS A CLASS THE 6,000,000 SHARES WITHOUT NOMINAL OR PAR VALUE OF A CLASS D...	Management	Unknown	For
10	TRANSACT SUCH OTHER BUSINESS	N/A	N/A	N/A

ISSUER NAME: SMURFIT-STONE CONTAINER CORPORATION MEETING DATE: 05/12/2004
TICKER: SSCC     SECURITY ID: 832727101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JAMES R. BORIS AS A DIRECTOR	Management	For	For
1.2	ELECT ALAN E. GOLDBERG AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM T. LYNCH, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT PATRICK J. MOORE AS A DIRECTOR	Management	For	For
1.5	ELECT JAMES J. O'CONNOR AS A DIRECTOR	Management	For	For
1.6	ELECT JERRY K. PEARLMAN AS A DIRECTOR	Management	For	For
1.7	ELECT THOMAS A. REYNOLDS, III AS A DIRECTOR	Management	For	For
1.8	ELECT WILLIAM D. SMITHBURG AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE COMPANY FOR 2004.	Management	For	For
3	SMURFIT-STONE CONTAINER CORPORATION 2004 LONG TERM INCENTIVE PLAN.	Management	For	For
4	SMURFIT-STONE CONTAINER CORPORATION NON-EMPLOYEE DIRECTOR DEFERRED COMPENSATION PLAN	Management	For	For
5	STOCKHOLDER PROPOSAL	Shareholder	Against	Against

ISSUER NAME: SONOCO PRODUCTS COMPANY MEETING DATE: 04/21/2004
TICKER: SON     SECURITY ID: 835495102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT F.L.H. COKER* AS A DIRECTOR	Management	For	For
1.2	ELECT C.C. FORT* AS A DIRECTOR	Management	For	For
1.3	ELECT B.L.M. KASRIEL* AS A DIRECTOR	Management	For	For
1.4	ELECT J.H. MULLIN, III* AS A DIRECTOR	Management	For	For
1.5	ELECT T.E. WHIDDON* AS A DIRECTOR	Management	For	For
1.6	ELECT J.M. MICALI** AS A DIRECTOR	Management	For	For
2	SHAREHOLDER PROPOSAL TO URGE THE BOARD OF DIRECTORS TO ARRANGE FOR THE PROMPT SALE OF THE COMPANY TO THE HIGHEST BIDDER.	Shareholder	Against	Against

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

ISSUER NAME: TEMBEC INC MEETING DATE: 01/22/2004
TICKER: --     SECURITY ID: 879920106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY FOR THE FYE 27 SE P 2003 TOGETHER WITH THE REPORT OF THE AUDITORS THEREON	N/A	N/A	N/A
2	ELECT MR. CLAUDE BOIVIN AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
3	ELECT MR. JAMES E. BRUMM AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
4	ELECT MR. FRANK A. DOTTORI AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
5	ELECT MR. JACQUES J. GIASSON AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
6	ELECT MR. PIERRE GOYETTE AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
7	ELECT MR. GORDON S. LACKENBAUER AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
8	ELECT MR. BERNARD LAMARRE AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
9	ELECT MS. MARY THERESA MCLEOD AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
10	ELECT THE HON. ROBERT K. RAE AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
11	ELECT MR. LUC ROSSIGNOL AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
12	ELECT MS. GUYLAINE SAUCIER AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
13	ELECT MR. FRANCOIS TRAMBLAY AS A DIRECTOR OF THE COMPANY	Management	Unknown	For
14	APPOINT KPMG, CHARTERED ACCOUNTANTS, AS THE AUDITORS OF THE COMPANY	Management	Unknown	For
15	TRANSACT ANY OTHER BUSINESS	N/A	N/A	N/A

ISSUER NAME: TEMBEC INC. MEETING DATE: 01/22/2004
TICKER: TMBAF     SECURITY ID: 879920106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	ELECT DIRECTORS	Management	For	For
2	AUDITORS	Management	For	For

ISSUER NAME: TEMPLE-INLAND INC. MEETING DATE: 05/07/2004
TICKER: TIN     SECURITY ID: 879868107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DONALD M. CARLTON AS A DIRECTOR	Management	For	For
1.2	ELECT E. LINN DRAPER, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT JEFFREY M. HELLER AS A DIRECTOR	Management	For	For
1.4	ELECT KENNETH M. JASTROW, II AS A DIRECTOR	Management	For	For
1.5	ELECT JAMES A. JOHNSON AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS OF TEMPLE-INLAND INC. FOR THE FISCAL YEAR ENDING JANUARY 1, 2005.	Management	For	For

