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:                  811-04797

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

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

Name and address of agent for service:               Robert G. Zack,
                                                     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

Date of reporting period:                            07/01/2008-06/30/2009

Item 1. Proxy Voting Record


====================== OPPENHEIMER EQUITY INCOME FUND, INC. ====================

Abbott Laboratories

Ticker:       ABT            Security ID:  2824100
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  FEB 25, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director R.J. Alpern                For       For        Management
1.2   Elect Director R.S. Austin                For       For        Management
1.3   Elect Director W.M. Daley                 For       For        Management
1.4   Elect Director W.J. Farrell               For       For        Management
1.5   Elect Director H.L. Fuller                For       For        Management
1.6   Elect Director W.A. Osborn                For       For        Management
1.7   Elect Director D.A.L. Owen                For       For        Management
1.8   Elect Director W.A. Reynolds              For       For        Management
1.9   Elect Director R.S. Roberts               For       For        Management
1.10  Elect Director S.C. Scott, III            For       For        Management
1.11  Elect Director W.D. Smithburg             For       For        Management
1.12  Elect Director G.F. Tilton                For       For        Management
1.13  Elect Director M.D. White                 For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Approve Nonqualified Employee Stock       For       For        Management
      Purchase Plan
4     Ratify Auditors                           For       For        Management
5     Report on Animal Testing                  Against   Abstain    Shareholder
6     Adopt Principles for Health Care Reform   Against   Abstain    Shareholder
7     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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Ace Ltd.

Ticker:       ACE            Security ID:  G0070K103
Meeting Date: JUL 14, 2008   Meeting Type: Annual
Record Date:  MAY 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ELECTION OF DIRECTOR: MICHAEL G. ATIEH TO For       For        Management
      TERM EXPIRING IN 2009.
2     ELECTION OF DIRECTOR: MARY A. CIRILLO TO  For       For        Management
      TERM EXPIRING IN 2009.
3     ELECTION OF DIRECTOR: BRUCE L. CROCKETT   For       For        Management
      TO TERM EXPIRING IN 2009.
4     ELECTION OF DIRECTOR: THOMAS J. NEFF TO   For       For        Management
      TERM EXPIRING IN 2009.
5     ELECTION OF DIRECTOR: GARY M. STUART TO   For       For        Management
      TERM EXPIRING IN 2009.
6     ELECTION OF DIRECTOR: ROBERT M. HERNANDEZ For       For        Management
      TO TERM EXPIRING IN 2010.
7     ELECTION OF DIRECTOR: PETER MENIKOFF TO   For       For        Management
      TERM EXPIRING IN 2010.
8     ELECTION OF DIRECTOR: ROBERT RIPP TO TERM For       For        Management
      EXPIRING IN 2010.
9     ELECTION OF DIRECTOR: DERMOT F. SMURFIT   For       For        Management
      TO TERM EXPIRING IN 2010.
10    ELECTION OF DIRECTOR: EVAN G. GREENBERG   For       For        Management
      TO TERM EXPIRING IN
11    ELECTION OF DIRECTOR: JOHN A. KROL TO     For       For        Management
      TERM EXPIRING IN 2011.
12    ELECTION OF DIRECTOR: LEO F. MULLIN TO    For       For        Management
      TERM EXPIRING IN 2011.
13    ELECTION OF DIRECTOR: OLIVIER STEIMER TO  For       For        Management
      TERM EXPIRING IN 2011.
14    APPROVAL OF THE AMENDMENT (THE            For       For        Management
      DE-REGISTRATION AMENDMENT ) TO THE
      COMPANY S MEMORANDUM OF ASSOCIATION AND
      ARTICLES OF ASSOCIATION TO PERMIT THE
      DEREGISTRATION OF THE COMPANY FROM THE
      CAYMAN ISLANDS
15    APPROVAL OF THE AMENDMENT (THE  FINANCIAL For       For        Management
      STATEMENT AMENDMENT ) TO THE COMPANY S
      ARTICLES OF ASSOCIATION TO REQUIRE THE
      COMPANY TO PREPARE AND PROVIDE TO
      SHAREHOLDERS NOT LESS THAN ANNUALLY AN
      UNCONSOLIDATED BALANCE SHEET OF THE
      COMPANY
16    APPROVAL OF AMENDMENTS TO THE ARTICLES OF For       For        Management
      ASSOCIATION WHICH WILL HAVE THE EFFECT OF
      INCREASING THE PAR VALUE OF THE ORDINARY
      SHARES FROM $0.041666667 TO AN AMOUNT IN
      SWISS FRANCS EQUAL TO $11,000,000,000
      DIVIDED BY THE NUMBER OF OUR ORDINARY
      SHARES
17    APPROVAL OF THE COMPANY S DE-REGISTRATION For       For        Management
      FROM THE CAYMAN ISLANDS AND CONTINUATION
      IN SWITZERLAND (THE  CONTINUATION )
18    APPROVAL OF THE NAME OF THE COMPANY       For       For        Management
19    APPROVAL OF THE CHANGE OF THE PURPOSE OF  For       For        Management
      THE COMPANY
20    APPROVAL OF THE REARRANGEMENT OF THE      For       For        Management
      COMPANY S EXISTING SHARE CAPITAL
21    APPROVAL OF THE COMPANY S ARTICLES OF     For       For        Management
      ASSOCIATION
22    CONFIRMATION OF SWISS LAW AS THE          For       For        Management
      AUTHORITATIVE LEGISLATION GOVERNING THE
      COMPANY
23    CONFIRMATION OF THE PRINCIPAL PLACE OF    For       For        Management
      BUSINESS OF THE COMPANY AS ZURICH,
      SWITZERLAND
24    RATIFY AUDITORS                           For       For        Management
25    APPROVAL OF THE COMPANY S 2004 LONG-TERM  For       For        Management
      INCENTIVE PLAN AS AMENDED THROUGH THE
      FOURTH AMENDMENT
26    RATIFY AUDITORS                           For       For        Management
27    APPROVAL OF PAYMENT OF A DIVIDEND THROUGH For       For        Management
      A REDUCTION OF THE PAR VALUE OF OUR
      SHARES IN AN AMOUNT EQUAL TO THE SWISS
      FRANC EQUIVALENT OF $0.87, CONVERTED INTO
      SWISS FRANCS


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

Ace Ltd.

