0000728889-11-000977.txt : 20110808 0000728889-11-000977.hdr.sgml : 20110808 20110808162451 ACCESSION NUMBER: 0000728889-11-000977 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110630 FILED AS OF DATE: 20110808 DATE AS OF CHANGE: 20110808 EFFECTIVENESS DATE: 20110808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OPPENHEIMER SERIES FUND INC CENTRAL INDEX KEY: 0000356865 IRS NUMBER: 061207374 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-03346 FILM NUMBER: 111017458 BUSINESS ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 BUSINESS PHONE: 303-768-3200 MAIL ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 FORMER COMPANY: FORMER CONFORMED NAME: CONNECTICUT MUTUAL INVESTMENT ACCOUNTS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CONNECTICUT MUTUAL LIQUID ACCOUNT INC DATE OF NAME CHANGE: 19851106 0000356865 S000007309 Oppenheimer Value Fund C000020080 A C000020081 B C000020082 C C000020083 N C000033091 Y N-PX 1 npx375-2011.htm FORM N-PX Oppenheimer Series Fund, Inc.
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM N-PX

         ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                               INVESTMENT COMPANY



Investment Company Act file number:                  811-03346

Exact name of registrant as specified in charter:    Oppenheimer Series Fund,
                                                     Inc.

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

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

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

Date of fiscal year end:                             10/31/2011 12:00:00 AM

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

Item 1. Proxy Voting Record


============================= OPPENHEIMER VALUE FUND ===========================

ACE Limited

Ticker:       ACE            Security ID:  H0023R105
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 30, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Evan G. Greenberg as Director       For       For        Management
1.2   Elect Leo F. Mullin as Director           For       For        Management
1.3   Elect Olivier Steimer as Director         For       For        Management
1.4   Elect Michael P. Connors as Director      For       For        Management
1.5   Elect Eugene B. Shanks, Jr as Director    For       For        Management
1.6   Elect John A. Krol as Director            For       For        Management
2.1   Approve Annual Report                     For       For        Management
2.2   Accept Statutory Financial Statements     For       For        Management
2.3   Accept Consolidated Financial Statements  For       For        Management
3     Approve Allocation of Income and          For       For        Management
      Dividends
4     Approve Discharge of Board and Senior     For       For        Management
      Management
5.1   Ratify PricewaterhouseCoopers AG as       For       For        Management
      Auditors
5.2   Ratify Ratify PricewaterhouseCoopers LLC  For       For        Management
      as Independent Registered Public
      Accounting Firm as Auditors
5.3   Ratify BDO AG as Special Auditors         For       For        Management
6     Approve Dividend Distribution from Legal  For       For        Management
      Reserves
7     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
8     Advisory Vote on Say on Pay Frequency     None      One Year   Management


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

AerCap Holdings NV

Ticker:       AER            Security ID:  N00985106
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  APR 20, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Receive Report of Board of Directors      None      None       Management
3     Adopt Financial Statements                For       For        Management
4     Receive Explanation on Company's Reserves None      None       Management
      and Dividend Policy
5     Approve Discharge of Board of Directors   For       For        Management
6a    Elect Homaid Abdulla Al Shemmari as       For       Against    Management
      Director
6b    Elect Salem Rashed Abdulla Ali Al Noaimi  For       Against    Management
      as Director
6c    Elect Aengus Kelly as Director            For       For        Management
6d    Reelect Pieter Korteweg as Director       For       Against    Management
7     Designate CFO to Represent the Management For       For        Management
      in case All Directors are Absent or
      Prevented from Acting
8     Ratify PricewaterhouseCoopers Accountants For       For        Management
      N.V. as Auditors
9a    Grant Board Authority to Issue All Shares For       Against    Management
      Comprised in the Authorized Share Capital
9b    Authorize Board to Exclude Preemptive     For       Against    Management
      Rights from Issuance under Item 9a
10    Authorize Repurchase of Up to 10 Percent  For       For        Management
      of Issued Share Capital
11    Amend Articles Re: Increase Authorised    For       For        Management
      Share Capital
12    Allow Questions                           None      None       Management
13    Close Meeting                             None      None       Management


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

Allegheny Technologies Incorporated

Ticker:       ATI            Security ID:  01741R102
Meeting Date: APR 29, 2011   Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James C. Diggs             For       For        Management
1.2   Elect Director J. Brett Harvey            For       For        Management
1.3   Elect Director Michael J. Joyce           For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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

American Electric Power Company, Inc.

