N-PX 1 y65113gnvpx.txt FORM N-PX UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY INVESTMENT COMPANY ACT FILE NUMBER 811-03128 MORGAN STANLEY DIVIDEND GROWTH SECURITIES INC. (Exact name of registrant as specified in charter) 522 Fifth Avenue, New York, New York 10036 (Address of principal executive offices) (Zip code)
Amy Doberman, Esq. Managing Director Morgan Stanley Investment Advisors Inc. 522 Fifth Avenue New York, New York 10036 (Name and address of agent for service) Registrant's telephone number, including area code: 800-869-6397 Date of fiscal year end: 2/28 Date of reporting period: 7/1/07 -- 6/30/08 ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-03128 Reporting Period: 07/01/2007 - 06/30/2008 Morgan Stanley Dividend Growth Securities, Inc. ================ MORGAN STANLEY DIVIDEND GROWTH SECURITIES INC. ================ 3M CO Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 13, 2008 Meeting Type: Annual Record Date: MAR 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Linda G. Alvarado For For Management 1.2 Elect Director George W. Buckley For For Management 1.3 Elect Director Vance D. Coffman For For Management 1.4 Elect Director Michael L. Eskew For For Management 1.5 Elect Director W. James Farrell For For Management 1.6 Elect Director Herbert L. Henkel For For Management 1.7 Elect Director Edward M. Liddy For For Management 1.8 Elect Director Robert S. Morrison For For Management 1.9 Elect Director Aulana L. Peters For For Management 1.10 Elect Director Robert J. Ulrich For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management
-------------------------------------------------------------------------------- ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 25, 2008 Meeting Type: Annual Record Date: FEB 26, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director R.S. Austin For For Management 1.2 Elect Director W.M. Daley For For Management 1.3 Elect Director W.J. Farrell For For Management 1.4 Elect Director H.L. Fuller For For Management 1.5 Elect Director W.A. Osborn For For Management 1.6 Elect Director D.A.L. Owen For For Management 1.7 Elect Director B. Powell, Jr. For For Management 1.8 Elect Director W.A. Reynolds For For Management 1.9 Elect Director R.S. Roberts For For Management 1.10 Elect Director S.C. Scott, III For For Management 1.11 Elect Director W.D. Smithburg For For Management 1.12 Elect Director G.F. Tilton For For Management 1.13 Elect Director M.D. White For For Management 2 Ratify Auditors For For Management 3 Amend Human Rights Policy to Address Against Against Shareholder Access to Medicines 4 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation
-------------------------------------------------------------------------------- ACCENTURE LTD Ticker: ACN Security ID: G1150G111 Meeting Date: FEB 7, 2008 Meeting Type: Annual Record Date: DEC 10, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 RE-APPOINTMENT OF THE FOLLOWING NOMINEE For For Management TO THE BOARD OF DIRECTORS: BLYTHE J. MCGARVIE 2 RE-APPOINTMENT OF THE FOLLOWING NOMINEE For For Management TO THE BOARD OF DIRECTORS: SIR MARK MOODY-STUART 3 AMENDMENT OF THE BYE-LAWS OF ACCENTURE For For Management LTD, WHICH WOULD ENABLE ACCENTURE TO DELIVER FUTURE COPIES OF OUR PROXY MATERIALS TO SHAREHOLDERS ELECTRONICALLY BY POSTING THESE MATERIALS ON AN INTERNET WEBSITE AND NOTIFYING OUR SHAREHOLDERS OF THE POSTING. 4 Ratify Auditors For Abstain Management
-------------------------------------------------------------------------------- ALCON INC. Ticker: ACL Security ID: H01301102 Meeting Date: MAY 6, 2008 Meeting Type: Annual Record Date: MAR 20, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 APPROVAL OF THE 2007 ANNUAL REPORT AND For For Management ACCOUNTS OF ALCON, INC. AND THE 2007 CONSOLIDATED FINANCIAL STATEMENTS OF ALCON, INC. AND SUBSIDIARIES 2 APPROPRIATION OF AVAILABLE EARNINGS AND For For Management PROPOSED DIVIDEND TO SHAREHOLDERS FOR THE FINANCIAL YEAR 2007 3 DISCHARGE OF THE MEMBERS OF THE BOARD OF For For Management DIRECTORS FOR THE FINANCIAL YEAR 2007 4 ELECTION OF KPMG KLYNVELD PEAT MARWICK For For Management GOERDELER SA, ZURICH, AS GROUP AND PARENT COMPANY AUDITORS 5 ELECTION OF OBT AG, ZURICH, AS SPECIAL For For Management AUDITORS 6 ELECTION TO THE BOARD OF DIRECTORS: PAUL For For Management BULCKE 7 ELECTION TO THE BOARD OF DIRECTORS: For For Management THOMAS G. PLASKETT 8 ELECTION TO THE BOARD OF DIRECTORS: PAUL For For Management POLMAN 9 ELECTION TO THE BOARD OF DIRECTORS: CARY For For Management R. RAYMENT 10 ELECTION TO THE BOARD OF DIRECTORS: James For For Management Singh 11 ELECTION TO THE BOARD OF DIRECTORS: Dr. For For Management Daniel Vasella 12 APPROVAL OF SHARE CANCELLATION For For Management
-------------------------------------------------------------------------------- ALTRIA GROUP, INC. Ticker: MO Security ID: 02209S103 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: APR 4, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Elizabeth E. Bailey For For Management 2 Elect Director Gerald L. Baliles For For Management 3 Elect Director Dinyar S. Devitre For For Management 4 Elect Director Thomas F. Farrell II For For Management 5 Elect Director Robert E. R. Huntley For For Management 6 Elect Director Thomas W. Jones For For Management 7 Elect Director George Munoz For For Management 8 Elect Director Michael E. Szymanczyk For For Management 9 Ratify Auditors For For Management 10 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 11 Provide for Cumulative Voting Against Against Shareholder 12 Adopt the Marketing and Advertising Against Against Shareholder Provisions of the U.S. Master Settlement Agreement Globally 13 Cease Advertising Campaigns Oriented to Against Against Shareholder Prevent Youth Smoking 14 Implement the "Two Cigarette" Marketing Against Against Shareholder Approach 15 Adopt Principles for Health Care Reform Against Against Shareholder
-------------------------------------------------------------------------------- AT&T INC Ticker: T Security ID: 00206R102 Meeting Date: APR 25, 2008 Meeting Type: Annual Record Date: FEB 27, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Randall L. Stephenson For For Management 2 Elect Director William F. Aldinger III For For Management 3 Elect Director Gilbert F. Amelio For For Management 4 Elect Director Reuben V. Anderson For For Management 5 Elect Director James H. Blanchard For For Management 6 Elect Director August A. Busch III For For Management 7 Elect Director James P. Kelly For For Management 8 Elect Director Jon C. Madonna For For Management 9 Elect Director Lynn M. Martin For For Management 10 Elect Director John B. McCoy For For Management 11 Elect Director Mary S. Metz For For Management 12 Elect Director Joyce M. Roche For For Management 13 Elect Director Laura D' Andrea Tyson For For Management 14 Elect Director Patricia P. Upton For For Management 15 Ratify Auditors For For Management 16 Report on Political Contributions Against For Shareholder 17 Exclude Pension Credits from Earnings Against For Shareholder Performance Measure 18 Independent Lead Director Against For Shareholder 19 Establish SERP Policy Against For Shareholder 20 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation
-------------------------------------------------------------------------------- AUTOMATIC DATA PROCESSING, INC. Ticker: ADP Security ID: 053015103 Meeting Date: NOV 13, 2007 Meeting Type: Annual Record Date: SEP 14, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Gregory D. Brenneman For For Management 1.2 Elect Director Leslie A. Brun For For Management 1.3 Elect Director Gary C. Butler For For Management 1.4 Elect Director Leon G. Cooperman For For Management 1.5 Elect Director Eric C. Fast For For Management 1.6 Elect Director R. Glenn Hubbard For For Management 1.7 Elect Director John P. Jones For For Management 1.8 Elect Director Frederic V. Malek For For Management 1.9 Elect Director Gregory L. Summe For For Management 1.10 Elect Director Henry Taub For For Management 2 Ratify Auditors For For Management