Ticker:       ACE            Security ID:  H0023R105
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Election Of Director: Michael G. Atieh    For       Against    Management
2     Election Of Director: Mary A. Cirillo     For       For        Management
3     Election Of Director: Bruce L. Crockett   For       Against    Management
4     Election Of Director: Thomas J. Neff      For       Against    Management
5     Approval Of The Annual Report             For       For        Management
6     Approval Of The Statutory Financial       For       For        Management
      Statements Of Ace Limited
7     Approval Of The Consolidated Financial    For       For        Management
      Statements
8     Allocation Of Disposable Profit           For       For        Management
9     Discharge Of The Board Of Directors       For       For        Management
10    Amendment Of Articles Of Association      For       For        Management
      Relating To Special Auditor
11    Election Of Pricewaterhousecoopers Ag     For       For        Management
      (zurich) As Our Statutoryauditor Until
      Our Next Annual Ordinary General Meeting
12    Ratification Of Appointment Of            For       For        Management
      Independent Registered Publicaccounting
      Firm Pricewaterhousecoopers Llp
13    Election Of Bdo Visura (zurich) As        For       For        Management
      Special Auditing Firm Until our Next
      Annual Ordinary General Meeting
14    Approval Of The Payment Of A Dividend In  For       For        Management
      The Form Of Adistribution Through A
      Reduction Of The Par Value Of Our Shares


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AIRCASTLE LTD

Ticker:       AYR            Security ID:  G0129K104
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Wesley R. Edens as Director         For       Withhold   Management
1.2   Elect Peter V. Ueberroth as Director      For       For        Management
2     Approve Reduction of Share Premium        For       For        Management
      Account
3     Approve Ernst & Young, LLP as Auditors    For       For        Management
      and Authorize Audit Committee to Fix
      Their Remuneration


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Altria Group, Inc.

Ticker:       MO             Security ID:  02209S103
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Elizabeth E. Bailey        For       For        Management
2     Elect Director Gerald L. Baliles          For       For        Management
3     Elect Director Dinyar S. Devitre          For       For        Management
4     Elect Director Thomas F. Farrell          For       For        Management
5     Elect Director Robert E. R. Huntley       For       For        Management
6     Elect Director Thomas W. Jones            For       For        Management
7     Elect Director George Muoz                For       For        Management
8     Elect Director Nabil Y. Sakkab            For       For        Management
9     Elect Director Michael E. Szymanczyk      For       For        Management
10    Ratify Auditors                           For       For        Management
11    Reduce Tobacco Harm to Health             Against   Abstain    Shareholder
12    Report on Marketing Practices on the Poor Against   Abstain    Shareholder
13    Adopt Principles for Health Care Reform   Against   Abstain    Shareholder
14    Adopt Human Rights Protocols for Company  Against   For        Shareholder
      and Suppliers
15    Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
16    Report on Political Contributions         Against   For        Shareholder


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

Assurant Inc

Ticker:       AIZ            Security ID:  04621X108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles John Koch          For       Withhold   Management
1.2   Elect Director H. Carroll Mackin          For       For        Management
1.3   Elect Director Robert B. Pollock          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management


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AT&T Inc

Ticker:       T              Security ID:  00206R102
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  FEB 25, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Randall L. Stephenson      For       For        Management
1.2   Elect Director William F. Aldinger III    For       Against    Management
1.3   Elect Director Gilbert F. Amelio          For       Against    Management
1.4   Elect Director Reuben V. Anderson         For       For        Management
1.5   Elect Director James H. Blanchard         For       Against    Management
1.6   Elect Director August A. Busch III        For       For        Management
1.7   Elect Director Jaime Chico Pardo          For       Against    Management
1.8   Elect Director James P. Kelly             For       For        Management
1.9   Elect Director Jon C. Madonna             For       For        Management
1.10  Elect Director Lynn M. Martin             For       For        Management
1.11  Elect Director John B. McCoy              For       For        Management
1.12  Elect Director Mary S. Metz               For       For        Management
1.13  Elect Director Joyce M. Roch              For       For        Management
1.14  Elect Director Laura D Andrea Tyson       For       For        Management
1.15  Elect Director Patricia P. Upton          For       Against    Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Report on Political Contributions         Against   For        Shareholder
5     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
6     Provide for Cumulative Voting             Against   Against    Shareholder
7     Require Independent Board Chairman        Against   For        Shareholder
8     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
9     Exclude Pension Credits ftom Earnings     Against   For        Shareholder
      Performance Measure


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

B&G Foods, Inc.

Ticker:       BGS            Security ID:  05508R205
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert C. Cantwell         For       For        Management
1.2   Elect Director James R. Chambers          For       For        Management
1.3   Elect Director Cynthia T. Jamison         For       For        Management
1.4   Elect Director Dennis M. Mullen           For       For        Management
1.5   Elect Director Alfred Poe                 For       For        Management
1.6   Elect Director Stephen C. Sherrill        For       For        Management
1.7   Elect Director David L. Wenner            For       For        Management
2     Ratify Auditors                           For       For        Management


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Bank of America Corp.

Ticker:       BAC            Security ID:  60505104
Meeting Date: DEC 5, 2008    Meeting Type: Special
Record Date:  OCT 10, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with           For       For        Management
      Acquisition
2     Amend Omnibus Stock Plan                  For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Adjourn Meeting                           For       For        Management


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BASF SE (formerly BASF AG)

Ticker:                      Security ID:  55262505
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      None       Management
      Statutory Reports for Fiscal 2008
      (Non-Voting)
2     Approve Allocation of Income and          For       For        Management
      Dividends of EUR 1.95 per Share
3     Approve Discharge of Supervisory Board    For       For        Management
      for Fiscal 2008
4     Approve Discharge of Management Board for For       For        Management
      Fiscal 2008
5     Ratify KPMG AG as Auditors for Fiscal     For       For        Management
      2009
6.1   Reelect Francois Diedrich to the          For       For        Management
      Supervisory Board
6.2   Reelect Michael Diekmann to the           For       For        Management
      Supervisory Board
6.3   Reelect Franz Ferenbach to the            For       For        Management
      Supervisory Board
6.4   Elect Stephen Green to the Supervisory    For       For        Management
      Board
6.5   Reelect Max Kley to the Supervisory Board For       For        Management
6.6   Elect Eggert Vosherau to the Supervisory  For       For        Management
      Board
7     Approve Creation of EUR 500 Million Pool  For       For        Management
      of Capital without Preemptive Rights
8     Amend Articles Re: First Supervisory      For       For        Management
      Board of BASF SE
9     Approve Remuneration of Supervisory Board For       For        Management