Ticker:       AEP            Security ID:  025537101
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David J. Anderson          For       For        Management
2     Elect Director James F. Cordes            For       For        Management
3     Elect Director Ralph D. Crosby, Jr.       For       For        Management
4     Elect Director Linda A. Goodspeed         For       For        Management
5     Elect Director Thomas E. Hoaglin          For       For        Management
6     Elect Director Lester A. Hudson, Jr.      For       For        Management
7     Elect Director Michael G. Morris          For       For        Management
8     Elect Director Richard C. Notebaert       For       For        Management
9     Elect Director Lionel L. Nowell III       For       For        Management
10    Elect Director  Richard L. Sandor         For       For        Management
11    Elect Director Kathryn D. Sullivan        For       For        Management
12    Elect Director Sara Martinez Tucker       For       For        Management
13    Elect Director John F. Turner             For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Amgen Inc.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 20, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David Baltimore            For       For        Management
2     Elect Director Frank J. Biondi, Jr.       For       For        Management
3     Elect Director Francois De Carbonnel      For       For        Management
4     Elect Director Vance D. Coffman           For       For        Management
5     Elect Director Rebecca M. Henderson       For       For        Management
6     Elect Director Frank C. Herringer         For       For        Management
7     Elect Director Gilbert S. Omenn           For       For        Management
8     Elect Director Judith C. Pelham           For       For        Management
9     Elect Director J. Paul Reason             For       For        Management
10    Elect Director Leonard D. Schaeffer       For       For        Management
11    Elect Director Kevin W. Sharer            For       For        Management
12    Elect Director Ronald D. Sugar            For       For        Management
13    Ratify Auditors                           For       For        Management
14    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
16    Provide Right to Act by Written Consent   Against   For        Shareholder


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

Apache Corporation

Ticker:       APA            Security ID:  037411105
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director G. Steven Farris           For       For        Management
2     Elect Director Randolph M. Ferlic         For       For        Management
3     Elect Director A.D. Frazier, Jr.          For       For        Management
4     Elect Director John A. Kocur              For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
8     Increase Authorized Common Stock          For       For        Management
9     Increase Authorized Preferred Stock       For       For        Management
10    Approve Omnibus Stock Plan                For       For        Management


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

AT&T Inc.

Ticker:       T              Security ID:  00206R102
Meeting Date: APR 29, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Randall L. Stephenson      For       For        Management
2     Elect Director Gilbert F. Amelio          For       For        Management
3     Elect Director Reuben V. Anderson         For       For        Management
4     Elect Director James H. Blanchard         For       For        Management
5     Elect Director Jaime Chico Pardo          For       For        Management
6     Elect Director James P. Kelly             For       For        Management
7     Elect Director Jon C. Madonna             For       For        Management
8     Elect Director Lynn M. Martin             For       For        Management
9     Elect Director John B. McCoy              For       For        Management
10    Elect Director Joyce M. Roche             For       For        Management
11    Elect Director Matthew K. Rose            For       For        Management
12    Elect Director Laura D Andrea Tyson       For       For        Management
13    Ratify Auditors                           For       For        Management
14    Approve Omnibus Stock Plan                For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
17    Report on Political Contributions         Against   For        Shareholder
18    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
19    Provide Right to Act by Written Consent   Against   For        Shareholder


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

Celanese Corporation

Ticker:       CE             Security ID:  150870103
Meeting Date: APR 21, 2011   Meeting Type: Annual
Record Date:  FEB 23, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Martin G. McGuinn          For       For        Management
2     Elect Director Daniel S. Sanders          For       For        Management
3     Elect Director John K. Wulff              For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Ratify Auditors                           For       For        Management


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

Chevron Corporation

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

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


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

Church & Dwight Co., Inc.

Ticker:       CHD            Security ID:  171340102
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jose B. Alvarez            For       For        Management
1.2   Elect Director James R. Craigie           For       For        Management
1.3   Elect Director Rosina B. Dixon            For       For        Management
1.4   Elect Director Robert D. LeBlanc          For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Ratify Auditors                           For       For        Management


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

CIT Group Inc.

Ticker:       CIT            Security ID:  125581801
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John A. Thain              For       For        Management
2     Elect Director Michael J. Embler          For       For        Management
3     Elect Director William M. Freeman         For       For        Management
4     Elect Director David M. Moffett           For       For        Management
5     Elect Director R. Brad Oates              For       For        Management
6     Elect Director Marianne Miller Parrs      For       For        Management
7     Elect Director Gerald Rosenfeld           For       For        Management
8     Elect Director John R. Ryan               For       For        Management
9     Elect Director Seymour Sternberg          For       For        Management
10    Elect Director Peter J. Tobin             For       For        Management
11    Elect Director Laura S. Unger             For       For        Management
12    Ratify Auditors                           For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
15    Approve Qualified Employee Stock Purchase For       For        Management
      Plan


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

Comcast Corporation

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director S. Decker Anstrom          For       For        Management
1.2   Elect Director Kenneth J. Bacon           For       For        Management
1.3   Elect Director Sheldon M. Bonovitz        For       For        Management
1.4   Elect Director Edward D. Breen            For       For        Management
1.5   Elect Director Joseph J. Collins          For       For        Management
1.6   Elect Director J. Michael Cook            For       For        Management
1.7   Elect Director Gerald L. Hassell          For       For        Management
1.8   Elect Director Jeffrey A. Honickman       For       For        Management
1.9   Elect Director Eduardo G. Mestre          For       For        Management
1.10  Elect Director Brian L. Roberts           For       For        Management
1.11  Elect Director Ralph J. Roberts           For       For        Management
1.12  Elect Director Judith Rodin               For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Nonqualified Employee Stock       For       For        Management
      Purchase Plan
4     Amend Restricted Stock Plan               For       For        Management
5     Amend Stock Option Plan                   For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
8     Provide for Cumulative Voting             Against   Against    Shareholder
9     Require Independent Board Chairman        Against   For        Shareholder