-------------------------------------------------------------------------------- BANK OF NEW YORK MELLON CORP., THE Ticker: BK Security ID: 064058100 Meeting Date: APR 8, 2008 Meeting Type: Annual Record Date: FEB 8, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Frank J. Biondi, Jr. For For Management 1.2 Elect Director Ruth E. Bruch For For Management 1.3 Elect Director Nicholas M. Donofrio For For Management 1.4 Elect Director Steven G. Elliott For For Management 1.5 Elect Director Gerald L. Hassell For For Management 1.6 Elect Director Edmund F. Kelly For For Management 1.7 Elect Director Robert P. Kelly For For Management 1.8 Elect Director Richard J. Kogan For For Management 1.9 Elect Director Michael J. Kowalski For For Management 1.10 Elect Director John A. Luke, Jr. For For Management 1.11 Elect Director Robert Mehrabian For For Management 1.12 Elect Director Mark A. Nordenberg For For Management 1.13 Elect Director Catherine A. Rein For For Management 1.14 Elect Director Thomas A. Renyi For For Management 1.15 Elect Director William C. Richardson For For Management 1.16 Elect Director Samuel C. Scott III For For Management 1.17 Elect Director John P. Surma For For Management 1.18 Elect Director Wesley W. von Schack For For Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Nonqualified Employee Stock For For Management Purchase Plan 4 Approve Executive Incentive Bonus Plan For For Management 5 Ratify Auditors For For Management 6 Restore or Provide for Cumulative Voting Against Against Shareholder 7 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation
-------------------------------------------------------------------------------- BP PLC Ticker: BP Security ID: 055622104 Meeting Date: APR 17, 2008 Meeting Type: Annual Record Date: FEB 15, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 TO RECEIVE FINANCIAL STATEMENTS AND For For Management STATUTORY REPORTS. 2 TO APPROVE THE DIRECTORS' REMUNERATION For Against Management REPORT. 3.1 Elect Director Mr A Burgmans For For Management 3.2 Elect Director Mrs C B Carroll For For Management 3.3 Elect Director Sir William Castell For For Management 3.4 Elect Director Mr I C Conn For For Management 3.5 Elect Director Mr G David For For Management 3.6 Elect Director Mr E B Davis, Jr For For Management 3.7 Elect Director Mr D J Flint For For Management 3.8 Elect Director Dr B E Grote For For Management 3.9 Elect Director Dr A B Hayward For For Management 3.10 Elect Director Mr A G Inglis For For Management 3.11 Elect Director Dr D S Julius For For Management 3.12 Elect Director Sir Tom Mckillop For For Management 3.13 Elect Director Sir Ian Prosser For For Management 3.14 Elect Director Mr P D Sutherland For For Management 4 REAPPOINT ERNST & YOUNG LLP AS AUDITORS For For Management AND AUTHORISE BOARD TO FIX THEIR REMUNERATION. 5 ADOPT NEW ARTICLES OF ASSOCIATION. For For Management 6 SPECIAL RESOLUTION TO GIVE LIMITED For For Management AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY. 7 SPECIAL RESOLUTION TO GIVE LIMITED For For Management AUTHORITY TO ALLOT SHARES UP TO A SPECIFIED AMOUNT. 8 SPECIAL RESOLUTION TO GIVE AUTHORITY TO For For Management ALLOT A LIMITED NUMBER OF SHARES FOR CASH FREE OF PRE-EMPTION RIGHTS.
-------------------------------------------------------------------------------- CAMERON INTERNATIONAL CORP Ticker: CAM Security ID: 13342B105 Meeting Date: DEC 7, 2007 Meeting Type: Special Record Date: NOV 1, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Increase Authorized Common Stock For For Management
-------------------------------------------------------------------------------- CAMERON INTERNATIONAL CORP Ticker: CAM Security ID: 13342B105 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Peter J. Fluor For For Management 1.2 Elect Director Jack B. Moore For For Management 1.3 Elect Director David Ross III For For Management 2 Ratify Auditors For For Management
-------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 15, 2007 Meeting Type: Annual Record Date: SEP 17, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Carol A. Bartz For For Management 2 Elect Director M. Michele Burns For For Management 3 Elect Director Michael D. Capellas For For Management 4 Elect Director Larry R. Carter For For Management 5 Elect Director John T. Chambers For For Management 6 Elect Director Brian L. Halla For For Management 7 Elect Director Dr. John L. Hennessy For For Management 8 Elect Director Richard M. Kovacevich For For Management 9 Elect Director Roderick C. McGeary For For Management 10 Elect Director Michael K. Powell For For Management 11 Elect Director Steven M. West For For Management 12 Elect Director Jerry Yang For For Management 13 Amend Omnibus Stock Plan For For Management 14 Approve Executive Incentive Bonus Plan For For Management 15 Ratify Auditors For For Management 16 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 17 Pay For Superior Performance Against Against Shareholder 18 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 19 Report on Internet Fragmentation Against Against Shareholder
-------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967101 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 25, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director C. Michael Armstrong For Against Management 2 Elect Director Alain J.P. Belda For Against Management 3 Elect Director Sir Winfried Bischoff For For Management 4 Elect Director Kenneth T. Derr For For Management 5 Elect Director John M. Deutch For For Management 6 Elect Director Roberto Hernandez Ramirez For For Management 7 Elect Director Andrew N. Liveris For For Management 8 Elect Director Anne Mulcahy For Against Management 9 Elect Director Vikram Pandit For For Management 10 Elect Director Richard D. Parsons For For Management 11 Elect Director Judith Rodin For For Management 12 Elect Director Robert E. Rubin For For Management 13 Elect Director Robert L. Ryan For For Management 14 Elect Director Franklin A. Thomas For For Management 15 Ratify Auditors For For Management
16 Disclose Prior Government Service Against Against Shareholder 17 Report on Political Contributions Against Against Shareholder 18 Limit Executive Compensation Against Against Shareholder 19 Require More Director Nominations Than Against Against Shareholder Open Seats 20 Report on the Equator Principles Against Against Shareholder 21 Adopt Employment Contract Principles Against For Shareholder 22 Amend GHG Emissions Policies to Limit Against Against Shareholder Coal Financing 23 Report on Human Rights Investment Against Against Shareholder Policies 24 Independent Board Chairman Against Against Shareholder 25 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 26 Indicate If You Would Like to Keep Your None For Management Vote Confidential Under Current Policy
-------------------------------------------------------------------------------- CONOCOPHILLIPS Ticker: COP Security ID: 20825C104 Meeting Date: MAY 14, 2008 Meeting Type: Annual Record Date: MAR 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Harold W. McGraw III For For Management 2 Elect Director James J. Mulva For For Management 3 Elect Director Bobby S. Shackouls For For Management 4 Declassify the Board of Directors For For Management 5 Ratify Auditors For For Management 6 Require Director Nominee Qualifications Against Against Shareholder 7 Report on Indigenous Peoples Rights Against Against Shareholder Policies 8 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 9 Report on Political Contributions Against Against Shareholder 10 Adopt Greenhouse Gas Emissions Goals for Against Against Shareholder Products and Operations 11 Report on Community Environmental Impacts Against Against Shareholder of Operations 12 Report on Environmental Damage from Against Against Shareholder Drilling in the National Petroleum Reserve 13 Report on Environmental Impact of Oil Against Against Shareholder Sands Operations in Canada 14 Report on Global Warming Against Against Shareholder
-------------------------------------------------------------------------------- COVIDIEN LTD. Ticker: COV Security ID: G2552X108 Meeting Date: MAR 18, 2008 Meeting Type: Annual Record Date: JAN 16, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 ELECTION OF DIRECTOR: CRAIG ARNOLD For For Management 2 ELECTION OF DIRECTOR: ROBERT H. BRUST For For Management 3 ELECTION OF DIRECTOR: JOHN M. CONNORS, For For Management JR.