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BP plc

Ticker:                      Security ID:  55622104
Meeting Date: APR 16, 2009   Meeting Type: Annual
Record Date:  FEB 20, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RECEIVE THE DIRECTORS  ANNUAL REPORT   For       For        Management
      AND ACCOUNTS
2     TO APPROVE THE DIRECTORS  REMUNERATION    For       Against    Management
      REPORT
3     DIRECTOR MR A BURGMANS                    For       For        Management
4     DIRECTOR MRS C B CARROLL                  For       For        Management
5     DIRECTOR SIR WILLIAM CASTELL              For       For        Management
6     DIRECTOR MR I C CONN                      For       For        Management
7     DIRECTOR MR G DAVID                       For       For        Management
8     DIRECTOR MR E B DAVIS, JR                 For       For        Management
9     DIRECTOR MR R DUDLEY                      For       For        Management
10    DIRECTOR MR D J FLINT                     For       For        Management
11    DIRECTOR DR B E GROTE                     For       For        Management
12    DIRECTOR DR A B HAYWARD                   For       For        Management
13    DIRECTOR MR A G INGLIS                    For       For        Management
14    DIRECTOR DR D S JULIUS                    For       For        Management
15    DIRECTOR SIR TOM MCKILLOP                 For       Withhold   Management
16    DIRECTOR SIR IAN PROSSER                  For       For        Management
17    DIRECTOR MR P D SUTHERLAND                For       For        Management
18    TO RE-APPOINT ERNST & YOUNG LLP AS        For       For        Management
      AUDITORS AND AUTHORIZE THEBOARD TO FIX
      THEIR REMUNERATION
19    SPECIAL RESOLUTION: TO GIVE LIMITED       For       For        Management
      AUTHORITY FOR THE PURCHASEOF ITS OWN
      SHARES BY THE COMPANY
20    TO GIVE LIMITED AUTHORITY TO ALLOT SHARES For       For        Management
      UP TO A SPECIFIEDAMOUNT
21    SPECIAL RESOLUTION: TO GIVE AUTHORITY TO  For       For        Management
      ALLOT A LIMITED NUMBEROF SHARES FOR CASH
      FREE OF PRE-EMPTION RIGHTS
22    SPECIAL RESOLUTION: TO AUTHORIZE THE      For       For        Management
      CALLING OF GENERAL MEETINGS(EXCLUDING
      ANNUAL GENERAL MEETINGS) BY NOTICE OF AT
      LEAST 14CLEAR DAYS


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Bristol-Myers Squibb Co.

Ticker:       BMY            Security ID:  110122108
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 12, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director L. Andreotti               For       For        Management
2     Elect Director L. B. Campbell             For       For        Management
3     Elect Director J. M. Cornelius            For       For        Management
4     Elect Director L. J. Freeh                For       For        Management
5     Elect Director L. H. Glimcher             For       For        Management
6     Elect Director M. Grobstein               For       For        Management
7     Elect Director L. Johansson               For       For        Management
8     Elect Director A. J. Lacy                 For       For        Management
9     Elect Director V. L. Sato                 For       For        Management
10    Elect Director T. D. West, Jr.            For       For        Management
11    Elect Director R. S. Williams             For       For        Management
12    Ratify Auditors                           For       For        Management
13    Increase Disclosure of Executive          Against   Against    Shareholder
      Compensation
14    Reduce Supermajority Vote Requirement     Against   Against    Shareholder
15    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
16    Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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

Cablevision Systems Corp.

Ticker:       CVC            Security ID:  12686C109
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Zachary W. Carter          For       For        Management
1.2   Elect Director Charles D. Ferris          For       Withhold   Management
1.3   Elect Director Thomas V. Reifenheiser     For       For        Management
1.4   Elect Director John R. Ryan               For       For        Management
1.5   Elect Director Vincent Tese               For       For        Management
1.6   Elect Director Leonard Tow                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       Against    Management


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Capital Products Partners LP

Ticker:       CPLP           Security ID:  Y11082107
Meeting Date: JUL 25, 2008   Meeting Type: Annual
Record Date:  JUN 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert P. Curt             For       For        Management
2     Proposal to Approve the Amendment to the  For       Against    Management
      Company's First Amended and Restated
      Agreement of Limited Partnership
      Establishing that, if a Quorum Has Not
      Been Obtained After Two Attempts at Any
      Meeting of Limited Partners of the
      Company, Then Votes Prese


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Centerpoint Energy Inc.

Ticker:       CNP            Security ID:  15189T107
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Derrill Cody               For       For        Management
1.2   Elect Director Michael P. Johnson         For       For        Management
1.3   Elect Director David M. McClanahan        For       For        Management
1.4   Elect Director Robert T. O'Connell        For       For        Management
1.5   Elect Director Susan O. Rheney            For       For        Management
1.6   Elect Director Michael E. Shannon         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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Cinemark Holdings Inc.

Ticker:       CNK            Security ID:  17243V102
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Vahe A. Dombalagian        For       For        Management
1.2   Elect Director Peter R. Ezersky           For       For        Management
1.3   Elect Director Carlos M. Sepulveda        For       For        Management
2     Ratify Auditors                           For       For        Management


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

CIT Group Inc

Ticker:       CIT            Security ID:  125581108
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Michael A. Carpenter       For       For        Management
2     Elect Director William M. Freeman         For       Against    Management
3     Elect Director Susan M. Lyne              For       Against    Management
4     Elect Director Marianne Miller Parrs      For       For        Management
5     Elect Director Jeffrey M. Peek            For       For        Management
6     Elect Director John R. Ryan               For       For        Management
7     Elect Director Christopher H. Shays       For       For        Management
8     Elect Director Seymour Sternberg          For       For        Management
9     Elect Director Peter J. Tobin             For       For        Management
10    Elect Director Lois M. Van Deusen         For       For        Management
11    Ratify Auditors                           For       For        Management
12    Amend Omnibus Stock Plan                  For       For        Management
13    Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
14    Approve Issuance of Warrants/Convertible  For       For        Management
      Debentures
15    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officer's Compensation


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Cleco Corporation

Ticker:       CNL            Security ID:  12561W105
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  FEB 24, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Patrick Garrett         For       For        Management
1.2   Elect Director Elton R. King              For       For        Management
1.3   Elect Director Logan W. Kruger            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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ConocoPhillips

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard L. Armitage        For       For        Management
1.2   Elect Director Richard H. Auchinleck      For       For        Management
1.3   Elect Director James E. Copeland, Jr.     For       For        Management
1.4   Elect Director Kenneth M. Duberstein      For       For        Management
1.5   Elect Director Ruth R. Harkin             For       For        Management
1.6   Elect Director Harold W. McGraw III       For       For        Management
1.7   Elect Director James J. Mulva             For       For        Management
1.8   Elect Director Harald J. Norvik           For       For        Management
1.9   Elect Director William K. Reilly          For       For        Management
1.10  Elect Director Bobby S. Shackouls         For       For        Management
1.11  Elect Director Victoria J. Tschinkel      For       For        Management
1.12  Elect Director Kathryn C. Turner          For       For        Management
1.13  Elect Director William E. Wade, Jr.       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Adopt Principles for Health Care Reform   Against   Abstain    Shareholder
5     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
6     Report on Political Contributions         Against   For        Shareholder
7     Adopt Quantitative GHG Goals for Products Against   For        Shareholder
      and Operations
8     Report on Environmental Impact of Oil     Against   For        Shareholder
      Sands Operations in Canada
9     Require Director Nominee Qualifications   Against   Against    Shareholder


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Consolidated Communications Holdings, Inc.