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

Cooper Industries plc

Ticker:       CBE            Security ID:  G24140108
Meeting Date: MAY 2, 2011    Meeting Type: Annual
Record Date:  MAR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Linda A. Hill as Director           For       For        Management
2     Elect James J. Postl as Director          For       For        Management
3     Elect Mark S. Thompson as Director        For       For        Management
4     Accept Financial Statements and Statutory For       For        Management
      Reports
5     Approve Ernst & Young as Auditors and     For       For        Management
      Authorize the Audit Committee to Fix
      Their Remuneration
6     Approve Omnibus Stock Plan                For       For        Management
7     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
8     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
9     Authorize Share Repurchase by any         For       For        Management
      Subsidiary of the Company
10    Authorize the Reissue Price Range of      For       For        Management
      Treasury Shares


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

Dell Inc.

Ticker:       DELL           Security ID:  24702R101
Meeting Date: AUG 12, 2010   Meeting Type: Annual
Record Date:  MAY 21, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James W. Breyer            For       For        Management
1.2   Elect Director Donald J. Carty            For       Withhold   Management
1.3   Elect Director Michael S. Dell            For       Withhold   Management
1.4   Elect Director William H. Gray, III       For       Withhold   Management
1.5   Elect Director Judy C. Lewent             For       For        Management
1.6   Elect Director Thomas W. Luce, III        For       Withhold   Management
1.7   Elect Director Klaus S. Luft              For       For        Management
1.8   Elect Director Alex J. Mandl              For       For        Management
1.9   Elect Director Shantanu Narayen           For       For        Management
1.10  Elect Director Sam Nunn                   For       Withhold   Management
1.11  Elect Director H. Ross Perot, Jr.         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management
4     Reimburse Proxy Contest Expenses          Against   For        Shareholder
5     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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

E*TRADE Financial Corporation

Ticker:       ETFC           Security ID:  269246401
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Frederick W. Kanner        For       For        Management
2     Elect Director Joseph M. Velli            For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Ratify Auditors                           For       For        Management


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

Edison International

Ticker:       EIX            Security ID:  281020107
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  MAR 2, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Jagjeet S. Bindra          For       For        Management
2     Elect Director Vanessa C.L. Chang         For       For        Management
3     Elect Director France A. Cordova          For       For        Management
4     Elect Director Theodore F. Craver, Jr.    For       For        Management
5     Elect Director Charles B. Curtis          For       For        Management
6     Elect Director Bradford M. Freeman        For       For        Management
7     Elect Director Luis G. Nogales            For       For        Management
8     Elect Director Ronald L. Olson            For       For        Management
9     Elect Director James M. Rosser            For       For        Management
10    Elect Director Richard T. Schlosberg, III For       For        Management
11    Elect Director Thomas C. Sutton           For       For        Management
12    Elect Director Brett White                For       For        Management
13    Ratify Auditors                           For       For        Management
14    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
16    Amend Omnibus Stock Plan                  For       For        Management


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

Entergy Corporation

Ticker:       ETR            Security ID:  29364G103
Meeting Date: MAY 6, 2011    Meeting Type: Annual
Record Date:  MAR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Maureen Scannell Bateman   For       For        Management
2     Elect Director Gary W. Edwards            For       For        Management
3     Elect Director Alexis M. Herman           For       For        Management
4     Elect Director Donald C. Hintz            For       For        Management
5     Elect Director J. Wayne Leonard           For       For        Management
6     Elect Director Stuart L. Levenick         For       For        Management
7     Elect Director Blanche L. Lincoln         For       For        Management
8     Elect Director Stewart C. Myers           For       For        Management
9     Elect Director William A. Percy, II       For       For        Management
10    Elect Director W.J. Tauzin                For       For        Management
11    Elect Director Steven V. Wilkinson        For       For        Management
12    Ratify Auditors                           For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
15    Approve Omnibus Stock Plan                For       For        Management


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

Exxon Mobil Corporation

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  APR 6, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director M.J. Boskin                For       For        Management
1.2   Elect Director P. Brabeck-Letmathe        For       For        Management
1.3   Elect Director L.R. Faulkner              For       For        Management
1.4   Elect Director J.S. Fishman               For       For        Management
1.5   Elect Director K.C. Frazier               For       For        Management
1.6   Elect Director W.W. George                For       For        Management
1.7   Elect Director M.C. Nelson                For       For        Management
1.8   Elect Director S.J. Palmisano             For       For        Management
1.9   Elect Director S.S. Reinemund             For       For        Management
1.10  Elect Director R.W. Tillerson             For       For        Management
1.11  Elect Director E.E. Whitacre, Jr.         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Require Independent Board Chairman        Against   For        Shareholder
6     Report on Political Contributions         Against   For        Shareholder
7     Amend EEO Policy to Prohibit              Against   Abstain    Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
8     Adopt Policy on Human Right to Water      Against   Abstain    Shareholder
9     Report on Environmental Impact of Oil     Against   For        Shareholder
      Sands Operations in Canada
10    Report on Environmental Impacts of        Against   For        Shareholder
      Natural Gas Fracturing
11    Report on Energy Technologies Development Against   Abstain    Shareholder
12    Adopt Quantitative GHG Goals for Products Against   For        Shareholder
      and Operations