4 ELECTION OF DIRECTOR: CHRISTOPHER J. For For Management COUGHLIN 5 ELECTION OF DIRECTOR: TIMOTHY M. DONAHUE For For Management 6 ELECTION OF DIRECTOR: KATHY J. HERBERT For For Management 7 ELECTION OF DIRECTOR: RANDALL J. HOGAN, For For Management III 8 ELECTION OF DIRECTOR: RICHARD J. MEELIA For For Management 9 ELECTION OF DIRECTOR: DENNIS H. REILLEY For For Management 10 ELECTION OF DIRECTOR: TADATAKA YAMADA For For Management 11 ELECTION OF DIRECTOR: JOSEPH A. For For Management ZACCAGNINO 12 Ratify Auditors For For Management
-------------------------------------------------------------------------------- CVS CAREMARK CORP Ticker: CVS Security ID: 126650100 Meeting Date: MAY 7, 2008 Meeting Type: Annual Record Date: MAR 12, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Edwin M. Banks For For Management 2 Elect Director C. David Brown II For For Management 3 Elect Director David W. Dorman For For Management 4 Elect Director Kristen E. Gibney Williams For For Management 5 Elect Director Marian L. Heard For For Management 6 Elect Director William H. Joyce For For Management 7 Elect Director Jean-Pierre Million For For Management 8 Elect Director Terrence Murray For For Management 9 Elect Director C.A. Lance Piccolo For For Management 10 Elect Director Sheli Z. Rosenberg For For Management 11 Elect Director Thomas M. Ryan For For Management 12 Elect Director Richard J. Swift For For Management 13 Ratify Auditors For For Management 14 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 15 Adopt Anti Gross-up Policy Against For Shareholder 16 Report on Political Contributions Against For Shareholder
-------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: DEC 4, 2007 Meeting Type: Annual Record Date: OCT 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Donald J. Carty For For Management 1.2 Elect Director Michael S. Dell For For Management 1.3 Elect Director William H. Gray, III For Withhold Management 1.4 Elect Director Sallie L. Krawcheck For For Management 1.5 Elect Director Alan (A.G.) Lafley For For Management 1.6 Elect Director Judy C. Lewent For For Management 1.7 Elect Director Klaus S. Luft For For Management 1.8 Elect Director Thomas W. Luce, III For Withhold Management 1.9 Elect Director Alex J. Mandl For For Management 1.10 Elect Director Michael A. Miles For For Management 1.11 Elect Director Samuel A. Nunn, Jr. For Withhold Management 2 Ratify Auditors For Against Management 3 Amend Omnibus Stock Plan For For Management 4 Stock Retention/Holding Period Against For Shareholder 5 Declaration of Dividend Against Against Shareholder
-------------------------------------------------------------------------------- DIAGEO PLC Ticker: DEO Security ID: 25243Q205 Meeting Date: OCT 16, 2007 Meeting Type: Annual Record Date: SEP 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 REPORTS AND ACCOUNTS 2007 For For Management 2 DIRECTORS REMUNERATION REPORT 2007 For For Management 3 DECLARATION OF FINAL DIVIDEND For For Management 4 RE-ELECTION OF MS M LILJA (MEMBER OF For For Management AUDIT, NOMINATION, REMUNERATION COMMITTEE) 5 RE-ELECTION OF MR NC ROSE (MEMBER OF For For Management EXECUTIVE COMMITTEE) 6 RE-ELECTION OF MR PA WALKER (MEMBER OF For For Management AUDIT, NOMINATION, AND REMUNERATION COMMITTEE) 7 Ratify Auditors For For Management 8 AUTHORITY TO ALLOT RELEVANT SECURITIES For For Management 9 DISAPPLICATION OF PRE-EMPTION RIGHTS For For Management 10 AUTHORITY TO PURCHASE OWN ORDINARY SHARES For For Management 11 AUTHORITY TO MAKE POLITICAL DONATIONS For For Management AND/OR TO INCUR POLITICAL EXPENDITURE 12 ADOPTION OF DIAGEO PLC 2007 UNITED STATES For For Management EMPLOYEE STOCK PURCHASE PLAN 13 AMENDMENTS TO THE ARTICLES OF ASSOCIATION For For Management
-------------------------------------------------------------------------------- EBAY INC. Ticker: EBAY Security ID: 278642103 Meeting Date: JUN 19, 2008 Meeting Type: Annual Record Date: APR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Fred D. Anderson For Against Management 2 Elect Director Edward W. Barnholt For For Management 3 Elect Director Scott D. Cook For For Management 4 Elect Director John J. Donahoe For For Management 5 Approve Omnibus Stock Plan For For Management 6 Ratify Auditors For For Management
-------------------------------------------------------------------------------- EMC CORP. Ticker: EMC Security ID: 268648102 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 20, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Michael W. Brown For For Management 1.2 Elect Director Michael J. Cronin For For Management 1.3 Elect Director Gail Deegan For For Management 1.4 Elect Director John R. Egan For For Management 1.5 Elect Director W. Paul Fitzgerald For For Management 1.6 Elect Director Olli-Pekka Kallasvuo For For Management 1.7 Elect Director Edmund F. Kelly For For Management 1.8 Elect Director Windle B. Priem For For Management 1.9 Elect Director Paul Sagan For For Management 1.10 Elect Director David N. Strohm For For Management 1.11 Elect Director Joseph M. Tucci For For Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors 4 Reduce Supermajority Vote Requirement For For Management
-------------------------------------------------------------------------------- EXELON CORP. Ticker: EXC Security ID: 30161N101 Meeting Date: APR 29, 2008 Meeting Type: Annual Record Date: MAR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Bruce DeMars For For Management 2 Elect Director Nelson A. Diaz For For Management 3 Elect Director Paul L. Joskow For For Management 4 Elect Director John W. Rowe For For Management 5 Ratify Auditors For For Management 6 Report on Global Warming Against Against Shareholder
-------------------------------------------------------------------------------- EXXON MOBIL CORP. Ticker: XOM Security ID: 30231G102 Meeting Date: MAY 28, 2008 Meeting Type: Annual Record Date: APR 4, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Michael J. Boskin For For Management 1.2 Elect Director Larry R. Faulkner For For Management 1.3 Elect Director William W. George For For Management 1.4 Elect Director James R. Houghton For For Management 1.5 Elect Director Reatha Clark King For For Management 1.6 Elect Director Marilyn Carlson Nelson For For Management 1.7 Elect Director Samuel J. Palmisano For For Management 1.8 Elect Director Steven S Reinemund For For Management 1.9 Elect Director Walter V. Shipley For For Management 1.10 Elect Director Rex W. Tillerson For For Management 1.11 Elect Director Edward E. Whitacre, Jr. For For Management 2 Ratify Auditors For For Management 3 Amend Bylaws to Prohibit Precatory Against Against Shareholder Proposals 4 Require Director Nominee Qualifications Against Against Shareholder 5 Independent Board Chairman Against For Shareholder 6 Approve Distribution Policy Against Against Shareholder 7 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 8 Compare CEO Compensation to Company's Against Against Shareholder Lowest Paid U.S. Workers
