N-PX 1 ffnpx2005.txt 2005 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 COMPANIES Investment Company Act file number 811-04605 First Financial Fund, Inc. (Exact name of registrant as specified in charter) 1680 38th Street, Suite 800 Boulder, CO 80301 (Address of principal executive offices) (Zip code) Stephen C. Miller 1680 38th Street, Suite 800 Boulder, CO 80301 (Name and address of agent for service) Registrant's telephone number, including area code: (303) 444-5483 Date of fiscal year end: March 31 Date of reporting period: July 1, 2004 - June 30, 2005 Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.
PROXY VOTING RECORD FOR PERIOD JULY 1, 2004 TO JUNE 30, 2005 Matter Proposed Vote by Cast Vote Shldr Issuer (Yes (For For or Ticker Meeting Record Mtg Description of Matter to be or or or Against Name of Issuer Symbol CUSIP Date Date Type Voted On Holder No) Against Mngmnt Election of Jonathan A. Arbor Realty Bernstein and Joseph Trust, Inc. ABR 038923405 7/29/04 6/18/04 Annual 1 Martello Issuer Yes For For Ratification of the appointment of Ernest & Young LLP as independent Arbor Realty auditors for fiscal year Trust, Inc. ABR 038923405 7/29/04 6/18/04 Annual 2 2004 Issuer Yes For For Approval and Amendment and Restatement of the Company's 2003 Omnibus Stock Incentive Plan to authorize for issuance an Arbor Realty additional 250,000 shares Trust, Inc. ABR 038923405 7/29/04 6/18/04 Annual 3 of common stock Issuer Yes Against Against Spirit Finance Election of nine (9) Corporation 848568101 7/30/04 5/3/04 Annual 1 directors Issuer Yes For For Ratify the selection of Ernst & Young LLP as independent auditors for Spirit Finance the fiscal year ending Corporation 848568101 7/30/04 5/3/04 Annual 2 December 31, 2004 Issuer Yes For For First Federal Elelction of Dr. Stephan Bancshares, L. Roth and Richard D. Inc. FFBI 32021B103 8/3/04 6/15/04 Annual 1 Stephens Issuer Yes For For Ratification of Crowe Chizek and Company LLC as First Federal independent auditors for Bancshares, fiscal year ending Inc. FFBI 32021B103 8/3/04 6/15/04 Annual 2 December 31, 2004 Issuer Yes For For To approve the Amendment to the Company's Restated Certificate of Countrywide Incorporation increasing Financial the authorized number of Corporation CFC 222372104 8/17/04 7/9/04 Special 1 shares of common stock Issuer Yes For For To adopt the agreement and plan of merger, dated as of February 15, 2004, North Fork by and between North Fork Bancorporation, Bancorporation, Inc. and Inc. NFB 659424105 8/31/04 7/23/04 Special 1 Greenpoint Financial Corp. Issuer Yes For For To consider and vote upon a proposal to approve the Agreement and Plan of merger, dated April 22, 2004, by and between CB Bancshares, Inc. and CB Bancshares, Central Pacific Financial Inc. CBBI 124785106 9/13/04 7/19/04 Special 1 Corp. Issuer Yes For For Proposal to approve the amended and restated Agreement and Plan of Merger dated as of April Texas United 29, 2004 by and between Bancshares, Texas United and GNB Inc. TXUI 882838105 9/14/04 8/2/04 Special 1 Bancshares, Inc. Issuer Yes For For Texas United Proposal to adjourn the Bancshares, special meeting to permit Inc. TXUI 882838105 9/14/04 8/2/04 Special 2 further solicitation Issuer Yes For For Texas United Proposal to approve the Bancshares, Texas United 2004 Stock Inc. TXUI 882838105 9/14/04 8/2/04 Special 3 Incentive Plan Issuer Yes Against Against Proposal to approve an amendment to the Articles of Incorporation to provide that Texas United's Bylaws may be Texas United amended only upon Bancshares, approval of at least 70% Inc. TXUI 882838105 9/14/04 8/2/04 Special 4 of the Board Issuer Yes For For The approval of UCBH Holdings, amendments to the 1998 Inc. UCBH 90262T308 9/24/04 8/31/04 Special 1 Stock Option Plan Issuer Yes Against Against Approval of the Agreement and Plan of Merger, dated as of June 5, 2004, providing for the acquisition of Chesterfield Chesterfield Financial Financial Corp. CFSL 166435107 9/30/04 8/16/04 Special 1 Corp. by MAF Bancorp, Inc. Issuer Yes For For White Mountain Insurance Election of seventeen Group, Ltd WTM G9618E107 10/21/04 8/27/04 Annual 1 (17) directors Issuer Yes For For White Mountain Appointment of Insurance independent registered Group, Ltd WTM G9618E107 10/21/04 8/27/04 Annual 2 public accounting firm Issuer Yes For For Jefferson Bancshares, Election of two (2) Incc. JFBI 472375104 10/21/04 8/31/04 Annual 1 directors Issuer Yes For For The ratification of Jefferson appointment of Craine, Bancshares, Thompson & Jones, P.C. as Incc. JFBI 472375104 10/21/04 8/31/04 Annual 2 independent auditors. Issuer Yes For For Election of two (2) K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 1 directors Issuer Yes For For Approval of K-Fed Bancorp K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 2 2004 Stock Option Plan Issuer Yes Against Against Approval of the K-Fed Bancorp 2004 Recognition K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 3 and Retention Plan Issuer Yes Against Against Ratification of appointment of Crowe Chizek and Company LLC as K-Fed Bancorp KFED 48246S101 10/26/04 8/31/04 Annual 4 independent auditors Issuer Yes For For Parkvale Financial Election of two (2) Corporation PFC 701492100 10/28/04 8/30/04 Annual 1 directors Issuer Yes For For Parkvale Financial Adoption of the 2004 Corporation PFC 701492100 10/28/04 8/30/04 Annual 2 Stock Incentive Plan Issuer Yes Against Against Parkvale Appointment of Parente Financial Randolph, LLC as Corporation PFC 701492100 10/28/04 8/30/04 Annual 3 independent auditors Issuer Yes