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

Gilead Sciences, Inc.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John F. Cogan              For       For        Management
1.2   Elect Director Etienne F. Davignon        For       For        Management
1.3   Elect Director James M. Denny             For       For        Management
1.4   Elect Director Carla A. Hills             For       For        Management
1.5   Elect Director Kevin E. Lofton            For       For        Management
1.6   Elect Director John W. Madigan            For       For        Management
1.7   Elect Director John C. Martin             For       For        Management
1.8   Elect Director Gordon E. Moore            For       For        Management
1.9   Elect Director Nicholas G. Moore          For       For        Management
1.10  Elect Director Richard J. Whitley         For       For        Management
1.11  Elect Director Gayle E. Wilson            For       For        Management
1.12  Elect Director Per Wold-Olsen             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Reduce Supermajority Vote Requirement     For       For        Management
5     Provide Right to Call Special Meeting     For       For        Management
6     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Halliburton Company

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

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


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

Harris Corporation

Ticker:       HRS            Security ID:  413875105
Meeting Date: OCT 22, 2010   Meeting Type: Annual
Record Date:  AUG 27, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Howard L. Lance            For       For        Management
2     Elect Director Thomas A. Dattilo          For       For        Management
3     Elect Director Terry D. Growcock          For       For        Management
4     Elect Director Leslie F. Kenne            For       For        Management
5     Elect Director David B. Rickard           For       For        Management
6     Elect Director James C. Stoffel           For       For        Management
7     Elect Director Gregory T. Swienton        For       For        Management
8     Ratify Auditors                           For       For        Management
9     Approve Executive Incentive Bonus Plan    For       For        Management
10    Amend Omnibus Stock Plan                  For       For        Management
11    Require Independent Board Chairman        Against   Against    Shareholder


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

Humana Inc.

Ticker:       HUM            Security ID:  444859102
Meeting Date: APR 21, 2011   Meeting Type: Annual
Record Date:  FEB 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Frank A. D'Amelio          For       For        Management
2     Elect Director W. Roy Dunbar              For       For        Management
3     Elect Director Kurt J. Hilzinger          For       For        Management
4     Elect Director David A. Jones, Jr.        For       For        Management
5     Elect Director Michael B. McCallister     For       For        Management
6     Elect Director William J. McDonald        For       For        Management
7     Elect Director William E. Mitchell        For       For        Management
8     Elect Director David B. Nash              For       For        Management
9     Elect Director James J. O'Brien           For       For        Management
10    Elect Director Marissa T. Peterson        For       For        Management
11    Ratify Auditors                           For       For        Management
12    Approve Omnibus Stock Plan                For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Ingersoll-Rand plc

Ticker:       IR             Security ID:  G47791101
Meeting Date: JUN 2, 2011    Meeting Type: Annual
Record Date:  APR 6, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Ann C. Berzin              For       For        Management
2     Elect Director John Bruton                For       For        Management
3     Elect Director Jared L. Cohon             For       For        Management
4     Elect Director Gary D. Forsee             For       For        Management
5     Elect Director Peter C. Godsoe            For       For        Management
6     Elect Director Edward E. Hagenlocker      For       For        Management
7     Elect Director Constance J. Horner        For       For        Management
8     Elect Director Michael W. Lamach          For       For        Management
9     Elect Director Theodore E. Martin         For       For        Management
10    Elect Director Richard J. Swift           For       For        Management
11    Elect Director Tony L. White              For       For        Management
12    Approve Executive Incentive Scheme        For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
15    Authorize Market Purchase                 For       For        Management
16    Ratify Auditors                           For       For        Management


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

JPMorgan Chase & Co.

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

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


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

Lear Corporation

Ticker:       LEA            Security ID:  521865204
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Thomas P. Capo             For       For        Management
2     Elect Director Curtis J. Clawson          For       For        Management
3     Elect Director Jonathon F. Foster         For       For        Management
4     Elect Director Conrad L. Mallett, Jr.     For       For        Management
5     Elect Director Robert E. Rossiter         For       For        Management
6     Elect Director Donald L. Runkle           For       For        Management
7     Elect Director Gregory C. Smith           For       For        Management
8     Elect Director Henry D.G. Wallace         For       For        Management
9     Ratify Auditors                           For       For        Management
10    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