Ticker:       CNSL           Security ID:  209034107
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director RICHARD A. LUMPKIN         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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Constellation Energy Group, Inc.

Ticker:       CEG            Security ID:  210371100
Meeting Date: JUL 18, 2008   Meeting Type: Annual
Record Date:  APR 28, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Yves C. de Balmann         For       For        Management
1.2   Elect Director Douglas L. Becker          For       For        Management
1.3   Elect Director Ann C. Berzin              For       For        Management
1.4   Elect Director James T. Brady             For       For        Management
1.5   Elect Director Edward A. Crooke           For       For        Management
1.6   Elect Director James R. Curtiss           For       For        Management
1.7   Elect Director Freeman A. Hrabowski, III  For       For        Management
1.8   Elect Director Nancy Lampton              For       For        Management
1.9   Elect Director Robert J. Lawless          For       For        Management
1.10  Elect Director Lynn M. Martin             For       For        Management
1.11  Elect Director Mayo A. Shattuck, III      For       For        Management
1.12  Elect Director John L. Skolds             For       For        Management
1.13  Elect Director Michael D. Sullivan        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management


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Corning Inc.

Ticker:       GLW            Security ID:  219350105
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  FEB 26, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James B. Flaws             For       For        Management
1.2   Elect Director James R. Houghton          For       For        Management
1.3   Elect Director James J. O'Connor          For       Withhold   Management
1.4   Elect Director Deborah D. Rieman          For       For        Management
1.5   Elect Director Peter F. Volanakis         For       For        Management
1.6   Elect Director Mark S. Wrighton           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
4     Declassify the Board of Directors         Against   For        Shareholder


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

CVS Caremark Corp

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 12, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Edwin M. Banks             For       For        Management
1.2   Elect Director C. David Brown II          For       For        Management
1.3   Elect Director David W. Dorman            For       For        Management
1.4   Elect Director Kristen E. Gibney Williams For       For        Management
1.5   Elect Director Marian L. Heard            For       For        Management
1.6   Elect Director William H. Joyce           For       For        Management
1.7   Elect Director Jean-Pierre Million        For       For        Management
1.8   Elect Director Terrence Murray            For       For        Management
1.9   Elect Director C.A. Lance Piccolo         For       For        Management
1.10  Elect Director Sheli Z. Rosenberg         For       For        Management
1.11  Elect Director Thomas M. Ryan             For       For        Management
1.12  Elect Director Richard J. Swift           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
4     Require Independent Board Chairman        Against   For        Shareholder
5     Report on Political Contributions         Against   For        Shareholder
6     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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

Embarq Corp

Ticker:       EQ             Security ID:  29078E105
Meeting Date: JAN 27, 2009   Meeting Type: Special
Record Date:  DEC 17, 2008

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


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

Everest Re Group LTD

Ticker:       RE             Security ID:  G3223R108
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Martin Abrahams as Director         For       Withhold   Management
1.2   Elect John R. Dunne as Director           For       Withhold   Management
1.3   Elect John A. Weber as Director           For       Withhold   Management
2     Approve PricewaterhouseCoopers LLP as     For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
3     Approve Omnibus Stock Plan                For       For        Management


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

Exelon Corporation

Ticker:       EXC            Security ID:  30161N101
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John A. Canning, Jr.       For       For        Management
1.2   Elect Director M. Walter D'Alessio        For       For        Management
1.3   Elect Director Bruce DeMars               For       For        Management
1.4   Elect Director Nelson A. Diaz             For       For        Management
1.5   Elect Director Rosemarie B. Greco         For       For        Management
1.6   Elect Director Paul L. Joskow             For       For        Management
1.7   Elect Director John M. Palms              For       For        Management
1.8   Elect Director John W. Rogers, Jr.        For       For        Management
1.9   Elect Director John W. Rowe               For       For        Management
1.10  Elect Director Stephen D. Steinour        For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management
4     Report on Global Warming                  Against   Abstain    Shareholder


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

Fairpoint Communications, Inc

Ticker:       FRP            Security ID:  305560104
Meeting Date: JUN 3, 2009    Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Patricia Garrison-Corbin   For       For        Management
1.2   Elect Director Eugene B. Johnson          For       For        Management
1.3   Elect Director Robert A. Kennedy          For       For        Management
2     Ratify Auditors                           For       For        Management


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

FirstEnergy Corp

Ticker:       FE             Security ID:  337932107
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul T. Addison            For       Withhold   Management
1.2   Elect Director Anthony J. Alexander       For       Withhold   Management
1.3   Elect Director Michael J. Anderson        For       Withhold   Management
1.4   Elect Director Dr. Carol A. Cartwright    For       Withhold   Management
1.5   Elect Director William T. Cottle          For       Withhold   Management
1.6   Elect Director Robert B. Heisler, Jr.     For       Withhold   Management
1.7   Elect Director Ernest J. Novak, Jr.       For       Withhold   Management
1.8   Elect Director Catherine A. Rein          For       Withhold   Management
1.9   Elect Director George M. Smart            For       Withhold   Management
1.10  Elect Director Wes M. Taylor              For       Withhold   Management
1.11  Elect Director Jesse T. Williams, Sr.     For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Adopt Simple Majority Vote                Against   For        Shareholder
4     Amend Bylaws to Reduce the Percentage of  Against   For        Shareholder
      Shares Required to Call Special
      Shareholder Meeting
5     Establish Shareholder Proponent           Against   For        Shareholder
      Engagement Process
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

Frontier Communications Corp.