For For First Place Election of five (5) Financial Corp. FPFC 33610T109 10/28/04 9/10/04 Annual 1 directors Issuer Yes For For Approval of the First First Place Place Financial Corp. Financial Corp. FPFC 33610T109 10/28/04 9/10/04 Annual 2 2004 Incentive Plan Issuer Yes Against Against Ratification of appointment of Crowe First Place Chizek and Company LLC as Financial Corp. FPFC 33610T109 10/28/04 9/10/04 Annual 3 independent auditors Issuer Yes For For Federal Home Loan Mortgage Election of thirteen (13) Corporation FRE 313400301 11/4/04 9/10/04 Annual 1 directors Issuer Yes For For Ratification of appointment of Federal Home PricewaterhouseCoopers Loan Mortgage LLP as independent Corporation FRE 313400301 11/4/04 9/10/04 Annual 2 auditors Issuer Yes For For Federal Home Loan Mortgage Approval of the 2004 Corporation FRE 313400301 11/4/04 9/10/04 Annual 3 Stock Compensation Plan Issuer Yes Against Against Federal Home Approval of the Amended Loan Mortgage and Restated Employee Corporation FRE 313400301 11/4/04 9/10/04 Annual 4 Stock Purchase Plan Issuer Yes Against Against Northwest Election of three (3) Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 1 directors Issuer Yes For For Approval of an Amendment to the Company's Stock Holding Company Charter Northwest to increase the number of Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 2 authorized shares Issuer Yes Abstain Abstain Northwest Approval of the 2004 Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 3 Stock Option Plan Issuer Yes Against Against Approval of the 2004 Northwest Recognition and Retention Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 4 Plan Issuer Yes Against Against Ratification of appointment of KPMG LLP Northwest as independent registered Bancorp, Inc. NWSB 667328108 11/17/04 9/20/04 Annual 5 public accounting firm Issuer Yes For For Provident Financial Election of three (3) Holdings, Inc. PROV 743868101 11/18/04 9/22/04 Annual 1 directors Issuer Yes For For Approval of the Provident appointment of Deloitte & Financial Touche LLP as independent Holdings, Inc. PROV 743868101 11/18/04 9/22/04 Annual 2 auditors Issuer Yes For For Redwood Election of two (2) Financial, Inc. REDW 757903109 12/15/04 10/21/04 Annual 1 directors Issuer Yes For For Fidelity National Election of four (4) Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 1 directors Issuer Yes For For Fidelity Approve the adoption of National the 2004 Omnibus Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 2 Incentive Plan Issuer Yes Against Against Approve the second Fidelity Amendment and Restatement National of the 2001 Stock Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 3 Incentive Plan Issuer Yes Against Against Approve the second Fidelity Amendment and Restatement National of the 1998 Stock Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 4 Incentive Plan Issuer Yes Against Against Fidelity Approve the Amendment and National Restatement of the 1987 Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 5 Stock Option Plan Issuer Yes Against Against Ratify the appointment of Fidelity KPMG LLP as independent National auditors for the 2004 Financial, Inc. FNF 316326107 12/16/04 11/8/04 Annual 6 fiscal year. Issuer Yes For For Perpetual Federal Election of four (4) Savings Bank PFOH 714273109 1/19/05 11/22/04 Annual 1 directors Issuer Yes For For Ratification of the Perpetual appointment of Crowe, Federal Chizek and Company LLP as Savings Bank PFOH 714273109 1/19/05 11/22/04 Annual 2 auditors Issuer Yes For For To adopt the agreement Penn-America and plan of merger dated Group, Inc. PNG 707247102 1/24/05 12/15/04 Special 1 October 14, 2004 Issuer Yes For For To vote upon and adjournment or postponement of the Penn-America Penn-America special Group, Inc. PNG 707247102 1/24/05 12/15/04 Special 2 meeting, if necessary Issuer Yes For For Citizens Community Election of two (2) Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 1 directors Issuer Yes For For Approval of the Citizens Citizens Community Bankcorp 2004 Community stock option and Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 2 incentive plan Issuer Yes Against Against Approval of the Citizens Citizens Community Bankcorp 2004 Community recognition and retention Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 3 plan Issuer Yes Against Against Citizens Ratification of Community appointment of WIPFLI, Bancorp. CZWI 17453V107 2/4/05 12/10/04 Annual 4 LLP as auditors Issuer Yes For For Approval of the agreement and plan of merger, dated October 27, 2004 by and Pointe between Pointe Financial Financial Corporation and the South Corporation PNTE 73084P100 2/11/05 12/27/04 Special 1 Financial Group, Inc. Issuer Yes For For Provident Election of four (4) Bancorp, Inc. PBCP 74383A109 2/24/05 12/31/04 Annual 1 directors Issuer Yes For For Provident Approval of the 2004 Bancorp, Inc. PBCP 74383A109 2/24/05 12/31/04 Annual 2 Stock Incentive Plan Issuer Yes Against Against Ratification of appointment of KPMG LLP Provident as independent public Bancorp, Inc. PBCP 74383A109 2/24/05 12/31/04 Annual 3 accounting firm Issuer Yes For For Charter Financial Election of three (3) Corporation CHFN 16122M100 2/23/05 12/31/04 Annual 1 directors Issuer Yes For For Bimini Mortgage Management, Election of two (2) Inc. 09031E202 3/24/05 1/28/05 Annual 1 directors Issuer Yes For For Bimini Mortgage Ratification of Ernst & Management, Young, LLP as independent Inc. 09031E202 3/24/05 1/28/05 Annual 2 accountants Issuer Yes For For Proposal to approve and adopt the Agreement