LyondellBasell Industries NV

Ticker:       LYB            Security ID:  N53745100
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  APR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      None       Management
2     Discussion on Company's Corporate         None      None       Management
      Governance Structure
3a    Elect J.S. Bindra as Class I Directors to For       For        Management
      the Supervisory Board
3b    Reelect M. Carroll as Class I Directors   For       For        Management
      to the Supervisory Board
3c    Reelect R. van der Meer as Class I        For       For        Management
      Directors to the Supervisory Board
4     Elect R. Buchanan as Class II Director to For       For        Management
      the Supervisory Board
5     Elect J. Aigrain as Class III Director to For       For        Management
      the Supervisory Board
6     Adopt Financial Statements and Statutory  For       For        Management
      Reports
7     Approve Discharge of Management Board     For       For        Management
8     Approve Discharge of Supervisory Board    For       For        Management
9     Ratify PricewaterhouseCoopers as Auditors For       For        Management
10    Approve Remuneration of Supervisory Board For       Against    Management
11    Amend Articles Re: Removal of References  For       For        Management
      to Class B Shares and Conversion into A
      Shares, Deletion of Provisions regarding
      Listing on New York Stock Exchange, and
      Legislative Changes in Dutch Law
12    Receive Explanation on Company's Reserves None      None       Management
      and Dividend Policy
13    Approve Dividends of USD 0.10 Per Share   For       For        Management
14    Advisory Vote to Approve Remuneration     For       Against    Management
      Report Containing Remuneration Policy for
      Management Board Members
15    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
16    Elect G. Gwin as Class II Director to the For       For        Management
      Supervisory Board
17    Close Meeting                             None      None       Management


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

M&T Bank Corporation

Ticker:       MTB            Security ID:  55261F104
Meeting Date: APR 19, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Brent D. Baird             For       For        Management
1.2   Elect Director Robert J. Bennett          For       For        Management
1.3   Elect Director C. Angela Bontempo         For       For        Management
1.4   Elect Director Robert T. Brady            For       Withhold   Management
1.5   Elect Director Michael D. Buckley         For       For        Management
1.6   Elect Director T. Jefferson Cunningham,   For       For        Management
      III
1.7   Elect Director Mark J. Czarnecki          For       For        Management
1.8   Elect Director Gary N. Geisel             For       For        Management
1.9   Elect Director Patrick W.E. Hodgson       For       For        Management
1.10  Elect Director Richard G. King            For       For        Management
1.11  Elect Director Jorge G. Pereira           For       For        Management
1.12  Elect Director Michael P. Pinto           For       For        Management
1.13  Elect Director Melinda R. Rich            For       For        Management
1.14  Elect Director Robert E. Sadler, Jr.      For       For        Management
1.15  Elect Director Herbert L. Washington      For       For        Management
1.16  Elect Director Robert G. Wilmers          For       For        Management
2     Advisory Vote on Executive Compensation   For       For        Management
3     Ratify Auditors                           For       For        Management


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

MetLife, Inc.

Ticker:       MET            Security ID:  59156R108
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven A. Kandarian        For       For        Management
1.2   Elect Director Sylvia Mathews Burwell     For       For        Management
1.3   Elect Director Eduardo Castro-Wright      For       For        Management
1.4   Elect Director Cheryl W. Grise            For       For        Management
1.5   Elect Director Lulu C. Wang               For       For        Management
2     Declassify the Board of Directors         For       For        Management
3     Ratify Auditors                           For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Mohawk Industries, Inc.

Ticker:       MHK            Security ID:  608190104
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Karen A. Smith Bogart      For       For        Management
1.2   Elect Director John F. Fiedler            For       For        Management
1.3   Elect Director Richard C. Ill             For       For        Management
1.4   Elect Director Jeffrey S. Lorberbaum      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Navistar International Corporation

Ticker:       NAV            Security ID:  63934E108
Meeting Date: FEB 15, 2011   Meeting Type: Annual
Record Date:  DEC 31, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James H. Keyes             For       For        Management
1.2   Elect Director John D. Correnti           For       For        Management
1.3   Elect Director Daniel C. Ustian           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote


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

NiSource Inc.

Ticker:       NI             Security ID:  65473P105
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Richard A. Abdoo           For       For        Management
2     Elect Director Steven C. Beering          For       For        Management
3     Elect Director Michael E. Jesanis         For       For        Management
4     Elect Director Marty R. Kittrell          For       For        Management
5     Elect Director W. Lee Nutter              For       For        Management
6     Elect Director Deborah S. Parker          For       For        Management
7     Elect Director Ian M. Rolland             For       For        Management
8     Elect Director Robert C. Skaggs, Jr.      For       For        Management
9     Elect Director Richard L. Thompson        For       For        Management
10    Elect Director Carolyn Y. Woo             For       For        Management
11    Ratify Auditors                           For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
14    Provide Right to Act by Written Consent   Against   For        Shareholder


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

Oracle Corporation

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: OCT 6, 2010    Meeting Type: Annual
Record Date:  AUG 9, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jeffrey S. Berg            For       Withhold   Management
1.2   Elect Director H. Raymond Bingham         For       For        Management
1.3   Elect Director Michael J. Boskin          For       For        Management
1.4   Elect Director Safra A. Catz              For       For        Management
1.5   Elect Director Bruce R. Chizen            For       For        Management
1.6   Elect Director George H. Conrades         For       For        Management
1.7   Elect Director Lawrence J. Ellison        For       For        Management
1.8   Elect Director Hector Garcia-Molina       For       Withhold   Management
1.9   Elect Director Jeffrey O. Henley          For       For        Management
1.10  Elect Director Mark V. Hurd               For       For        Management
1.11  Elect Director Donald L. Lucas            For       For        Management
1.12  Elect Director Naomi O. Seligman          For       Withhold   Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management
5     Establish Board Committee on              Against   Against    Shareholder
      Sustainability
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Stock Retention/Holding Period            Against   For        Shareholder


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

Penn West Petroleum Ltd.