9 Claw-back of Payments under Restatements Against Against Shareholder 10 Review Anti-discrimination Policy on Against Against Shareholder Corporate Sponsorships and Executive Perks 11 Report on Political Contributions Against Against Shareholder 12 Amend EEO Policy to Prohibit Against For Shareholder Discrimination based on Sexual Orientation and Gender Identity 13 Report on Community Environmental Impacts Against Against Shareholder of Operations 14 Report on Potential Environmental Damage Against Against Shareholder from Drilling in the Arctic National Wildlife Refuge 15 Adopt Greenhouse Gas Emissions Goals for Against Against Shareholder Products and Operations 16 Report on Carbon Dioxide Emissions Against Against Shareholder Information at Gas Stations 17 Report on Climate Change Impacts on Against Against Shareholder Emerging Countries 18 Report on Energy Technologies Development Against Against Shareholder 19 Adopt Policy to Increase Renewable Energy Against Abstain Shareholder
-------------------------------------------------------------------------------- FAIRPOINT COMMUNICATIONS, INC Ticker: FRP Security ID: 305560104 Meeting Date: JUN 18, 2008 Meeting Type: Annual Record Date: APR 25, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Claude C. Lilly For For Management 1.2 Elect Director Robert S. Lilien For For Management 1.3 Elect Director Thomas F. Gilbane, Jr. For Withhold Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Approve Executive Incentive Bonus Plan For For Management
-------------------------------------------------------------------------------- GENERAL ELECTRIC CO. Ticker: GE Security ID: 369604103 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: FEB 25, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director James I. Cash, Jr. For For Management 2 Elect Director William M. Castell For For Management 3 Elect Director Ann M. Fudge For For Management 4 Elect Director Claudio X. Gonzalez For For Management 5 Elect Director Susan Hockfield For For Management 6 Elect Director Jeffrey R. Immelt For For Management 7 Elect Director Andrea Jung For For Management 8 Elect Director Alan G. Lafley For For Management 9 Elect Director Robert W. Lane For For Management 10 Elect Director Ralph S. Larsen For For Management 11 Elect Director Rochelle B. Lazarus For For Management 12 Elect Director James J. Mulva For For Management 13 Elect Director Sam Nunn For For Management 14 Elect Director Roger S. Penske For For Management
15 Elect Director Robert J. Swieringa For For Management 16 Elect Director Douglas A. Warner III For For Management 17 Ratify Auditors For For Management 18 Provide for Cumulative Voting Against Against Shareholder 19 Independent Board Chairman Against Against Shareholder 20 Claw-back of Payments under Restatements Against Against Shareholder 21 Adopt Policy on Overboarded Directors Against Against Shareholder 22 Report on Charitable Contributions Against Against Shareholder 23 Report on Global Warming Against Against Shareholder 24 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation
-------------------------------------------------------------------------------- GOLDMAN SACHS GROUP, INC., THE Ticker: GS Security ID: 38141G104 Meeting Date: APR 10, 2008 Meeting Type: Annual Record Date: FEB 11, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Directors Lloyd C. Blankfein For For Management 2 Elect Directors John H. Bryan For For Management 3 Elect Directors Gary D. Cohn For For Management 4 Elect Directors Claes Dahlback For For Management 5 Elect Directors Stephen Friedman For For Management 6 Elect Directors William W. George For For Management 7 Elect Directors Rajat K. Gupta For For Management 8 Elect Directors James A. Johnson For For Management 9 Elect Directors Lois D. Juliber For For Management 10 Elect Directors Edward M. Liddy For For Management 11 Elect Directors Ruth J. Simmons For For Management 12 Elect Directors Jon Winkelried For For Management 13 Ratify Auditors For For Management 14 Prohibit Executive Stock-Based Awards Against Against Shareholder 15 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 16 Prepare Sustainability Report Against Against Shareholder
-------------------------------------------------------------------------------- GOOGLE INC Ticker: GOOG Security ID: 38259P508 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: MAR 11, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Eric Schmidt For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Larry Page For For Management 1.4 Elect Director L. John Doerr For For Management 1.5 Elect Director John L. Hennessy For For Management 1.6 Elect Director Arthur D. Levinson For For Management 1.7 Elect Director Ann Mather For For Management 1.8 Elect Director Paul S. Otellini For For Management 1.9 Elect Director K. Ram Shriram For For Management 1.10 Elect Director Shirley M. Tilghman For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Adopt Internet Censorship Policies Against For Shareholder 5 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights
-------------------------------------------------------------------------------- HALLIBURTON CO. Ticker: HAL Security ID: 406216101 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Alan M. Bennett For For Management 2 Elect Director James R. Boyd For For Management 3 Elect Director Milton Carroll For For Management 4 Elect Director Kenneth T. Derr For For Management 5 Elect Director S. Malcolm Gillis For For Management 6 Elect Director James T. Hackett For For Management 7 Elect Director David J. Lesar For For Management 8 Elect Director J. Landis Martin For For Management 9 Elect Director Jay A. Precourt For For Management 10 Elect Director Debra L. Reed For For Management 11 Ratify Auditors For For Management 12 Amend Omnibus Stock Plan For For Management 13 Adopt Human Rights Policy Against Against Shareholder 14 Report on Political Contributions Against For Shareholder 15 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights
-------------------------------------------------------------------------------- HOME DEPOT, INC. Ticker: HD Security ID: 437076102 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director F. Duane Ackerman For For Management 2 Elect Director David H. Batchelder For For Management 3 Elect Director Francis S. Blake For For Management 4 Elect Director Ari Bousbib For For Management 5 Elect Director Gregory D. Brenneman For For Management 6 Elect Director Albert P. Carey For For Management 7 Elect Director Armando Codina For For Management 8 Elect Director Brian C. Cornell For For Management 9 Elect Director Bonnie G. Hill For For Management 10 Elect Director Karen L. Katen For For Management 11 Ratify Auditors For For Management 12 Amend Executive Incentive Bonus Plan For For Management 13 Amend Qualified Employee Stock Purchase For For Management Plan 14 Affirm Political Nonpartisanship Against Against Shareholder 15 Amend Articles/Bylaws/Charter -- Call Against Abstain Shareholder Special Meetings 16 Report on Employment Diversity Against Against Shareholder 17 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 18 Pay For Superior Performance Against Against Shareholder
-------------------------------------------------------------------------------- INTEL CORP. Ticker: INTC Security ID: 458140100 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Craig R. Barrett For For Management 2 Elect Director Charlene Barshefsky For For Management 3 Elect Director Carol A. Bartz For For Management 4 Elect Director Susan L. Decker For For Management 5 Elect Director Reed E. Hundt For For Management 6 Elect Director Paul S. Otellini For For Management 7 Elect Director James D. Plummer For For Management 8 Elect Director David S. Pottruck For For Management 9 Elect Director Jane E. Shaw For For Management 10 Elect Director John L. Thornton For For Management 11 Elect Director David B. Yoffie For For Management 12 Ratify Auditors For For Management 13 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Sustainability