and Plan of Merger by and between Berkshire Hills Bancorp, Inc. and Woronoco Bancorp, Inc. pursuant to which Woronoco Woronoco will merge into Bancorp, Inc. WRO 981630106 4/12/05 3/4/05 Special 1 Berkshire Issuer Yes For For Approve the adjournment of the special meeting, Woronoco if necessary, to solicit Bancorp, Inc. WRO 981630106 4/12/05 3/4/05 Special 2 additional proxies Issuer Yes For For Approval and adoption of the Agreement and Plan of Merger between KNBT Northeast Bancorp, Inc. and Pennsylvania Northeast Pennsylvania Financial Corp. NEPF 663905107 4/14/05 2/28/05 Special 1 Financial Corp. Issuer Yes For For Adjournment of the special meeting, if Northeast necessary, to permit Pennsylvania further solicitation of Financial Corp. NEPF 663905107 4/14/05 2/28/05 Special 2 procies Issuer Yes For For Election of nine (9) Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 3 directors Issuer Yes For For To amend the organization Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 1 certificate Issuer Yes For For Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 2 To amend the bylaws Issuer Yes Against Against Approval of 2005 special Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 4 bonus plan Issuer Yes Against Against Ratify appointment of KPMG LLP as indpendent Signature Bank SBNY 82669G104 4/15/05 3/17/05 Annual 5 accountants Issuer Yes For For The South Financial Election of six (6) Group, Inc. TSFG 837841105 4/19/05 3/1/05 Annual 1 directors Issuer Yes For For The South Ratify appointment of Financial KPMG LLP as independent Group, Inc. TSFG 837841105 4/19/05 3/1/05 Annual 2 public accounting firm Issuer Yes For For Election of seventeen Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 1 (17) directors Issuer Yes For For Ratify selection of KPMG LLP as independent registered public Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 2 accounting firm Issuer Yes For For Approve the amended and restated stock incentive Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 3 plan Issuer Yes For For Stockholder proposal requesting a curn on executive compensation, no future stock option grants and no renewal or Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 4 extensions of option plans Holder Yes For Against Stockholder proposal requesting a report on Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 5 political contributions Holder Yes Against For Stockholder proposal requesting that the Chairman of the Board have no management duties, titles or Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 6 responsibilities Holder Yes Against For Stockholder proposal requesting that CEO Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 7 compensation be limited Holder Yes Against For Stockholder proposal requesting election of director nominees by a Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 8 majority of votes cast Holder Yes For Against Stockholder proposal requesting a bylaw amendment prohibiting the payment of non-deductible compensation to any officer unless prior stockholder approval is Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 9 granted Holder Yes For Against Stockholder proposal requesting that a simple majority vote apply on each issue that can be subject to shareholder Citigroup Inc. C 172967101 4/19/05 2/25/05 Annual 10 vote Holder Yes For Against First Defiance Election of three (3) Financial Corp FDEF 32006W106 4/19/05 3/4/05 Annual 1 directors Issuer Yes For For First Defiance Approval of 2005 stock Financial Corp FDEF 32006W106 4/19/05 3/4/05 Annual 2 option and incentive plan Issuer Yes Against Against LSB Bancshares, Election of six (6) Inc. LXBK 502158108 4/20/05 2/23/05 Annual 1 directors Issuer Yes For For Ratify the appointment of LSB Turlington and Company, Bancshares, LLP as certified public Inc. LXBK 502158108 4/20/05 2/23/05 Annual 2 accountants Issuer Yes For For First Indiana Election of three (3) Corporation FINB 32054R108 4/20/05 2/9/05 Annual 1 directors Issuer Yes For For Approval of the First Indiana corporations employee Corporation FINB 32054R108 4/20/05 2/9/05 Annual 2 stock purchase plan Issuer Yes Abstain N/A Approval of the 2005 First Indiana executive compensation Corporation FINB 32054R108 4/20/05 2/9/05 Annual 3 plan Issuer Yes Abstain N/A Cardinal State Election of three (3) Bank CSNC 141546101 4/20/05 2/18/05 Annual 1 directors Issuer Yes For For Cardinal State Approval of two Bank CSNC 141546101 4/20/05 2/18/05 Annual 2 additional directorships Issuer Yes Abstain N/A Cardinal State Approval of additional Bank CSNC 141546101 4/20/05 2/18/05 Annual 3 nonstatutory stock options Issuer Yes Against Against Cardinal State Approval of additional Bank CSNC 141546101 4/20/05 2/18/05 Annual 4 incentive stock options Issuer Yes Against Against Ratification of Cardinal State independent public Bank CSNC 141546101 4/20/05 2/18/05 Annual 5 accountants Issuer Yes For For River Valley Election of three (3) Bancorp RIVR 768475105 4/20/05 2/25/05 Annual 1 directors Issuer Yes For For Westbank Elect Mark A. Beauregard Corporation WBKC 957116106 4/20/05 2/28/05 Annual 1A for a three-year term Issuer Yes For For Westbank Elect Robert J. Perlak Corporation WBKC 957116106 4/20/05 2/28/05 Annual 1B for a three-year term Issuer Yes For For Westbank Elect James E. Tremble Corporation WBKC 957116106 4/20/05 2/28/05 Annual 1C for a three-year term Issuer Yes For For Mercer Insurance Election of three (3) Group, Inc. MIGP 587902107 4/20/05 3/14/05 Annual 1 directors Issuer Yes For For Mercer Ratification of KPMG LLP Insurance as