Ticker:       PWT            Security ID:  707887105
Meeting Date: JUN 8, 2011    Meeting Type: Annual
Record Date:  MAY 3, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Ratify KPMG LLP as Auditors               For       For        Management
2.1   Elect Director James E. Allard            For       For        Management
2.2   Elect Director William E. Andrew          For       For        Management
2.3   Elect Director George H. Brookman         For       For        Management
2.4   Elect Director John A. Brussa             For       For        Management
2.5   Elect Director Daryl Gilbert              For       For        Management
2.6   Elect Director Shirley A. McClellan       For       For        Management
2.7   Elect Director Murray R. Nunns            For       For        Management
2.8   Elect Director Frank Potter               For       For        Management
2.9   Elect Director Jack Schanck               For       For        Management
2.10  Elect Director James C. Smith             For       For        Management


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

Pfizer Inc.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     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 W. Don Cornwell            For       For        Management
5     Elect Director Frances D. Fergusson       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 James M. Kilts             For       For        Management
9     Elect Director George A. Lorch            For       For        Management
10    Elect Director John P. Mascotte           For       For        Management
11    Elect Director Suzanne Nora Johnson       For       For        Management
12    Elect Director Ian C. Read                For       For        Management
13    Elect Director Stephen W. Sanger          For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     Two Years One Year   Management
17    Publish Political Contributions           Against   Against    Shareholder
18    Report on Public Policy Advocacy Process  Against   Against    Shareholder
19    Adopt Policy to Restrain Pharmaceutical   Against   Against    Shareholder
      Price Increases
20    Provide Right to Act by Written Consent   Against   For        Shareholder
21    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
22    Report on Animal Testing and Plans for    Against   Against    Shareholder
      Reduction


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

Prudential Financial, Inc.

Ticker:       PRU            Security ID:  744320102
Meeting Date: MAY 10, 2011   Meeting Type: Annual
Record Date:  MAR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Thomas J. Baltimore, Jr.   For       For        Management
2     Elect Director Gordon M. Bethune          For       For        Management
3     Elect Director Gaston Caperton            For       For        Management
4     Elect Director Gilbert F. Casellas        For       For        Management
5     Elect Director James G. Cullen            For       For        Management
6     Elect Director William H. Gray, III       For       For        Management
7     Elect Director Mark B. Grier              For       For        Management
8     Elect Director Constance J. Horner        For       For        Management
9     Elect Director Martina Hund-Mejean        For       For        Management
10    Elect Director Karl J. Krapek             For       For        Management
11    Elect Director Christine A. Poon          For       For        Management
12    Elect Director John R. Strangfield        For       For        Management
13    Elect Director James A. Unruh             For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
17    Reduce Supermajority Vote Requirement     For       For        Shareholder
18    Report on Lobbying Contributions and      Against   Abstain    Shareholder
      Expenses


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

QUALCOMM Incorporated

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

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


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

Rock-Tenn Company

Ticker:       RKT            Security ID:  772739207
Meeting Date: MAY 27, 2011   Meeting Type: Special
Record Date:  APR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Adjourn Meeting                           For       For        Management


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

Royal Dutch Shell plc

Ticker:       RDSB           Security ID:  780259206
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  APR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       For        Management
3     Elect Linda Stuntz as Director            For       For        Management
4     Re-elect Josef Ackermann as Director      For       For        Management
5     Re-elect Malcolm Brinded as Director      For       For        Management
6     Elect Guy Elliott as Director             For       For        Management
7     Re-elect Simon Henry as Director          For       For        Management
8     Re-elect Charles Holliday as Director     For       For        Management
9     Re-elect Lord Kerr of Kinlochard as       For       For        Management
      Director
10    Elect Gerard Kleisterlee as Director      For       For        Management
11    Re-elect Christine Morin-Postel as        For       For        Management
      Director
12    Re-elect Jorma Ollila as Director         For       For        Management
13    Re-elect Jeroen van der Veer as Director  For       For        Management
14    Re-elect Peter Voser as Director          For       For        Management
15    Re-elect Hans Wijers as Director          For       For        Management
16    Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors of the Company
17    Authorise Board to Fix Remuneration of    For       For        Management
      Auditors
18    Authorise Issue of Equity with            For       For        Management
      Pre-emptive Rights
19    Authorise Issue of Equity without         For       For        Management
      Pre-emptive Rights
20    Authorise Market Purchase                 For       For        Management
21    Authorise EU Political Donations and      For       For        Management
      Expenditure