-------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 26, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Mary Sue Coleman For For Management 1.2 Elect Director James G. Cullen For For Management 1.3 Elect Director Michael M.E. Johns For For Management 1.4 Elect Director Arnold G. Langbo For For Management 1.5 Elect Director Susan L. Lindquist For For Management 1.6 Elect Director Leo F. Mullin For For Management 1.7 Elect Director Wiliam D. Perez For For Management 1.8 Elect Director Christine A. Poon For For Management 1.9 Elect Director Charles Prince For For Management 1.10 Elect Director Steven S. Reinemund For For Management 1.11 Elect Director David Satcher For For Management 1.12 Elect Director William C. Weldon For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation
-------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Crandall C. Bowles For For Management 2 Elect Director Stephen B. Burke For For Management 3 Elect Director David M. Cote For For Management
4 Elect Director James S. Crown For For Management 5 Elect Director James Dimon For For Management 6 Elect Director Ellen V. Futter For For Management 7 Elect Director William H. Gray, III For For Management 8 Elect Director Laban P. Jackson, Jr. For For Management 9 Elect Director Robert I. Lipp For For Management 10 Elect Director David C. Novak For For Management 11 Elect Director Lee R. Raymond For For Management 12 Elect Director William C. Weldon For For Management 13 Ratify Auditors For For Management 14 Amend Omnibus Stock Plan For For Management 15 Amend Executive Incentive Bonus Plan For For Management 16 Report on Government Service of Employees Against Against Shareholder 17 Report on Political Contributions Against Against Shareholder 18 Independent Board Chairman Against Against Shareholder 19 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 20 Require More Director Nominations Than Against Against Shareholder Open Seats 21 Report on Human Rights Investment Against Against Shareholder Policies 22 Report on Lobbying Activities Against Against Shareholder
-------------------------------------------------------------------------------- KOHL'S CORP. Ticker: KSS Security ID: 500255104 Meeting Date: APR 30, 2008 Meeting Type: Annual Record Date: MAR 5, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Steven A. Burd For For Management 2 Elect Director Wayne Embry For For Management 3 Elect Director John F. Herma For For Management 4 Elect Director William S. Kellogg For For Management 5 Elect Director Kevin Mansell For For Management 6 Elect Director R. Lawrence Montgomery For For Management 7 Elect Director Frank V. Sica For For Management 8 Elect Director Peter M. Sommerhauser For For Management 9 Elect Director Stephanie A. Streeter For For Management 10 Elect Director Stephen E. Watson For For Management 11 Ratify Auditors For For Management 12 Require a Majority Vote for the Election Against For Shareholder of Directors 13 Pay For Superior Performance Against Against Shareholder
-------------------------------------------------------------------------------- KRAFT FOODS INC Ticker: KFT Security ID: 50075N104 Meeting Date: MAY 13, 2008 Meeting Type: Annual Record Date: MAR 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Ajay Banga For For Management 1.2 Elect Director Jan Bennink For For Management 1.3 Elect Director Myra M. Hart For For Management 1.4 Elect Director Lois D. Juliber For For Management 1.5 Elect Director Mark D. Ketchum For For Management
1.6 Elect Director Richard A. Lerner For For Management 1.7 Elect Director John C. Pope For For Management 1.8 Elect Director Fredric G. Reynolds For For Management 1.9 Elect Director Irene B. Rosenfeld For For Management 1.10 Elect Director Mary L. Schapiro For For Management 1.11 Elect Director Deborah C. Wright For For Management 1.12 Elect Director Frank G. Zarb For For Management 2 Ratify Auditors For For Management
-------------------------------------------------------------------------------- LEHMAN BROTHERS HOLDINGS INC. Ticker: LEH Security ID: 524908100 Meeting Date: APR 15, 2008 Meeting Type: Annual Record Date: FEB 15, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Michael L. Ainslie For For Management 2 Elect Director John F. Akers For For Management 3 Elect Director Roger S. Berlind For For Management 4 Elect Director Thomas H. Cruikshank For For Management 5 Elect Director Marsha Johnson Evans For For Management 6 Elect Director Richard S. Fuld, Jr. For For Management 7 Elect Director Christopher Gent For For Management 8 Elect Director Jerry A. Grundhofer For For Management 9 Elect Director Roland A. Hernandez For For Management 10 Elect Director Henry Kaufman For For Management 11 Elect Director John D. Macomber For For Management 12 Ratify Auditors For For Management 13 Amend Omnibus Stock Plan For Against Management 14 Approve/Amend Executive Incentive Bonus For Against Management Plan 15 Publish Political Contributions Against Against Shareholder 16 Prepare an Environmental Sustainability Against Against Shareholder Report
-------------------------------------------------------------------------------- LEXMARK INTERNATIONAL, INC. Ticker: LXK Security ID: 529771107 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 29, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Ralph E. Gomory For For Management 2 Elect Director Marvin L. Mann For For Management 3 Elect Director Teresa Beck For For Management 4 Ratify Auditors For For Management 5 Amend Omnibus Stock Plan For For Management 6 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation
-------------------------------------------------------------------------------- LINCOLN NATIONAL CORP. Ticker: LNC Security ID: 534187109 Meeting Date: MAY 8, 2008 Meeting Type: Annual Record Date: MAR 7, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director J. Patrick Barrett For For Management 1.2 Elect Director Dennis R. Glass For For Management 1.3 Elect Director Michael F. Mee For For Management 1.4 Elect Director David A. Stonecipher For For Management 2 Ratify Auditors For For Management
-------------------------------------------------------------------------------- MACY'S INC Ticker: M Security ID: 55616P104 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Stephen F. Bollenbach For For Management 1.2 Elect Director Deirdre P. Connelly For For Management 1.3 Elect Director Meyer Feldberg For For Management 1.4 Elect Director Sara Levinson For For Management 1.5 Elect Director Terry J. Lundgren For For Management 1.6 Elect Director Joseph Neubauer For For Management 1.7 Elect Director Joseph A. Pichler For For Management 1.8 Elect Director Joyce M. Roche For For Management 1.9 Elect Director Karl M. von der Heyden For For Management 1.10 Elect Director Craig E. Weatherup For For Management 1.11 Elect Director Marna C. Whittington For For Management 2 Ratify Auditors For For Management