independent registered Group, Inc. MIGP 587902107 4/20/05 3/14/05 Annual 2 public accounting firm Issuer Yes For For Annual Report, group and parent company accounts UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 1 for 2004 Issuer Yes For For Appropriation of retained UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 2 earnings Issuer Yes For For Discharge of the members of the Board of Directors and the group Executive UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 3 Board Issuer Yes For For Election of Board members UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 4 and auditors Issuer Yes For For Cancellation of shares repurchased under the 2004/2005 share buyback program and approval of UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 5 new share buyback program Issuer Yes For For Authorization to vote in accordance with the Board of Directors on UBS AG UBS H8920M855 4/21/05 3/9/05 Annual 6 shareholders motions Issuer Yes For For Election of three (3) People's Bank PBCT 710198102 4/21/05 3/1/05 Annual 1 directors Issuer Yes For For Approve the Agreement and Plan of Merger between Riverview Bancorp, Inc. American Riverview Community Bank Pacific Bank AMPB 02837P307 4/21/05 3/21/05 Special 1 and American Pacific Bank Issuer Yes For For Cardinal Financial Election of four (4) Corporation CFNL 14149F109 4/22/05 3/8/05 Annual 1 directors Issuer Yes For For Cardinal Approve an amendment to Financial the 2002 Equity Corporation CFNL 14149F109 4/22/05 3/8/05 Annual 2 Compensation Plan Issuer Yes Against Against Cardinal Ratify appointment of Financial KPMG LLP as independent Corporation CFNL 14149F109 4/22/05 3/8/05 Annual 3 auditors Issuer Yes For For First Citizens Bancshares, Election of twenty-two Inc. FCNCA 31946M103 4/25/05 3/7/05 Annual 1 (22) directors Issuer Yes For For SCBT Financial Election of five (5) Corporation SCBT 78401V102 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For Ratify J.W. Hunt and SCBT Financial Company, LLP as certified Corporation SCBT 78401V102 4/26/05 3/1/05 Annual 2 public accountants Issuer Yes For For HMN Financial, Election of three (3) Inc. HMNF 40424G108 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For HMN Financial, Ratification of KPMG LLP Inc. HMNF 40424G108 4/26/05 3/1/05 Annual 2 as auditors Issuer Yes For For TIB Financial Election of one (1) Corp TIBB 872449103 4/26/05 2/28/05 Annual 1 director Issuer Yes For For Approval and amendment to TIB Financial restated articles of Corp TIBB 872449103 4/26/05 2/28/05 Annual 2 incorporation Issuer Yes For For Central Pacific Election of five (5) Financial Corp. CPF 154760102 4/26/05 2/28/05 Annual 1 directors Issuer Yes For For Central Pacific Ratification of KPMG LLP Financial Corp. CPF 154760102 4/26/05 2/28/05 Annual 2 as public accounting firm Issuer Yes For For Central Approval of amendment to Pacific restated Articles of Financial Corp. CPF 154760102 4/26/05 2/28/05 Annual 3 Incorporation Issuer Yes For For UMB Financial Election of nine (9) Corporation UMBF 902788108 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For Ratification of Deloitte UMB Financial & Touche LLP as Corporation UMBF 902788108 4/26/05 3/1/05 Annual 2 independent auditors Issuer Yes For For Approval of long-term UMB Financial incentive compensation Corporation UMBF 902788108 4/26/05 3/1/05 Annual 3 plan Issuer Yes Against Against Election of four (4) Parkway Bank PKWY 70153M109 4/26/05 2/28/05 Annual 1 directors Issuer Yes For For Ratification of Dixon Hughes PLLC as Parkway Bank PKWY 70153M109 4/26/05 2/28/05 Annual 2 independent auditor Issuer Yes For For Unionbancorp, Election of three (3) Inc. UBCD 908908106 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For CFS Bancorp, Election of three (3) Inc. CITZ 12525D102 4/26/05 3/4/05 Annual 1 directors Issuer Yes For For CFS Bancorp, Proposal to reincorporate Inc. CITZ 12525D102 4/26/05 3/4/05 Annual 2 in the state of Indiana Issuer Yes For For Golden West Financial Election of three (3) Corporation GDW 381317106 4/26/05 3/1/05 Annual 1 directors Issuer Yes For For Golden West Financial Approval of the 2005 Corporation GDW 381317106 4/26/05 3/1/05 Annual 2 stock incentive plan Issuer Yes Against Against Golden West Ratification of Deloitte Financial & Touche LLP as Corporation GDW 381317106 4/26/05 3/1/05 Annual 3 independent auditors Issuer Yes For For Firstfed Election of two (2) Bancorp, Inc. FFDB 33761Q102 4/26/05 3/10/05 Annual 1 directors Issuer Yes For For Downey Election of three (3) Financial Corp. DSL 261018105 4/27/05 2/25/05 Annual 1 directors Issuer Yes For For Downey Ratify appointment of Financial Corp. DSL 261018105 4/27/05 2/25/05 Annual 2 KPMG LLP as auditors Issuer Yes For For Fidelity Southern Election of eight (8) Corporation LION 316394105 4/28/05 3/10/05 Annual 1 directors Issuer Yes For For Southwest Election of four (4) Bancorp, Inc. OKSB 844767103 4/28/05 3/4/05 Annual 1 directors Issuer Yes For For Ratification of Ernst & Young LLP as independent Southwest registered public Bancorp, Inc. OKSB 844767103 4/28/05 3/4/05 Annual 2 accounting firm Issuer Yes For For Metrocorp Bancshares, Election of six (6) Inc. MCBI 591650106 4/29/05 3/14/05 Annual 1 directors Issuer Yes For For Ratification of PricewaterhouseCoopers Metrocorp LLP as independent Bancshares, registered public Inc. MCBI 591650106 4/29/05 3/14/05 Annual 2 accounting firm Issuer Yes For For Election of four (4) LSB Corporation LSBX 50215P100 5/3/05 3/4/05 Annual 1 directors Issuer Yes For For Ratification of KPMG LLP LSB Corporation LSBX 