Ticker:       FTR            Security ID:  35906A108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kathleen Q. Abernathy      For       For        Management
1.2   Elect Director Leroy T. Barnes, Jr.       For       For        Management
1.3   Elect Director Peter C.B. Bynoe           For       For        Management
1.4   Elect Director Michael T. Dugan           For       For        Management
1.5   Elect Director Jeri B. Finard             For       For        Management
1.6   Elect Director Lawton Wehle Fitt          For       For        Management
1.7   Elect Director William M. Kraus           For       For        Management
1.8   Elect Director Howard L. Schrott          For       For        Management
1.9   Elect Director Larraine D. Segil          For       For        Management
1.10  Elect Director David H. Ward              For       For        Management
1.11  Elect Director Myron A. Wick, III         For       For        Management
1.12  Elect Director Mary Agnes Wilderotter     For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
4     Ratify Auditors                           For       For        Management


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

General Electric Co.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 22, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James I. Cash, Jr.         For       For        Management
1.2   Elect Director William M. Castell         For       For        Management
1.3   Elect Director Ann M. Fudge               For       For        Management
1.4   Elect Director Susan Hockfield            For       For        Management
1.5   Elect Director Jeffrey R. Immelt          For       For        Management
1.6   Elect Director Andrea Jung                For       For        Management
1.7   Elect Director Alan G. (A.G.) Lafley      For       Against    Management
1.8   Elect Director Robert W. Lane             For       For        Management
1.9   Elect Director Ralph S. Larsen            For       For        Management
1.10  Elect Director Rochelle B. Lazarus        For       For        Management
1.11  Elect Director James J. Mulva             For       For        Management
1.12  Elect Director Sam Nunn                   For       For        Management
1.13  Elect Director Roger S. Penske            For       Against    Management
1.14  Elect Director Robert J. Swieringa        For       For        Management
1.15  Elect Director Douglas A. Warner III      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder
4     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
5     Evaluate the Potential Conversion of the  Against   Against    Shareholder
      Corporation's Business Units into Four or
      More Public Corporations and Distribute
      New Shares
6     Adopt Policy to Cease the Payments of     Against   For        Shareholder
      Dividends or Equivalent Payments to
      Senior Executives for Shares Not Owned
7     Submit Severance Agreement (Change in     Against   For        Shareholder
      Control) to shareholder Vote


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

Halliburton Co.

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Alan M. Bennett            For       For        Management
1.2   Elect Director James R. Boyd              For       For        Management
1.3   Elect Director Milton Carroll             For       For        Management
1.4   Elect Director S. Malcolm Gillis          For       For        Management
1.5   Elect Director James T. Hackett           For       For        Management
1.6   Elect Director David J. Lesar             For       For        Management
1.7   Elect Director Robert A. Malone           For       For        Management
1.8   Elect Director J. Landis Martin           For       For        Management
1.9   Elect Director Jay A. Precourt            For       For        Management
1.10  Elect Director Debra L. Reed              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
5     Review and Asses Human Rights Policies    Against   For        Shareholder
6     Report on Political Contributions         Against   For        Shareholder
7     Adopt Low Carbon Energy Policy            Against   Abstain    Shareholder
8     Disclose Information on Compensation      Against   For        Shareholder
      Consultant
9     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
10    Establish Independent Director Committee  Against   For        Shareholder
      to Review and Report on Financial
      Misconducts and Human Rights Abuses


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

Lockheed Martin Corp.

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. C. "Pete" Aldrige, Jr.  For       Against    Management
1.2   Elect Director Nolan D. Archibald         For       Against    Management
1.3   Elect Director David B. Burritt           For       For        Management
1.4   Elect Director James O. Ellis, Jr.        For       For        Management
1.5   Elect Director Gwendolyn S. King          For       For        Management
1.6   Elect Director James M. Loy               For       For        Management
1.7   Elect Director Douglas H. McCorkindale    For       Against    Management
1.8   Elect Director Joseph W. Ralston          For       For        Management
1.9   Elect Director Frank Savage               For       For        Management
1.10  Elect Director James Schneider            For       Against    Management
1.11  Elect Director Anne Stevens               For       Against    Management
1.12  Elect Director Robert J. Stevens          For       For        Management
1.13  Elect Director James R. Ukropina          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management
4     Report on Space-based Weapons Program     Against   Abstain    Shareholder
5     Adopt a Policy in which the Company will  Against   For        Shareholder
      not Make or Promise to Make Any Death
      Benefit Payments to Senior Executives
6     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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

Lorillard, Inc.

Ticker:       LO             Security ID:  544147101
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert C. Almon            For       Withhold   Management
1.2   Elect Director Kit D. Dietz               For       Withhold   Management
1.3   Elect Director Nigel Travis               For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

Marathon Oil Corp

Ticker:       MRO            Security ID:  565849106
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles F. Bolden, Jr.     For       For        Management
1.2   Elect Director Gregory H. Boyce           For       For        Management
1.3   Elect Director Clarence P. Cazalot, Jr.   For       For        Management
1.4   Elect Director David A. Daberko           For       For        Management
1.5   Elect Director William L. Davis           For       For        Management
1.6   Elect Director Shirley Ann Jackson        For       Against    Management
1.7   Elect Director Philip Lader               For       For        Management
1.8   Elect Director Charles R. Lee             For       For        Management
1.9   Elect Director Michael E. J. Phelps       For       For        Management
1.10  Elect Director Dennis H. Reilley          For       For        Management
1.11  Elect Director Seth E. Schofield          For       For        Management
1.12  Elect Director John W. Snow               For       For        Management
1.13  Elect Director Thomas J. Usher            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Bylaws-- Call Special Meetings      Against   For        Shareholder
4     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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

Merck & Co., Inc.

Ticker:       MRK            Security ID:  589331107
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director  Leslie A. Brun            For       For        Management
2     Elect Director Thomas R. Cech             For       For        Management
3     Elect Director Richard T. Clark           For       For        Management
4     Elect Director Thomas H. Glocer           For       For        Management
5     Elect Director Steven F. Goldstone        For       For        Management
6     Elect Director William B. Harrison, Jr.   For       For        Management
7     Elect Director Harry R. Jacobson          For       For        Management
8     Elect Director William N. Kelley          For       For        Management
9     Elect Director  Rochelle B. Lazarus       For       For        Management
10    Elect Director Carlos E. Represas         For       For        Management
11    Elect Director Thomas E. Shenk            For       For        Management
12    Elect Director  Anne M. Tatlock           For       For        Management
13    Elect Director Samuel O. Thier            For       For        Management
14    Elect Director Wendell P. Weeks           For       For        Management
15    Elect Director  Peter C. Wendell          For       For        Management
16    Ratify Auditors                           For       For        Management
17    Fix Number of Directors                   For       For        Management
18    Amend Bylaws-- Call Special Meetings      Against   For        Shareholder
19    Require Independent Lead Director         Against   Against    Shareholder
20    Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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

Microsoft Corp.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 19, 2008   Meeting Type: Annual
Record Date:  SEP 5, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Steven A. Ballmer          For       For        Management
2     Elect Director James I. Cash, Jr.         For       For        Management
3     Elect Director Dina Dublon                For       For        Management
4     Elect Director William H. Gates, III      For       For        Management
5     Elect Director Raymond V. Gilmartin       For       For        Management
6     Elect Director Reed Hastings              For       For        Management
7     Elect Director David F. Marquardt         For       For        Management
8     Elect Director Charles H. Noski           For       For        Management
9     Elect Director Helmut Panke               For       For        Management
10    Approve Executive Incentive Bonus Plan    For       For        Management
11    Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan
12    Ratify Auditors                           For       For        Management
13    Adopt Policies to Protect Freedom of      Against   Abstain    Shareholder
      Access to the Internet
14    Amend Bylaws to Establish a Board         Against   Abstain    Shareholder
      Committee on Human Rights
15    Report on Charitable Contributions        Against   Abstain    Shareholder