-------------------------------------------------------------------------------- MEDTRONIC, INC. Ticker: MDT Security ID: 585055106 Meeting Date: AUG 23, 2007 Meeting Type: Annual Record Date: JUN 25, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director David L. Calhoun For For Management 1.2 Elect Director Arthur D. Collins, Jr. For For Management 1.3 Elect Director James T. Lenehan For For Management 1.4 Elect Director Kendall J. Powell For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management
-------------------------------------------------------------------------------- MERRILL LYNCH & CO., INC. Ticker: MER Security ID: 590188108 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 26, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Carol T. Christ For For Management 2 Elect Director Armando M. Codina For For Management 3 Elect Director Judith Mayhew Jonas For For Management 4 Elect Director John A. Thain For For Management
5 Ratify Auditors For For Management 6 Provide for Cumulative Voting Against Against Shareholder 7 Prohibit Executive Officer Stock Sales Against Against Shareholder During Buyback 8 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 9 Adopt Employment Contract Principles Against For Shareholder
-------------------------------------------------------------------------------- METLIFE, INC Ticker: MET Security ID: 59156R108 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: FEB 28, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Sylvia Mathews Burwell For For Management 1.2 Elect Director Eduardo Castro-Wright For For Management 1.3 Elect Director Cheryl W. Grise For For Management 1.4 Elect Director William C. Steere, Jr. For For Management 1.5 Elect Director Lulu C. Wang For For Management 2 Ratify Auditors For For Management
-------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 13, 2007 Meeting Type: Annual Record Date: SEP 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director William H. Gates, III For For Management 2 Elect Director Steven A. Ballmer For For Management 3 Elect Director James I. Cash, Jr. For For Management 4 Elect Director Dina Dublon For For Management 5 Elect Director Raymond V. Gilmartin For For Management 6 Elect Director Reed Hastings For For Management 7 Elect Director David F. Marquardt For For Management 8 Elect Director Charles H. Noski For For Management 9 Elect Director Helmut Panke For For Management 10 Elect Director Jon A. Shirley For For Management 11 Ratify Auditors For For Management 12 Adopt Policies to Protect Freedom of Against Against Shareholder Access to the Internet 13 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights
-------------------------------------------------------------------------------- MONSANTO CO. Ticker: MON Security ID: 61166W101 Meeting Date: JAN 16, 2008 Meeting Type: Annual Record Date: NOV 19, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director John W. Bachmann For For Management 1.2 Elect Director William U. Parfet For For Management
1.3 Elect Director George H. Poste For For Management 2 Ratify Auditors For For Management 3 Independent Board Chairman Against Against Shareholder 4 Amend Bylaws to Not Indemnify Directors Against Against Shareholder for Social and Environmental Liabilities
-------------------------------------------------------------------------------- NEWMONT MINING CORP. Ticker: NEM Security ID: 651639106 Meeting Date: APR 23, 2008 Meeting Type: Annual Record Date: FEB 22, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Glen A. Barton For For Management 1.2 Elect Director Vincent A. Calarco For For Management 1.3 Elect Director Joseph A. Carrabba For For Management 1.4 Elect Director Noreen Doyle For For Management 1.5 Elect Director Veronica M. Hagen For For Management 1.6 Elect Director Michael S. Hamson For For Management 1.7 Elect Director Robert J. Miller For For Management 1.8 Elect Director Richard T. O'Brien For For Management 1.9 Elect Director John B. Prescott For For Management 1.10 Elect Director Donald C. Roth For For Management 1.11 Elect Director James V. Taranik For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Independent Board Chairman Against Against Shareholder
-------------------------------------------------------------------------------- NORTHROP GRUMMAN CORP. Ticker: NOC Security ID: 666807102 Meeting Date: MAY 21, 2008 Meeting Type: Annual Record Date: MAR 25, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Lewis W. Coleman For For Management 2 Elect Director Thomas B. Fargo For For Management 3 Elect Director Victor H. Fazio For For Management 4 Elect Director Donald E. Felsinger For For Management 5 Elect Director Stephen E. Frank For For Management 6 Elect Director Phillip Frost For For Management 7 Elect Director Charles R. Larson For For Management 8 Elect Director Richard B. Myers For For Management 9 Elect Director Aulana L. Peters For For Management 10 Elect Director Kevin W. Sharer For For Management 11 Elect Director Ronald D. Sugar For For Management 12 Ratify Auditors For For Management 13 Amend Omnibus Stock Plan For For Management 14 Report on Foreign Military Sales Against Against Shareholder 15 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 16 Adopt Anti Gross-up Policy Against For Shareholder
-------------------------------------------------------------------------------- ORACLE CORP. Ticker: ORCL Security ID: 68389X105 Meeting Date: NOV 2, 2007 Meeting Type: Annual Record Date: SEP 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Jeffrey O. Henley For For Management 1.2 Elect Director Lawrence J. Ellison For For Management 1.3 Elect Director Donald L. Lucas For For Management 1.4 Elect Director Michael J. Boskin For For Management 1.5 Elect Director Jack F. Kemp For For Management 1.6 Elect Director Jeffrey S. Berg For For Management 1.7 Elect Director Safra A. Catz For For Management 1.8 Elect Director Hector Garcia-Molina For For Management 1.9 Elect Director H. Raymond Bingham For For Management 1.10 Elect Director Charles E Phillips, Jr. For For Management 1.11 Elect Director Naomi O. Seligman For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 5 Issue an Open Source Report Against Against Shareholder
-------------------------------------------------------------------------------- PATTERSON-UTI ENERGY INC. Ticker: PTEN Security ID: 703481101 Meeting Date: JUN 5, 2008 Meeting Type: Annual Record Date: APR 18, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Mark S. Siegel For For Management 1.2 Elect Director Cloyce A. Talbott For For Management 1.3 Elect Director Kenneth N. Berns For For Management 1.4 Elect Director Charles O. Buckner For For Management 1.5 Elect Director Curtis W. Huff For For Management 1.6 Elect Director Terry H. Hunt For For Management 1.7 Elect Director Kenneth R. Peak For Withhold Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management
-------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 7, 2008 Meeting Type: Annual Record Date: MAR 7, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director I.M. Cook For For Management 2 Elect Director D. Dublon For For Management 3 Elect Director V.J. Dzau For For Management 4 Elect Director R.L. Hunt For For Management 5 Elect Director A. Ibarguen For For Management 6 Elect Director A.C. Martinez For For Management 7 Elect Director I.K. Nooyi For For Management 8 Elect Director S.P. Rockefeller For For Management 9 Elect Director J.J. Schiro For For Management