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

State Street Corporation

Ticker:       STT            Security ID:  857477103
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director K. Burnes                  For       For        Management
2     Elect Director P. Coym                    For       For        Management
3     Elect Director P. De Saint-Aignan         For       For        Management
4     Elect Director A. Fawcett                 For       For        Management
5     Elect Director D. Gruber                  For       For        Management
6     Elect Director L. Hill                    For       For        Management
7     Elect Director J. Hooley                  For       For        Management
8     Elect Director R. Kaplan                  For       For        Management
9     Elect Director C. LaMantia                For       For        Management
10    Elect Director R. Sergel                  For       For        Management
11    Elect Director R. Skates                  For       For        Management
12    Elect Director G. Summe                   For       For        Management
13    Elect Director R. Weissman                For       For        Management
14    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
16    Approve Executive Incentive Bonus Plan    For       For        Management
17    Ratify Auditors                           For       For        Management
18    Report on Political Contributions         Against   For        Shareholder


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

Target Corporation

Ticker:       TGT            Security ID:  87612E106
Meeting Date: JUN 8, 2011    Meeting Type: Annual
Record Date:  APR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Roxanne S. Austin          For       For        Management
2     Elect Director Calvin Darden              For       For        Management
3     Elect Director Mary N. Dillon             For       For        Management
4     Elect Director James A. Johnson           For       For        Management
5     Elect Director Mary E. Minnick            For       For        Management
6     Elect Director Anne M. Mulcahy            For       For        Management
7     Elect Director Derica W. Rice             For       For        Management
8     Elect Director Stephen W. Sanger          For       For        Management
9     Elect Director Gregg W. Steinhafel        For       For        Management
10    Elect Director John G. Stumpf             For       For        Management
11    Elect Director Solomon D. Trujillo        For       For        Management
12    Ratify Auditors                           For       For        Management
13    Approve Omnibus Stock Plan                For       For        Management
14    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
16    Adopt Compensation Benchmarking Policy    Against   For        Shareholder
17    Report on Electronics Recycling and       Against   For        Shareholder
      Preventing E-Waste Export


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

The Babcock & Wilcox Company

Ticker:       BWC            Security ID:  05615F102
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Brandon C. Bethards        For       For        Management
1.2   Elect Director D. Bradley McWilliams      For       For        Management
1.3   Elect Director Anne R. Pramaggiore        For       For        Management
1.4   Elect Director Larry L. Weyers            For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Amend Executive Incentive Bonus Plan      For       For        Management
6     Ratify Auditors                           For       For        Management


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

The Coca-Cola Company

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

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


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

The Goldman Sachs Group, Inc.

Ticker:       GS             Security ID:  38141G104
Meeting Date: MAY 6, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Lloyd C. Blankfein         For       For        Management
2     Elect Director John H. Bryan              For       For        Management
3     Elect Director Gary D. Cohn               For       For        Management
4     Elect Director Claes Dahlback             For       For        Management
5     Elect Director Stephen Friedman           For       For        Management
6     Elect Director William W. George          For       For        Management
7     Elect Director James A. Johnson           For       For        Management
8     Elect Director Lois D. Juliber            For       For        Management
9     Elect Director Lakshmi N. Mittal          For       For        Management
10    Elect Director James J. Schiro            For       For        Management
11    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
12    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
13    Ratify Auditors                           For       For        Management
14    Provide for Cumulative Voting             Against   Against    Shareholder
15    Amend Bylaws-- Call Special Meetings      Against   For        Shareholder
16    Stock Retention/Holding Period            Against   For        Shareholder
17    Review Executive Compensation             Against   Abstain    Shareholder
18    Report on Climate Change Business Risks   Against   Abstain    Shareholder
19    Report on Political Contributions         Against   Abstain    Shareholder


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

The PNC Financial Services Group, Inc.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 26, 2011   Meeting Type: Annual
Record Date:  FEB 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Richard O. Berndt          For       For        Management
2     Elect Director Charles E. Bunch           For       For        Management
3     Elect Director Paul W. Chellgren          For       For        Management
4     Elect Director Kay Coles James            For       For        Management
5     Elect Director Richard B. Kelson          For       Against    Management
6     Elect Director Bruce C. Lindsay           For       For        Management
7     Elect Director Anthony A. Massaro         For       For        Management
8     Elect Director Jane G. Pepper             For       For        Management
9     Elect Director James E. Rohr              For       For        Management
10    Elect Director Donald J. Shepard          For       For        Management
11    Elect Director Lorene K. Steffes          For       For        Management
12    Elect Director Dennis F. Strigl           For       For        Management
13    Elect Director Thomas J. Usher            For       For        Management
14    Elect Director George H. Walls, Jr.       For       For        Management
15    Elect Director Helge H. Wehmeier          For       For        Management
16    Ratify Auditors                           For       For        Management
17    Amend Omnibus Stock Plan                  For       For        Management
18    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
19    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

The Talbots, Inc.

Ticker:       TLB            Security ID:  874161102
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Marjorie L. Bowen          For       For        Management
1.2   Elect Director John W. Gleeson            For       For        Management
1.3   Elect Director Andrew H. Madsen           For       For        Management
1.4   Elect Director Gary M. Pfeiffer           For       For        Management
1.5   Elect Director Trudy F. Sullivan          For       For        Management
1.6   Elect Director Susan M. Swain             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Tyco International, Ltd.