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

Morgan Stanley

Ticker:       MS             Security ID:  617446448
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 4, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Roy J. Bostock             For       Against    Management
1.2   Elect Director Erskine B. Bowles          For       For        Management
1.3   Elect Director Howard J. Davies           For       For        Management
1.4   Elect Director Nobuyuki Hirano            For       For        Management
1.5   Elect Director C. Robert Kidder           For       For        Management
1.6   Elect Director John J. Mack               For       For        Management
1.7   Elect Director Donald T. Nicolaisen       For       For        Management
1.8   Elect Director Charles H. Noski           For       For        Management
1.9   Elect Director Hutham S. Olayan           For       For        Management
1.10  Elect Director Charles E. Phillips, Jr.   For       For        Management
1.11  Elect Director Griffith Sexton            For       For        Management
1.12  Elect Director Laura D. Tyson             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Amend Omnibus Stock Plan                  For       Against    Management
5     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
6     Require Independent Board Chairman        Against   For        Shareholder


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

Morgan Stanley

Ticker:       MS             Security ID:  617446448
Meeting Date: FEB 9, 2009    Meeting Type: Special
Record Date:  DEC 15, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Conversion of Securities          For       For        Management
2     Adjourn Meeting                           For       For        Management


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

National City Corp.

Ticker:       NCC.PF         Security ID:  635405103
Meeting Date: DEC 23, 2008   Meeting Type: Special
Record Date:  NOV 14, 2008

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


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

OfficeMax Incorporated

Ticker:       OMX            Security ID:  67622P101
Meeting Date: APR 15, 2009   Meeting Type: Annual
Record Date:  FEB 17, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Dorrit J. Bern             For       For        Management
2     Elect Director Warren F. Bryant           For       For        Management
3     Elect Director Joseph M. DePinto          For       For        Management
4     Elect Director Sam K. Duncan              For       For        Management
5     Elect Director Rakesh Gangwal             For       For        Management
6     Elect Director Francesca Ruiz de          For       For        Management
      Luzuriaga
7     Elect Director William J. Montgoris       For       For        Management
8     Elect Director David M. Szymanski         For       For        Management
9     Ratify Auditors                           For       For        Management


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

Pfizer Inc.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 24, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dennis A. Ausiello         For       For        Management
1.2   Elect Director Michael S. Brown           For       For        Management
1.3   Elect Director M. Anthony Burns           For       For        Management
1.4   Elect Director Robert N. Burt             For       For        Management
1.5   Elect Director W. Don Cornwell            For       For        Management
1.6   Elect Director William H. Gray, III       For       For        Management
1.7   Elect Director Constance J. Horner        For       For        Management
1.8   Elect Director James M. Kilts             For       For        Management
1.9   Elect Director Jeffrey B. Kindler         For       For        Management
1.10  Elect Director George A. Lorch            For       For        Management
1.11  Elect Director Dana G. Mead               For       For        Management
1.12  Elect Director Suzanne Nora Johnson       For       For        Management
1.13  Elect Director Stephen W. Sanger          For       For        Management
1.14  Elect Director William C. Steere, Jr.     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Limit/Prohibit Executive Stock-Based      Against   Against    Shareholder
      Awards
5     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
6     Provide for Cumulative Voting             Against   Against    Shareholder
7     Amend Bylaws -- Call Special Meetings     Against   For        Shareholder


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

Philip Morris International Inc.

Ticker:       PM             Security ID:  718172109
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Harold Brown               For       For        Management
1.2   Elect Director Mathis Cabiallavetta       For       For        Management
1.3   Elect Director Louis C. Camilleri         For       For        Management
1.4   Elect Director J. Dudley Fishburn         For       For        Management
1.5   Elect Director Graham Mackay              For       For        Management
1.6   Elect Director Sergio Marchionne          For       Against    Management
1.7   Elect Director Lucio A. Noto              For       For        Management
1.8   Elect Director Carlos Slim Hel            For       For        Management
1.9   Elect Director Stephen M. Wolf            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

PNC Financial Services Group, Inc.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard O. Berndt          For       For        Management
1.2   Elect Director Charles E. Bunch           For       For        Management
1.3   Elect Director Paul W. Chellgren          For       For        Management
1.4   Elect Director Robert N. Clay             For       For        Management
1.5   Elect Director Kay Coles James            For       For        Management
1.6   Elect Director Richard B. Kelson          For       For        Management
1.7   Elect Director Bruce C. Lindsay           For       For        Management
1.8   Elect Director Anthony A. Massaro         For       For        Management
1.9   Elect Director Jane G. Pepper             For       For        Management
1.10  Elect Director James E. Rohr              For       For        Management
1.11  Elect Director Donald J. Shepard          For       For        Management
1.12  Elect Director Lorene K. Steffes          For       For        Management
1.13  Elect Director Dennis F. Strigl           For       For        Management
1.14  Elect Director Stephen G. Thieke          For       For        Management
1.15  Elect Director Thomas J. Usher            For       For        Management
1.16  Elect Director George H. Walls, Jr.       For       For        Management
1.17  Elect Director Helge H. Wehmeier          For       For        Management
2     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Stock Retention/Holding Period            Against   For        Shareholder


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

Qwest Communications International Inc.

Ticker:       Q              Security ID:  749121109
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Edward A. Mueller          For       For        Management
1.2   Elect Director Linda G. Alvarado          For       For        Management
1.3   Elect Director Charles L. Biggs           For       For        Management
1.4   Elect Director K. Dane Brooksher          For       For        Management
1.5   Elect Director Peter S. Hellman           For       For        Management
1.6   Elect Director R. David Hoover            For       Against    Management
1.7   Elect Director Patrick J. Martin          For       For        Management
1.8   Elect Director Caroline Matthews          For       For        Management
1.9   Elect Director Wayne W. Murdy             For       For        Management
1.10  Elect Director Jan L. Murley              For       For        Management
1.11  Elect Director James A. Unruh             For       For        Management
1.12  Elect Director Anthony Welters            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Terms of Severance Payments to      For       For        Management
      Executives
4     Submit SERP to Shareholder Vote           Against   For        Shareholder
5     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
6     Amend Bylaws-- Call Special Meetings      Against   For        Shareholder
7     Reincorporate in Another State [Delaware  Against   Against    Shareholder
      to North Dakota]


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

Raytheon Co.