10 Elect Director L.G. Trotter For For Management 11 Elect Director D.Vasella For For Management 12 Elect Director M.D. White For For Management 13 Ratify Auditors For For Management 14 Report on Recycling Against Against Shareholder 15 Report on Genetically Engineered Products Against Against Shareholder 16 Report on Human Rights Policies Relating Against Against Shareholder to Water Use 17 Report on Global Warming Against Against Shareholder 18 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation
-------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: FEB 28, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Dennis A. Ausiello For For Management 2 Elect Director Michael S. Brown For For Management 3 Elect Director M. Anthony Burns For For Management 4 Elect Director Robert N. Burt For For Management 5 Elect Director W. Don Cornwell For For Management 6 Elect Director William H. Gray, III For For Management 7 Elect Director Constance J. Horner For For Management 8 Elect Director William R. Howell For For Management 9 Elect Director James M. Kilts For For Management 10 Elect Director Jeffrey B. Kindler For For Management 11 Elect Director George A. Lorch For For Management 12 Elect Director Dana G. Mead For For Management 13 Elect Director Suzanne Nora Johnson For For Management 14 Elect Director William C. Steere, Jr. For Against Management 15 Ratify Auditors For For Management 16 Prohibit Executive Stock-Based Awards Against Against Shareholder 17 Independent Board Chairman Against For Shareholder
-------------------------------------------------------------------------------- PITNEY BOWES INC. Ticker: PBI Security ID: 724479100 Meeting Date: MAY 12, 2008 Meeting Type: Annual Record Date: MAR 18, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Rodney C. Adkins For For Management 2 Elect Director Michael J. Critelli For For Management 3 Elect Director Murray D. Martin For For Management 4 Elect Director Michael I. Roth For For Management 5 Elect Director Robert E. Weissman For For Management 6 Ratify Auditors For For Management
-------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 9, 2007 Meeting Type: Annual Record Date: AUG 10, 2007
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Rajat K. Gupta For For Management 1.2 Elect Director A. G. Lafley For For Management 1.3 Elect Director Lynn M. Martin For For Management 1.4 Elect Director Johnathan A. Rodgers For For Management 1.5 Elect Director John F. Smith, Jr. For For Management 1.6 Elect Director Ralph Snyderman, M.D. For For Management 1.7 Elect Director Margaret C. Whitman For For Management 2 Ratify Auditor For For Management 3 Prohibit Executive Stock-Based Awards Against Against Shareholder 4 Report on Free Enterprise Initiatives Against Against Shareholder 5 Report on Animal Welfare Against Against Shareholder
-------------------------------------------------------------------------------- PRUDENTIAL FINANCIAL INC Ticker: PRU Security ID: 744320102 Meeting Date: MAY 13, 2008 Meeting Type: Annual Record Date: MAR 14, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Frederic K. Becker For For Management 1.2 Elect Director Gordon M. Bethune For For Management 1.3 Elect Director Gaston Caperton For For Management 1.4 Elect Director Gilbert F. Casellas For For Management 1.5 Elect Director James G. Cullen For For Management 1.6 Elect Director William H. Gray, III For For Management 1.7 Elect Director Mark B. Grier For For Management 1.8 Elect Director Jon F. Hanson For For Management 1.9 Elect Director Constance J. Horner For For Management 1.10 Elect Director Karl J. Krapek For For Management 1.11 Elect Director Christine A. Poon For For Management 1.12 Elect Director John R. Strangfield For For Management 1.13 Elect Director James A. Unruh For For Management 2 Ratify Auditors For For Management
-------------------------------------------------------------------------------- RAYTHEON CO. Ticker: RTN Security ID: 755111507 Meeting Date: MAY 29, 2008 Meeting Type: Annual Record Date: APR 4, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Barbara M. Barrett For For Management 2 Elect Director Vernon E. Clark For For Management 3 Elect Director John M. Deutch For For Management 4 Elect Director Frederic M. Poses For For Management 5 Elect Director Michael C. Ruettgers For For Management 6 Elect Director Ronald L. Skates For For Management 7 Elect Director William R. Spivey For For Management 8 Elect Director Linda G. Stuntz For For Management 9 Elect Director William H. Swanson For For Management 10 Ratify Auditors For For Management 11 Establish SERP Policy Against For Shareholder 12 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation
-------------------------------------------------------------------------------- SCHLUMBERGER LTD. Ticker: SLB Security ID: 806857108 Meeting Date: APR 9, 2008 Meeting Type: Annual Record Date: FEB 20, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director P. Camus For For Management 1.2 Elect Director J.S. Gorelick For For Management 1.3 Elect Director A. Gould For For Management 1.4 Elect Director T. Isaac For For Management 1.5 Elect Director N. Kudryavtsev For For Management 1.6 Elect Director A. Lajous For For Management 1.7 Elect Director M.E. Marks For For Management 1.8 Elect Director D. Primat For For Management 1.9 Elect Director L.R. Reif For For Management 1.10 Elect Director T.I. Sandvold For For Management 1.11 Elect Director N. Seydoux For For Management 1.12 Elect Director L.G. Stuntz For For Management 2 ADOPTION AND APPROVAL OF FINANCIALS AND For For Management DIVIDENDS 3 APPROVAL OF ADOPTION OF THE SCHLUMBERGER For For Management 2008 STOCK INCENTIVE PLAN 4 APPROVAL OF INDEPENDENT REGISTERED PUBLIC For For Management ACCOUNTING FIRM
-------------------------------------------------------------------------------- TARGET CORPORATION Ticker: TGT Security ID: 87612E106 Meeting Date: MAY 22, 2008 Meeting Type: Annual Record Date: MAR 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Roxanne S. Austin For For Management 2 Elect Director James A. Johnson For For Management 3 Elect Director Mary E. Minnick For For Management 4 Elect Director Derica W. Rice For For Management 5 Ratify Auditors For For Management
-------------------------------------------------------------------------------- TIME WARNER INC Ticker: TWX Security ID: 887317105 Meeting Date: MAY 16, 2008 Meeting Type: Annual Record Date: MAR 21, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director James L. Barksdale For For Management 2 Elect Director Jeffrey L. Bewkes For For Management 3 Elect Director Stephen F. Bollenbach For For Management 4 Elect Director Frank J. Caufield For For Management 5 Elect Director Robert C. Clark For For Management 6 Elect Director Mathias Dopfner For For Management
7 Elect Director Jessica P. Einhorn For For Management 8 Elect Director Reuben Mark For For Management 9 Elect Director Michael A. Miles For For Management 10 Elect Director Kenneth J. Novack For For Management 11 Elect Director Richard D. Parsons For For Management 12 Elect Director Deborah C. Wright For For Management 13 Eliminate Supermajority Vote Requirement For For Management 14 Amend Executive Incentive Bonus Plan For For Management 15 Ratify Auditors For For Management 16 Independent Board Chairman Against Against Shareholder