50215P100 5/3/05 3/4/05 Annual 2 as independent auditors Issuer Yes For For Carolina Trust Election of six (6) Bank CART 144200102 5/3/05 3/15/05 Annual 1 directors Issuer Yes For For Authorization to purchase Carolina Trust up to 60,000 shares of Bank CART 144200102 5/3/05 3/15/05 Annual 2 common stock Issuer Yes For For Approval of the 2005 Carolina Trust incentive stock option Bank CART 144200102 5/3/05 3/15/05 Annual 3 plan Issuer Yes Against Against Approval of the 2005 Carolina Trust nonstatutory stock option Bank CART 144200102 5/3/05 3/15/05 Annual 4 plan Issuer Yes Against Against Carolina Trust Ratification of Bank CART 144200102 5/3/05 3/15/05 Annual 5 independent auditors Issuer Yes For For City National Election of four (4) Corporation CYN 178566105 5/4/05 3/15/05 Annual 1 directors Issuer Yes For For City National Ratification of KPMG LLP Corporation CYN 178566105 5/4/05 3/15/05 Annual 2 as independent auditors Issuer Yes For For Southwest Bancorporation Election of six (6) of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 1 directors Issuer Yes For For Proposal to approve amendment to Articles of Incorporation to change Southwest the name of the company Bancorporation to Amegy Bancorporation, of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 2 Inc. Issuer Yes For For Amendment to the Articles of Incorporation to Southwest increase the number of Bancorporation authorized shares of of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 3 common stock Issuer Yes For For Ratify Southwest PricewaterhouseCoopers Bancorporation LLP as independent of Texas, Inc. 84476R109 5/4/05 3/24/05 Annual 4 auditors Issuer Yes For For Northrim Election of eleven (11) Bancorp, Inc. NRIM 666762109 5/5/05 3/9/05 Annual 1 directors Issuer Yes For For Axis Capital Election of four (4) Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 1 directors Issuer Yes For For Appoint Deloitte & Touche Axis Capital LLP as independent Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 2 auditors Issuer Yes For For Authorize election of three nominess as Axis Capital directors of Axis Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 3 Specialty Limited Issuer Yes For For Authorize the liquidation Axis Capital of Axis Specialty UK Holdings Ltd. AXS G0692U109 5/5/05 3/11/05 Annual 4 Limited Issuer Yes For For Aames Investment Election of seven (7) Corporation AIC 00253G108 5/5/05 3/31/05 Annual 1 directors Issuer Yes For For Aames Ratification of Ernst & Investment Young LLP as independent Corporation AIC 00253G108 5/5/05 3/31/05 Annual 2 accountants Issuer Yes For For SI Financial Election of three (3) Group, Inc. SIFI 78425W102 5/11/05 3/18/05 Annual 1 directors Issuer Yes For For SI Financial Approval of 2005 Equity Group, Inc. SIFI 78425W102 5/11/05 3/18/05 Annual 2 Incentive Plan Issuer Yes Against Against Ratification of Wolf & SI Financial Company, PC as Group, Inc. SIFI 78425W102 5/11/05 3/18/05 Annual 3 independent auditors Issuer Yes For For Suffolkfirst Election of ten (10) Bank SUFB 864788104 5/12/05 3/31/05 Annual 1 directors Issuer Yes For For First Community Bank Election of nine (9) Corp of America FCFL 31985E202 4/18/05 3/1/05 Annual 1 directors Issuer Yes For For First Ratification of Hacker, Community Bank Johnson & Smith, P.A. as Corp of America FCFL 31985E202 4/18/05 3/1/05 Annual 2 independent auditors Issuer Yes For For Adjournment of the annual First meeting to solicit Community Bank additional votes if Corp of America FCFL 31985E202 4/18/05 3/1/05 Annual 3 necessary Issuer Yes For For Valley Commerce Election of nine (9) Bancorp VCBP 919518100 4/26/05 3/17/05 Annual 1 directors Issuer Yes For For Amend the Amended and Restated 1997 Stock Option Plan to increase Valley the number of shares Commerce available for grants of Bancorp VCBP 919518100 4/26/05 3/17/05 Annual 2 options Issuer Yes Against Against Ratify selection of Valley Perry-Smith, LLP as Commerce independent public Bancorp VCBP 919518100 4/26/05 3/17/05 Annual 3 accountants Issuer Yes For For UnionBanCal Election of fifteen (15) Corporation UB 908906100 4/27/05 3/4/05 Annual 1 directors Issuer Yes For For To increase the number of shares of common stock whch may be awarded under UnionBanCal the year 2000 corporate Corporation UB 908906100 4/27/05 3/4/05 Annual 2 management stock plan Issuer Yes Against Against Ratify selection of Deloitte & Touche LLP as UnionBanCal independent registered Corporation UB 908906100 4/27/05 3/4/05 Annual 3 public accounting firm Issuer Yes For For Stockholder proposal UnionBanCal regarding confidential Corporation UB 908906100 4/27/05 3/4/05 Annual 4 voting Holder Yes For For Southern Connecticut Election of four (4) Bancorp Inc. SSE 84264A102 5/3/05 3/22/05 Annual 1 directors Issuer Yes For For Approve the 2005 stock option and award plan and Southern authorize 150,000 shares Connecticut of common stock for Bancorp Inc. SSE 84264A102 5/3/05 3/22/05 Annual 2 issuance Issuer Yes Against Against Southern Ratify the appointment of Connecticut McGladrey & Pullen, LLP Bancorp Inc. SSE 84264A102 5/3/05 3/22/05 Annual 3 as independent accountants Issuer Yes For For Diamondrock Election of six (6) Hospitality Co. DRKCL 252784103 5/6/05 4/18/05 Annual 1 directors Issuer Yes For For Ratify selection of KPMG Diamondrock LLP as independent Hospitality Co. DRKCL 252784103 5/6/05 4/18/05 Annual 2 auditors Issuer Yes For For Election of three (3) FNB Corp. FNBN 302519103 5/10/05 3/24/05 Annual 1 directors Issuer Yes For For Foothill Independent Election of two (2) Bancorp FOOT 344905104 