Ticker:       RTN            Security ID:  755111507
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Vernon E. Clark            For       Against    Management
2     Elect Director John M. Deutch             For       For        Management
3     Elect Director Frederic M. Poses          For       Against    Management
4     Elect Director Michael C. Ruettgers       For       For        Management
5     Elect Director Ronald L. Skates           For       For        Management
6     Elect Director William R. Spivey          For       Against    Management
7     Elect Director Linda G. Stuntz            For       For        Management
8     Elect Director William H. Swanson         For       For        Management
9     Ratify Auditors                           For       For        Management
10    Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
11    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
12    Provide for Cumulative Voting             Against   Against    Shareholder
13    Adopt Principles for Health Care Reform   Against   Abstain    Shareholder
14    Submit SERP to Shareholder Vote           Against   For        Shareholder


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

Schering-Plough Corp.

Ticker:       SGP            Security ID:  806605101
Meeting Date: MAY 18, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas J. Colligan         For       For        Management
1.2   Elect Director Fred Hassan                For       For        Management
1.3   Elect Director C. Robert Kidder           For       For        Management
1.4   Elect Director Eugene R. McGrath          For       For        Management
1.5   Elect Director Antonio M. Perez           For       For        Management
1.6   Elect Director Patricia F. Russo          For       For        Management
1.7   Elect Director Jack L. Stahl              For       For        Management
1.8   Elect Director Craig B. Thompson          For       For        Management
1.9   Elect Director Kathryn C. Turner          For       For        Management
1.10  Elect Director Robert F.W. van Oordt      For       For        Management
1.11  Elect Director Arthur F. Weinbach         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder
4     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

Siemens AG

Ticker:                      Security ID:  826197501
Meeting Date: JAN 27, 2009   Meeting Type: Annual
Record Date:  DEC 16, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROPRIATION OF NET INCOME               For       For        Management
2     POSTPONEMENT OF THE RATIFICATION OF THE   For       For        Management
      ACTS OF THE FOLLOWING MANAGING BOARD
      MEMBER: RUDI LAMPRECHT (UNTIL 31.12.2007)
3     POSTPONEMENT OF THE RATIFICATION OF THE   For       For        Management
      ACTS OF THE FOLLOWING MANAGING BOARD
      MEMBER: JURGEN RADOMSKI (UNTIL
      31.12.2007)
4     POSTPONEMENT OF THE RATIFICATION OF THE   For       For        Management
      ACTS OF THE FOLLOWING MANAGING BOARD
      MEMBER: URIEL J. SHAREF (UNTIL
      31.12.2007)
5     POSTPONEMENT OF THE RATIFICATION OF THE   For       For        Management
      ACTS OF THE FOLLOWING MANAGING BOARD
      MEMBER: KLAUS WUCHERER (UNTIL 31.12.2007)
6     RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: PETER LOSCHER
7     RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: WOLFGANG DEHEN (AS
      OF 01.01.2008)
8     RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: HEINRICH HIESINGER
9     RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: JOE KAESER
10    RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: EDUARDO MONTES
      (UNTIL 31.12.2007)
11    RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: JIM REID-ANDERSON
      (AS OF 01.05.2008)
12    RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: ERICH R. REINHARDT
      (UNTIL 30.04.2008)
13    RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: HERMANN REQUARDT
14    RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: SIEGFRIED RUSSWURM
      (AS OF 01.01.2008)
15    RATIFICATION OF THE ACTS OF THE OTHER     For       For        Management
      MANAGING BOARD MEMBER: PETER Y. SOLMSSEN
16    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: GERHARD CROMME
17    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: RALF HECKMANN
18    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: JOSEF ACKERMANN
19    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: LOTHAR ADLER
20    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: JEAN-LOUIS BEFFA (AS
      OF 24.01.2008)
21    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: GERHARD BIELETZKI
      (UNTIL 03.12.2007)
22    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: GERD VON BRANDENSTEIN
      (AS OF 24.01.2008)
23    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: JOHN DAVID COOMBE
      (UNTIL 24.01.2008)
24    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: HILDEGARD CORNUDET
      (UNTIL 24.01.2008)
25    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: MICHAEL DIEKMANN (AS
      OF 24.01.2008)
26    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: HANS MICHAEL GAUL (AS
      OF 24.01.2008)
27    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: BIRGIT GRUBE (UNTIL
      24.01.2008)
28    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: PETER GRUSS (AS OF
      24.01.2008)
29    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: BETTINA HALLER
30    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: HEINZ HAWRELIUK
31    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: BERTHOLD HUBER
32    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: HARALD KERN (AS OF
      24.01.2008)
33    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: WALTER KROLL (UNTIL
      24.01.2008)
34    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: NICOLA
      LEIBINGER-KAMMULLER (AS OF 24.01.2008)
35    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: MICHAEL MIROW (UNTIL
      24.01.2008)
36    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: WERNER MONIUS (AS OF
      24.01.2008)
37    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: ROLAND MOTZIGEMBA (AS
      OF 03.12.2007, UNTIL 24.01.2008)
38    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: THOMAS RACKOW (UNTIL
      24.01.2008)
39    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: HAKAN SAMUELSSON (AS
      OF 24.01.2008)
40    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: DIETER SCHEITOR
41    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: ALBRECHT SCHMIDT
      (UNTIL 24.01.2008)
42    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: HENNING SCHULTE-NOELLE
      (UNTIL 24.01.2008)
43    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: RAINER SIEG (AS OF
      24.01.2008)
44    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: PETER VON SIEMENS
      (UNTIL 24.01.2008)
45    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: JERRY I. SPEYER (UNTIL
      24.01.2008)
46    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: BIRGIT STEINBORN (AS
      OF 24.01.2008)
47    RATIFICATION OF THE ACTS OF THE           For       For        Management
      SUPERVISORY BOARD: LORD IAIN VALLANCE OF
      TUMMEL
48    APPOINTMENT OF INDEPENDENT AUDITORS       For       For        Management
49    ACQUISITION AND USE OF SIEMENS SHARES     For       For        Management
50    USE OF EQUITY DERIVATIVES IN CONNECTION   For       For        Management
      WITH THE ACQUISITION OF SIEMENS SHARES
51    CREATION OF AN AUTHORIZED CAPITAL 2009    For       For        Management
52    ISSUE OF CONVERTIBLE/WARRANT BONDS AND    For       For        Management
      CREATION OF A CONDITIONAL CAPITAL 2009
53    ADJUSTMENTS TO THE SUPERVISORY BOARD      For       For        Management
      REMUNERATION
54    AMENDMENTS TO THE ARTICLES OF ASSOCIATION For       For        Management
      WITH REGARD TO ELECTIONS


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

Southern Union Co.