Ticker:       TYC            Security ID:  H89128104
Meeting Date: MAR 9, 2011    Meeting Type: Annual
Record Date:  JAN 10, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports for Fiscal 2009/2010
2     Approve Discharge of Board and Senior     For       For        Management
      Management
3.1   Elect Edward D. Breen as Director         For       For        Management
3.2   Elect Michael Daniels as Director         For       For        Management
3.3   Reelect Timothy Donahue as Director       For       For        Management
3.4   Reelect Brian Duperreault as Director     For       For        Management
3.5   Reelect Bruce Gordon as Director          For       For        Management
3.6   Reelect Rajiv L. Gupta as Director        For       For        Management
3.7   Reelect John Krol as Director             For       For        Management
3.8   Reelect Brendan O'Neill as Director       For       For        Management
3.9   Reelect Dinesh Paliwal as Director        For       For        Management
3.10  Reelect William Stavropoulos as Director  For       For        Management
3.11  Reelect Sandra Wijnberg as Director       For       For        Management
3.12  Reelect R. David Yost as Director         For       For        Management
4a    Ratify Deloitte AG as Auditors            For       For        Management
4b    Appoint Deloitte & Touche LLP as          For       For        Management
      Independent Registered Public Accounting
      Firm for Fiscal 2010/2011
4c    Ratify PricewaterhouseCoopers AG as       For       For        Management
      Special Auditors
5a    Approve Carrying Forward of Net Loss      For       For        Management
5b    Approve Ordinary Cash Dividend            For       For        Management
6     Amend Articles to Renew Authorized Share  For       For        Management
      Capital
7     Approve CHF 188,190,276.70 Reduction in   For       For        Management
      Share Capital
8a    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
8b    Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

U.S. Bancorp

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

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


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

United Continental Holdings, Inc.

Ticker:       UAL            Security ID:  910047109
Meeting Date: JUN 8, 2011    Meeting Type: Annual
Record Date:  APR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kirbyjon H. Caldwell       For       For        Management
1.2   Elect Director Carolyn Corvi              For       For        Management
1.3   Elect Director W. James Farrell           For       For        Management
1.4   Elect Director Jane C. Garvey             For       For        Management
1.5   Elect Director Walter Isaacson            For       For        Management
1.6   Elect Director Henry L. Meyer III         For       For        Management
1.7   Elect Director Oscar Munoz                For       For        Management
1.8   Elect Director James J. O'Connor          For       For        Management
1.9   Elect Director Laurence E. Simmons        For       For        Management
1.10  Elect Director Jeffery A. Smisek          For       For        Management
1.11  Elect Director Glenn F. Tilton            For       For        Management
1.12  Elect Director David J. Vitale            For       For        Management
1.13  Elect Director John H. Walker             For       For        Management
1.14  Elect Director Charles A. Yamarone        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Walgreen Co.

Ticker:       WAG            Security ID:  931422109
Meeting Date: JAN 12, 2011   Meeting Type: Annual
Record Date:  NOV 15, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David J. Brailer           For       For        Management
2     Elect Director Steven A. Davis            For       For        Management
3     Elect Director William C. Foote           For       For        Management
4     Elect Director Mark P. Frissora           For       For        Management
5     Elect Director Ginger L. Graham           For       For        Management
6     Elect Director Alan G. McNally            For       For        Management
7     Elect Director Nancy M. Schlichting       For       For        Management
8     Elect Director David Y. Schwartz          For       For        Management
9     Elect Director Alejandro Silva            For       For        Management
10    Elect Director James A. Skinner           For       For        Management
11    Elect Director Gregory D. Wasson          For       For        Management
12    Ratify Auditors                           For       For        Management
13    Amend Articles of Incorporation to Revise For       For        Management
      the Purpose Clause
14    Reduce Supermajority Vote Requirement     For       For        Management
15    Rescind Fair Price Provision              For       For        Management
16    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
17    Performance-Based Equity Awards           Against   For        Shareholder


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

WellPoint, Inc.

Ticker:       WLP            Security ID:  94973V107
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 17, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Angela F. Braly            For       For        Management
1.2   Elect Director Warren Y. Jobe             For       For        Management
1.3   Elect Director William G. Mays            For       For        Management
1.4   Elect Director William J. Ryan            For       For        Management
2     Ratify Auditors                           For       For        Management
3a    Reduce Supermajority Vote Requirement     For       For        Management
      Relating to Vote Requirement
3b    Reduce Supermajority Vote Requirement     For       For        Management
      Relating to Removal of Directors
3c    Opt Out of State's Control Share          For       For        Management
      Acquisition Law
3d    Amend Articles of Incorporation to Remove For       For        Management
      Certain Obsolete Provisions
3e    Amend Articles of Incorporation to Remove For       For        Management
      Other Obsolete Provisions and Make
      Conforming Changes
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Feasibility Study for Converting to       Against   Against    Shareholder
      Nonprofit Status
7     Reincorporate in Another State [from      Against   For        Shareholder
      Indiana to Delaware]
8     Require Independent Board Chairman        Against   For        Shareholder


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

Wells Fargo & Company

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

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


                            SIGNATURES

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

Registrant:  Oppenheimer Series Fund, Inc.

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

Date:        August 4, 2011

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