-------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORP. Ticker: UTX Security ID: 913017109 Meeting Date: APR 9, 2008 Meeting Type: Annual Record Date: FEB 12, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Louis R. Chenevert For For Management 1.2 Elect Director George David For For Management 1.3 Elect Director John V. Faraci For For Management 1.4 Elect Director Jean-Pierre Garnier For For Management 1.5 Elect Director Jamie S. Gorelick For For Management 1.6 Elect Director Charles R. Lee For For Management 1.7 Elect Director Richard D. McCormick For For Management 1.8 Elect Director Harold McGraw III For For Management 1.9 Elect Director Richard B. Myers For For Management 1.10 Elect Director H. Patrick Swygert For For Management 1.11 Elect Director Andre Villeneuve For For Management 1.12 Elect Director Christine Todd Whitman For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Adopt Principles for Health Care Reform Against Against Shareholder 5 Improve Human Rights Standards or Against Against Shareholder Policies 6 Pay For Superior Performance Against Against Shareholder 7 Report on Foreign Military Sales Against Against Shareholder
-------------------------------------------------------------------------------- VERIZON COMMUNICATIONS Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 1, 2008 Meeting Type: Annual Record Date: MAR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Richard L. Carrion For For Management 2 Elect Director M. Frances Keeth For For Management 3 Elect Director Robert W. Lane For For Management 4 Elect Director Sandra O. Moose For For Management 5 Elect Director Joseph Neubauer For For Management 6 Elect Director Donald T. Nicolaisen For For Management 7 Elect Director Thomas H. O'Brien For For Management 8 Elect Director Clarence Otis, Jr. For For Management 9 Elect Director Hugh B. Price For For Management 10 Elect Director Ivan G. Seidenberg For For Management 11 Elect Director John W. Snow For For Management 12 Elect Director John R. Stafford For For Management
13 Ratify Auditors For For Management 14 Prohibit Executive Stock-Based Awards Against Against Shareholder 15 Amend EEO Policy to Prohibit Against Against Shareholder Discrimination based on Gender Identity 16 Independent Board Chairman Against Against Shareholder
-------------------------------------------------------------------------------- VF CORP. Ticker: VFC Security ID: 918204108 Meeting Date: APR 22, 2008 Meeting Type: Annual Record Date: MAR 4, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1.1 Elect Director Mackey J. McDonald For For Management 1.2 Elect Director Barbara S. Feigin For For Management 1.3 Elect Director Juan Ernesto de Bedout For For Management 1.4 Elect Director Ursula O. Fairbairn For For Management 1.5 Elect Director Eric C. Wiseman For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management
-------------------------------------------------------------------------------- WEATHERFORD INTERNATIONAL LTD Ticker: WFT Security ID: G95089101 Meeting Date: JUN 2, 2008 Meeting Type: Annual Record Date: APR 9, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 ELECTION AS DIRECTOR: NICHOLAS F. BRADY For For Management 2 ELECTION AS DIRECTOR: WILLIAM E. MACAULAY For For Management 3 ELECTION AS DIRECTOR: DAVID J. BUTTERS For For Management 4 ELECTION AS DIRECTOR: ROBERT B. MILLARD For For Management 5 ELECTION AS DIRECTOR: BERNARD J. For For Management DUROC-DANNER 6 ELECTION AS DIRECTOR: ROBERT K. MOSES, For For Management JR. 7 ELECTION OF DIRECTOR: ROBERT A. RAYNE For Against Management 8 Ratify Auditors For For Management
-------------------------------------------------------------------------------- WELLS FARGO AND COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 29, 2008 Meeting Type: Annual Record Date: FEB 29, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director John S. Chen For For Management 2 Elect Director Lloyd H. Dean For For Management 3 Elect Director Susan E. Engel For For Management 4 Elect Director Enrique Hernandez, Jr. For For Management 5 Elect Director Robert L. Joss For For Management 6 Elect Director Richard M. Kovacevich For For Management 7 Elect Director Richard D. McCormick For For Management 8 Elect Director Cynthia H. Milligan For For Management
9 Elect Director Nicholas G. Moore For For Management 10 Elect Director Philip J. Quigley For For Management 11 Elect Director Donald B. Rice For For Management 12 Elect Director Judith M. Runstad For For Management 13 Elect Director Stephen W. Sanger For For Management 14 Elect Director John G. Stumpf For For Management 15 Elect Director Susan G. Swenson For For Management 16 Elect Director Michael W. Wright For For Management 17 Ratify Auditors For For Management 18 Amend Executive Incentive Bonus Plan For For Management 19 Amend Omnibus Stock Plan For For Management 20 Independent Board Chairman Against Against Shareholder 21 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 22 Pay For Superior Performance Against Against Shareholder 23 Report on Human Rights Investment Against Against Shareholder Policies 24 Adopt EEO Policy Without Reference to Against Against Shareholder Sexual Orientation 25 Report on Racial and Ethnic Disparities Against Against Shareholder in Loan Pricing
-------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: APR 24, 2008 Meeting Type: Annual Record Date: MAR 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director Robert M. Amen For For Management 2 Elect Director Michael J. Critelli For For Management 3 Elect Director Robert Essner For For Management 4 Elect Director John D. Feerick For For Management 5 Elect Director Frances D. Fergusson For For Management 6 Elect Director Victor F. Ganzi For For Management 7 Elect Director Robert Langer For For Management 8 Elect Director John P. Mascotte For For Management 9 Elect Director Raymond J. McGuire For For Management 10 Elect Director Mary Lake Polan For For Management 11 Elect Director Bernard Poussot For For Management 12 Elect Director Gary L. Rogers For For Management 13 Elect Director John R. Torell III For For Management 14 Ratify Auditors For For Management 15 Amend Omnibus Stock Plan For For Management 16 Amend Non-Employee Director Restricted For For Management Stock Plan 17 Report on Political Contributions Against Against Shareholder 18 Claw-back of Payments under Restatements Against Against Shareholder
-------------------------------------------------------------------------------- XTO ENERGY INC Ticker: XTO Security ID: 98385X106 Meeting Date: MAY 20, 2008 Meeting Type: Annual Record Date: MAR 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor ----- ----------------------------------------- --------- ---------- ----------- 1 Elect Director William H. Adams III For Against Management 2 Elect Director Keith A. Hutton For For Management 3 Elect Director Jack P. Randall For For Management 4 Amend Omnibus Stock Plan For For Management 5 Ratify Auditors For For Management 6 Declassify the Board of Directors Against For Shareholder
========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant): Morgan Stanley Dividend Growth Securities Inc. By (Signature and Title): /s/ Ronald E. Robison ------------------------------------ President and Principal Executive Officer -- Office of the Funds Date August 28, 2008 2