5/10/05 3/24/05 Annual 1 directors Issuer Yes For For Iberiabank Election of four (4) Corporation IBKC 450828108 5/11/05 3/29/05 Annual 1 directors Issuer Yes For For Ratification of Castaing, Iberiabank Hussey & Lolan, LLC as Corporation IBKC 450828108 5/11/05 3/29/05 Annual 2 independent auditors Issuer Yes For For Iberiabank Approval of 2005 stock Corporation IBKC 450828108 5/11/05 3/29/05 Annual 3 incentive plan Issuer Yes Against Against Wainwright Bank & Trust Election of eleven (11) Company WAIN 930705108 5/11/05 3/14/05 Annual 1 directors Issuer Yes For For Wainwright Bank & Trust Election of Margaret R. Company WAIN 930705108 5/11/05 3/14/05 Annual 2 Downs as clerk of the bank Issuer Yes For For Wainwright Ratification of Vitale, Bank & Trust Caturano & Company, PC as Company WAIN 930705108 5/11/05 3/14/05 Annual 3 independent auditors Issuer Yes For For Resource Election of two (2) America, Inc. REXI 761195205 5/11/05 3/15/05 Annual 1 directors Issuer Yes For For Resource Adopt the 2005 omnibus America, Inc. REXI 761195205 5/11/05 3/15/05 Annual 2 equity compensation plan Issuer Yes Against Against Proxies are authorized to vote upon such other Resource business which may come America, Inc. REXI 761195205 5/11/05 3/15/05 Annual 3 before the meeting Issuer Yes Abstain N/A Bristol West Election of eleven (11) Holdings, Inc. BRW 11037M105 5/12/05 4/4/05 Annual 1 directors Issuer Yes For For Ratification of Deloitte Bristol West & Touche LLP as Holdings, Inc. BRW 11037M105 5/12/05 4/4/05 Annual 2 independent auditors Issuer Yes For For Bank of Oak Election of four (4) Ridge BKOR 064180102 5/12/05 3/7/05 Annual 1 directors Issuer Yes For For Ratification of Larrowe & Bank of Oak Company, PLC as Ridge BKOR 064180102 5/12/05 3/7/05 Annual 2 independent auditors Issuer Yes For For Gateway Financial Election of four (4) Holdings, Inc. GBTS 368140109 5/16/05 3/10/05 Annual 1 directors Issuer Yes For For Gateway Approval of omnibus stock Financial ownership and long term Holdings, Inc. GBTS 368140109 5/16/05 3/10/05 Annual 2 incentive plan Issuer Yes For For First Republic Election of four (4) Bank FRC 336158100 5/17/05 4/4/05 Annual 1 directors Issuer Yes For For Amend the amended and restated articles of incorporation in order to increase the number of shares of common stock that First Republic is First Republic authorized to issue from Bank FRC 336158100 5/17/05 4/4/05 Annual 2 40,000,000 to 75,000,000 Issuer Yes For For Ratify selection of KPMG First Republic LLP as independent Bank FRC 336158100 5/17/05 4/4/05 Annual 3 auditors Issuer Yes For For Mortgageit Election of two (2) Holdings, Inc. MHL 61915Q108 5/17/05 4/13/05 Annual 1 directors Issuer Yes For For Mortgageit Approval of amended Holdings, Inc. MHL 61915Q108 5/17/05 4/13/05 Annual 2 long-term incentive plan Issuer Yes Against Against Deaborn Election of four (4) Bancorp, Inc. DEAR 24242R108 5/17/05 3/24/05 Annual 1 directors Issuer Yes For For Deaborn Approve the 2005 long Bancorp, Inc. DEAR 24242R108 5/17/05 3/24/05 Annual 2 term incentive plan Issuer Yes Against Against Greenville First Bancshares, Election of four (4) Inc. GVBK 39607Y100 5/17/05 4/1/05 Annual 1 directors Issuer Yes For For First Regional Election of three (3) Bancorp FRGB 33615C101 5/17/05 3/17/05 Annual 1 directors Issuer Yes For For First Regional Other business to come Bancorp FRGB 33615C101 5/17/05 3/17/05 Annual 2 before the meeting Issuer Yes Abstain N/A Ocean Shore Election of three (3) Holding Co. OSHC 67501P107 5/18/05 3/24/05 Annual 1 directors Issuer Yes For For Ratification of Deloitte Ocean Shore & Touche LLP as Holding Co. OSHC 67501P107 5/18/05 3/24/05 Annual 2 independent auditors Issuer Yes For For Ohio Casualty Election of four (4) Corporation OCAS 677240103 5/18/05 3/15/05 Annual 1 directors Issuer Yes For For Ohio Casualty Approve the 2005 Corporation OCAS 677240103 5/18/05 3/15/05 Annual 2 incentive plan Issuer Yes Against Against Community Election of six (6) Bancorp CBON 20343T100 5/19/05 4/11/05 Annual 1 directors Issuer Yes For For Community Approve the 2005 equity Bancorp CBON 20343T100 5/19/05 4/11/05 Annual 2 based compensation plan Issuer Yes Against Against CCF Holding Election of two (2) Company CCFH 12487X104 5/19/05 4/7/05 Annual 1 directors Issuer Yes For For CCF Holding Approve the amendment ot Company CCFH 12487X104 5/19/05 4/7/05 Annual 2 the 2000 stock option plan Issuer Yes Against Against Sun Bancorp, Election of sixteen (16) Inc. SNBC 86663B102 5/19/05 3/31/05 Annual 1 directors Issuer Yes For For Ratification of appointment of Deloitte & Sun Bancorp, Touche LLP as independent Inc. SNBC 86663B102 5/19/05 3/31/05 Annual 2 auditors Issuer Yes For For White Mountains Insurance Election of twenty-one Group, Ltd. WTM G9618E107 5/19/05 3/21/05 Annual 1 (21) directors Issuer Yes For For Approval of the amendment White to the long-term Mountains incentive plan and Insurance approval of performance Group, Ltd. WTM G9618E107 5/19/05 3/21/05 Annual 6 criteria Issuer Yes For For White Mountains Approval of appointment Insurance of independent registered Group, Ltd. WTM G9618E107 5/19/05 3/21/05 Annual 7 public accounting firm Issuer Yes For For Coast Financial Election of nine (9) Holdings, Inc. CFHI 190354100 5/20/05 3/22/05 Annual 1 directors Issuer Yes For For Coast Approval and adoption of Financial the 2005 stock incentive Holdings, Inc. CFHI 190354100 5/20/05 3/22/05 Annual 2 plan Issuer Yes Against Against Pennsylvania Commerce Election of eight (8) Bancorp, Inc. COBH 708677109 5/20/05 3/28/05 Annual 1 directors Issuer