ISSUER NAME: TREX COMPANY, INC. MEETING DATE: 04/28/2004
TICKER: TWP     SECURITY ID: 89531P105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM F. ANDREWS AS A DIRECTOR	Management	For	For
1.2	ELECT PAUL A. BRUNNER AS A DIRECTOR	Management	For	For
1.3	ELECT ANDREW U. FERRARI AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS TREX COMPANY S INDEPENDENT AUDITORS FOR 2004 FISCAL YEAR.	Management	For	For

ISSUER NAME: WAUSAU-MOSINEE PAPER CORPORATION MEETING DATE: 04/22/2004
TICKER: WMO     SECURITY ID: 943315101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DENNIS J. KUESTER AS A DIRECTOR	Management	For	For
1.2	ELECT ANDREW N. BAUR AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE 2000 STOCK INCENTIVE PLAN, AS AMENDED	Management	For	Against

ISSUER NAME: WEST FRASER TIMBER CO.LTD MEETING DATE: 04/28/2004
TICKER: --     SECURITY ID: 952845105
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE THE REPORT OF THE DIRECTORS OF THE COMPANY	N/A	N/A	N/A
2	RECEIVE THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY FOR ITS FYE 31 DEC 2003, TOGETHER WITH THE AUDITOR S REPORT THEREON	N/A	N/A	N/A
3	APPROVE TO FIX THE NUMBER OF DIRECTORS AT 9	Management	Unknown	For
4	ELECT MR. HENRY H. KETCHAM AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OF THE NEXT AGM	Management	Unknown	For
5	ELECT MR. CLARK S. BINKLEY AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OF THE NEXT AGM	Management	Unknown	For
6	ELECT MR. J. DUNCAN GIBSON AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OF THE NEXT AGM	Management	Unknown	For
7	ELECT MR. LARRY S. HUGHES AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OF THE NEXT AGM	Management	Unknown	For
8	ELECT MR. WILLIAM H. KETCHAM AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OFTHE NEXT AGM	Management	Unknown	For
9	ELECT MR. WILLIAM P. KETCHAM AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OFTHE NEXT AGM	Management	Unknown	For
10	ELECT MR. HARALD H. LUDWIG AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OF THE NEXT AGM	Management	Unknown	For
11	ELECT MR. BRIAN F. MACNEILL AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OF THE NEXT AGM	Management	Unknown	For
12	ELECT MS. JANICE G. RENNIE AS A DIRECTOR OF THE COMPANY, UNTIL THE CLOSE OF THE NEXT AGM	Management	Unknown	For
13	APPOINT PRICEWATERHOUSECOOPERS LLP, CHARTERED ACCOUNTANTS, AS THE AUDITOR OF THE COMPANY UNTIL THE CONCLUSION OF THE NEXT AGM AND AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION	Management	Unknown	For
14	APPROVE ANY AMENDMENT TO OR VARIATION OF ANY MATTER IDENTIFIED	Management	Unknown	Abstain
15	TRANSACT ANY OTHER BUSINESS	Management	Unknown	Abstain

ISSUER NAME: WEYERHAEUSER COMPANY MEETING DATE: 04/13/2004
TICKER: WY     SECURITY ID: 962166104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT STEVEN R. ROGEL AS A DIRECTOR	Management	For	For
1.2	ELECT WILLIAM D. RUCKELSHAUS AS A DIRECTOR	Management	For	For
1.3	ELECT RICHARD H. SINKFIELD AS A DIRECTOR	Management	For	For
1.4	ELECT JAMES N. SULLIVAN AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE WEYERHAEUSER COMPANY 2004 LONG TERM INCENTIVE PLAN	Management	For	Against
3	PROPOSAL TO AMEND THE COMPANY S RESTATED ARTICLES OF INCORPORATION TO AUTHORIZE ANNUAL ELECTION OF THE BOARD OF DIRECTORS	Shareholder	Against	For
4	SHAREHOLDER PROPOSAL RELATING TO ACCOUNTING FOR STOCK OPTIONS	Shareholder	Against	Against
5	SHAREHOLDER PROPOSAL RELATING TO EQUITY COMPENSATION	Shareholder	Against	Against
6	SHAREHOLDER PROPOSAL RELATING TO ENVIRONMENTAL REPORTING	Shareholder	Against	Against
7	SHAREHOLDER PROPOSAL RELATING TO OLD GROWTH AND ENDANGERED FORESTS	Shareholder	Against	Against
8	APPROVAL ON AN ADVISORY BASIS, OF THE APPOINTMENT OF AUDITORS	Management	For	For