Yes For For Pennsylvania Commerce Approval of the 2006 Bancorp, Inc. COBH 708677109 5/20/05 3/28/05 Annual 2 employee stock option plan Issuer Yes Against Against Pennsylvania Commerce Other business which may Bancorp, Inc. COBH 708677109 5/20/05 3/28/05 Annual 3 come before the meeting Issuer Yes Abstain N/A Trico Election of ten (10) Bancshares TCBK 896095106 5/24/05 3/29/05 Annual 1 directors Issuer Yes For For Trico Amend the 2001 stock Bancshares TCBK 896095106 5/24/05 3/29/05 Annual 2 option plan Issuer Yes Against Against Ratification of KPMG LLP Trico as independent public Bancshares TCBK 896095106 5/24/05 3/29/05 Annual 3 accountants Issuer Yes For For First Federal Bancshares, Election of three (3) Inc. FFBI 32021B103 5/24/05 4/4/05 Annual 1 directors Issuer Yes For For First Federal Ratification of Crowe Bancshares, Chizek and Company LLC as Inc. FFBI 32021B103 5/24/05 4/4/05 Annual 2 independent auditors Issuer Yes For For Everest Re Election of two (2) Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 1 directors Issuer Yes For For Appointment of PricewaterhouseCoopers Everest Re LLP as independent Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 2 auditors Issuer Yes For For Appove and amendment to the 2003 non-employee Everest Re director equity Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 3 compensation plan Issuer Yes Against Against Approve amendment to Everest Re executive performance Group, Ltd. RE G3223R108 5/25/05 3/29/05 Annual 4 annual incentive plan Issuer Yes Against Against Arbor Realty Election of four (4) Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 1 directors Issuer Yes For For Ratification of Ernst & Young LLP as independent Arbor Realty registered public Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 2 accounting firm Issuer Yes For For Approve an amendment to Arbor Realty the 2003 omnibus stock Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 3 incentive plan Issuer Yes Against Against Approve an amendment to the Charter to lower each of the aggregate stock ownership limit and the Arbor Realty common stock ownership Trust, Inc. ABR 038923108 5/25/05 4/12/05 Annual 4 limit from 9.6% to 8.3% Issuer Yes For For Pacific Premier Election of three (3) Bancorp, Inc. PPBI 69478X105 5/25/05 4/1/05 Annual 1 directors Issuer Yes For For Pacific Ratification of Vavrinek, Premier Trine, Day & Co., LLP as Bancorp, Inc. PPBI 69478X105 5/25/05 4/1/05 Annual 2 independent auditors Issuer Yes For For Heritage Oaks Election of eleven (11) Bancorp HEOP 42724R107 5/26/05 3/31/05 Annual 1 directors Issuer Yes For For Heritage Oaks Approve the 2005 equity Bancorp HEOP 42724R107 5/26/05 3/31/05 Annual 2 based compensation plan Issuer Yes Against Against Ratify appointment of Vavrinek, Trine, Day & Heritage Oaks Co., LLP as independent Bancorp HEOP 42724R107 5/26/05 3/31/05 Annual 3 accountant Issuer Yes For For SNB Bancshares, Election of four (4) Inc. SNBT 78460M209 5/26/05 3/31/05 Annual 1 directors Issuer Yes For For Ratification of Deloitte SNB & Touche LLP as Bancshares, independent registered Inc. SNBT 78460M209 5/26/05 3/31/05 Annual 2 public accounting firm Issuer Yes For For Citizens First Bancorp, Inc. CTZN 17461R106 5/26/05 3/28/05 Annual 1 Election of one director Issuer Yes For For Ratification of BDO Seidman, LLP as Citizens First indpendent registered Bancorp, Inc. CTZN 17461R106 5/26/05 3/28/05 Annual 2 public accounting firm Issuer Yes For For Texas United Bancshares, Election of four (4) Inc. TXUI 882838105 5/26/05 4/15/05 Annual 1 directors Issuer Yes For For Texas United Ratification of BKD, LLP Bancshares, as independent registered Inc. TXUI 882838105 5/26/05 4/15/05 Annual 2 public accounting firm Issuer Yes For For Bay View Capital Election of five (5) Corporation BVC 07262L309 5/26/05 4/11/05 Annual 1 directors Issuer Yes For For Calnet Business Bank, Election of ten (10) N.A. CLNB 131326100 5/26/05 3/30/05 Annual 1 directors Issuer Yes For For Ratification of Calnet Perry-Smith LLP as Business Bank, independent public N.A. CLNB 131326100 5/26/05 3/30/05 Annual 2 accountants Issuer Yes For For Calnet Business Bank, Approve amendment to the N.A. CLNB 131326100 5/26/05 3/30/05 Annual 3 2001 stock option plan Issuer Yes Against Against North Valley Election of five (5) Bancorp NOVB 66304M105 5/26/05 4/15/05 Annual 1 directors Issuer Yes For For Ratify the appointment of North Valley Perry-Smith LLP as Bancorp NOVB 66304M105 5/26/05 4/15/05 Annual 2 independent auditors Issuer Yes For For North Valley Proposal to declassify Bancorp NOVB 66304M105 5/26/05 4/15/05 Annual 3 the Board of Directors Issuer Yes For For Atlantic Coast Election of five (5) Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 1 directors Issuer Yes For For Atlantic Coast Approval of 2005 stock Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 2 option plan Issuer Yes Against Against Approval of 2005 Atlantic Coast recognition and retention Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 3 plan Issuer Yes Against Against Ratification of Crowe Chizek and Company LLC as Atlantic Coast independent registered Federal Corp. ACFC 048425102 5/27/05 3/31/05 Annual 4 public accounting firm Issuer Yes For For Rome Bancorp, Election of three (3) Inc. ROME 77587P103 6/1/05 4/15/05 Annual 1 directors Issuer Yes For For Ratification of Crowe Rome Bancorp, Chizek and Company LLC as Inc. ROME 77587P103 6/1/05 4/15/05 Annual 2 independent auditors Issuer Yes For For Centennial Bank Holdings, Election of nine (9) Inc. 151345204 6/2/05 4/5/05 Annual 1 directors Issuer Yes For For Approve amendment and Centennial restatement to the Bank Holdings, Certificate of Inc. 151345204 6/2/05 4/5/05 Annual 2 Incorporation Issuer Yes For For Centennial Bank Holdings, Approve the 2005 stock Inc. 151345204 6/2/05 4/5/05 Annual 3 incentive plan Issuer Yes Against Against Yardville National Election of five (5) Bancorp YANB 985021104 6/3/05 4/22/05 Annual 1 directors Issuer Yes For For Yardville National Election of George D. Bancorp YANB 985021104 6/3/05 4/22/05 Annual 2 Muller as a director Issuer Yes For For Yardville National Approval of 2005 equity Bancorp YANB 985021104 6/3/05 4/22/05 Annual 3 incentive plan Issuer Yes Against Against The Bank Election of eight (8) Holdings TBHS 88331E104 6/8/05 4/26/05 Annual 1 directors Issuer Yes For For The Bank Adoption of amendment to Holdings TBHS 88331E104 6/8/05 4/26/05 Annual 2 2002 stock option plan Issuer Yes Against Against IPC Holdings, Election of six (6) Ltd. IPCR G4933P101 6/10/05 3/31/05 Annual 1 directors Issuer Yes For For IPC Holdings, Approval of amendment to Ltd. IPCR G4933P101 6/10/05 3/31/05 Annual 2 the stock option plan Issuer Yes Against Against Appointment and IPC Holdings, renumeration of Ltd. IPCR G4933P101 6/10/05 3/31/05 Annual 3 independent auditors Issuer Yes For For The Bancorp, Election of twelve (12) Inc. TBBK 05969A105 6/15/05 4/25/05 Annual 1 directors Issuer Yes For For Proposal to adopt the The Bancorp, 2005 omnibus equity Inc. TBBK 05969A105 6/15/05 4/25/05 Annual 2 compensation plan Issuer Yes Against Against Approve Grant Thornton The Bancorp, LLP as indpendent publiv Inc. TBBK 05969A105 6/15/05 4/25/05 Annual 3 accountants Issuer Yes For For Taylor Capital Election of three (3) Group, Inc. TAYC 876851106 6/16/05 4/28/05 Annual 1 directors Issuer Yes For For Team Election of three (3) Financial, Inc. TFIN 87815X109 6/21/05 4/25/05 Annual 1 directors Issuer Yes For For Team Ratify KPMG LLP as Financial, Inc. TFIN 87815X109 6/21/05 4/25/05 Annual 2 independent auditors Issuer Yes For For Transaction of such other Team business as may come Financial, Inc. TFIN 87815X109 6/21/05 4/25/05 Annual 3 before the meeting Issuer Yes For For Election of nine (9) Preferred Bank PFBC 740367107 6/22/05 5/17/05 Annual 1 directors Issuer Yes For For Ratfy appointment of KPMG LLP as independent registered public Preferred Bank PFBC 740367107 6/22/05 5/17/05 Annual 2 accounting firm Issuer Yes For For Alliance Election of three (3) Bancshares ABVA 018535104 6/22/05 5/16/05 Annual 1 directors Issuer Yes For For Ratify appointment of Yount, Hyde & Barbour, Alliance Pcas independent Bancshares ABVA 018535104 6/22/05 5/16/05 Annual 2 accountants Issuer Yes For For Approve an amendment to the stock option plan to authorize an additional Alliance 150,000 shares for Bancshares ABVA 018535104 6/22/05 5/16/05 Annual 3 issuance under the plan. Issuer Yes Against Against Broadway Financial Election of three (3) Corporation BYFC 111444105 6/22/05 4/29/05 Annual 1 directors Issuer Yes For For Ratify appointment of Broadway Crowe Chizek and Company Financial LLP as independent audit Corporation BYFC 111444105 6/22/05 4/29/05 Annual 2 firm Issuer Yes For For Home Federal Election of two (2) Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 1 directors Issuer Yes For For Approval of the 2005 Home Federal stock option and Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 2 incentive plan Issuer Yes Against Against Approval of the 2005 Home Federal recognition and retention Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 3 plan Issuer Yes Against Against Home Federal Ratification of Moss Bancorp, Inc. HOME 43709A101 6/23/05 5/10/05 Annual 4 Adams LLP as auditors Issuer Yes For For Abington Community Election of two (2) Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 1 directors Issuer Yes For For Abington Community Proposal to adopt the Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 2 2005 stock option plan Issuer Yes Against Against Proposal to adopt the Abington 2005 recognition and Community retention plan and trust Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 3 agreement Issuer Yes Against Against Ratification of Deloitte Abington & Touche LLP as Community independent registered Bancorp, Inc. ABBC 00350R106 6/23/05 4/26/05 Annual 4 public accounting firm Issuer Yes For For Third Century Election of five (5) Bancorp TDCB 884120106 7/20/05 5/18/05 Annual 1 directors Issuer Yes For For Third Century Approval and ratification Bancorp TDCB 884120106 7/20/05 5/18/05 Annual 2 of the stock option plan Issuer Yes Against Against Ratification of Third Century recognition and retention Bancorp TDCB 884120106 7/20/05 5/18/05 Annual 3 plan and trust Issuer Yes Against Against Ocean Shore Approve the 2005 equity Holding Co. OSHC 67501P107 7/13/05 5/18/05 Special 1 incentive plan Issuer Yes Against Against Federal Home Mortgage Election of thirteen (13) Corporation FRE 313400301 7/15/05 5/27/05 Annual 1 directors Issuer Yes For For Ratification of appointment of Federal Home PricewaterhouseCoopers Mortgage LLP as independent Corporation FRE 313400301 7/15/05 5/27/05 Annual 2 auditors Issuer Yes For For Riverview Election of two (2) Bancorp, Inc. RVSB 769397100 7/20/05 5/24/05 Annual 1 directors Issuer Yes For For
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 First Financial Fund, Inc. By (Signature and Title)* /s/ Stephen C. Miller Stephen C. Miller, President (Principal Executive Officer) *Print the name and title of each signing officer under his or her signature. Date: August 30, 2005