Ticker:       SUG            Security ID:  844030106
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 7, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George L. Lindemann        For       For        Management
1.2   Elect Director Michal Barzuza             For       For        Management
1.3   Elect Director Stephen C. Beasley         For       For        Management
1.4   Elect Director David Brodsky              For       For        Management
1.5   Elect Director Frank W. Denius            For       For        Management
1.6   Elect Director Michael J. Egan            For       For        Management
1.7   Elect Director Kurt A. Gitter             For       For        Management
1.8   Elect Director Herbert H. Jacobi          For       For        Management
1.9   Elect Director Thomas N. McCarter, III    For       For        Management
1.10  Elect Director George Rountree, III       For       For        Management
1.11  Elect Director Allan D. Scherer           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

SUPERVALU Inc.

Ticker:       SVU            Security ID:  868536103
Meeting Date: JUN 25, 2009   Meeting Type: Annual
Record Date:  APR 28, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Irwin S. Cohen             For       For        Management
2     Elect Director Ronald E. Daly             For       For        Management
3     Elect Director Lawrence A. Del Santo      For       For        Management
4     Elect Director Susan E. Engel             For       For        Management
5     Elect Director Craig R. Herkert           For       For        Management
6     Elect Director Kathi P. Seifert           For       For        Management
7     Ratify Auditors                           For       For        Management
8     Report on Halting Tobacco Sales           Against   Abstain    Shareholder
9     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation


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

The Boeing Co.

Ticker:       BA             Security ID:  97023105
Meeting Date: APR 27, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John H. Biggs              For       For        Management
1.2   Elect Director John E. Bryson             For       For        Management
1.3   Elect Director Arthur D. Collins, Jr.     For       For        Management
1.4   Elect Director Linda Z. Cook              For       For        Management
1.5   Elect Director William M. Daley           For       For        Management
1.6   Elect Director Kenneth M. Duberstein      For       For        Management
1.7   Elect Director John F. McDonnell          For       For        Management
1.8   Elect Director W. James McNerney, Jr.     For       For        Management
1.9   Elect Director Mike S. Zafirovski         For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management
4     Provide for Cumulative Voting             Against   Against    Shareholder
5     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
6     Adopt Principles for Health Care Reform   Against   Abstain    Shareholder
7     Report on Foreign Military Sales          Against   Abstain    Shareholder
8     Require Independent Lead Director         Against   For        Shareholder
9     Restrict Severance Agreements             Against   For        Shareholder
      (Change-in-Control)
10    Report on Political Contributions         Against   For        Shareholder


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

The Hartford Financial Services Group, Inc.

Ticker:       HIG            Security ID:  416515104
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert B. Allardice, III   For       For        Management
1.2   Elect Director Ramani Ayer                For       For        Management
1.3   Elect Director Trevor Fetter              For       For        Management
1.4   Elect Director Edward J. Kelly, III       For       For        Management
1.5   Elect Director Paul G. Kirk, Jr.          For       For        Management
1.6   Elect Director Gail J. McGovern           For       For        Management
1.7   Elect Director Michael G. Morris          For       For        Management
1.8   Elect Director Charles B. Strauss         For       For        Management
1.9   Elect Director H. Patrick Swygert         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan


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

The Hartford Financial Services Group, Inc.

Ticker:       HIG            Security ID:  416515104
Meeting Date: MAR 26, 2009   Meeting Type: Special
Record Date:  FEB 5, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Conversion of Securities          For       For        Management


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

The Lubrizol Corp.

Ticker:       LZ             Security ID:  549271104
Meeting Date: APR 27, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Forest J. Farmer, Sr.      For       For        Management
1.2   Elect Director Michael J. Graff           For       For        Management
1.3   Elect Director James E. Sweetnam          For       For        Management
1.4   Elect Director Phillip C. Widman          For       For        Management
2     Ratify Auditors                           For       For        Management
3.1   Adopt Majority Voting for Uncontested     For       For        Management
      Election of Directors
3.2   Approve Control Share Acquisition         For       For        Management
4.1   Amend the Regulations Concerning          For       For        Management
      Composition, Term and Election of
      Directors
4.2   Amend the Regulations to Modernize and    For       Against    Management
      Clarify Amendments
4.3   Require Advance Notice for Shareholder    For       For        Management
      Proposals/Nominations
4.4   Amend the Regulations in Accordance with  For       For        Management
      Ohio Law


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

The Williams Companies, Inc.

Ticker:       WMB            Security ID:  969457100
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Irl F. Engelhardt          For       For        Management
1.2   Elect Director William E. Green           For       For        Management
1.3   Elect Director W. R. Howell               For       For        Management
1.4   Elect Director George A. Lorch            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         Against   For        Shareholder


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

Transocean Inc.

Ticker:       RIG            Security ID:  G90073100
Meeting Date: DEC 8, 2008    Meeting Type: Special
Record Date:  OCT 27, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE MERGER TRANSACTION TO BE  For       For        Management
      EFFECTED BY THE SCHEMES OF ARRANGEMENT,
      ATTACHED TO THE ACCOMPANYING PROXY
      STATEMENT AS ANNEX B.
2     APPROVAL OF THE MOTION TO ADJOURN THE     For       For        Management
      MEETING TO A LATER DATE TO SOLICIT
      ADDITIONAL PROXIES IF THERE ARE
      INSUFFICIENT VOTES AT THE TIME OF THE
      MEETING TO APPROVE THE MERGER
      TRANSACTION.


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

Transocean Ltd.

Ticker:       RIG            Security ID:  H8817H100
Meeting Date: MAY 15, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE 2008 ANNUAL REPORT, THE   For       For        Management
      CONSOLIDATED FINANCIALSTATEMENTS OF
      TRANSOCEAN LTD. FOR FISCAL YEAR 2008 AND
      THESTATUTORY FINANCIAL STATEMENTS OF
      TRANSOCEAN LTD.
2     DISCHARGE OF THE MEMBERS OF THE BOARD OF  For       For        Management
      DIRECTORS AND THEEXECUTIVE OFFICERS FOR
      FISCAL YEAR 2008
3     APPROPRIATION OF THE AVAILABLE RETAINED   For       For        Management
      EARNINGS WITHOUT PAYMENTOF A DIVIDEND TO
      SHAREHOLDERS FOR FISCAL YEAR 2008 AND
      RELEASEOF CHF 3.5 BILLION OF LEGAL
      RESERVES TO OTHER RESERVES.
4     AUTHORIZATION OF A SHARE REPURCHASE       For       For        Management
      PROGRAM
5     APPROVAL OF THE LONG-TERM INCENTIVE PLAN  For       For        Management
      OF TRANSOCEAN LTD. INTHE FORM AS AMENDED
      AND RESTATED EFFECTIVE AS OF 2/12/09
6     REELECTION OF CLASS I DIRECTOR FOR A      For       For        Management
      THREE YEAR TERM:W. RICHARD ANDERSON
7     REELECTION OF CLASS I DIRECTOR FOR A      For       For        Management
      THREE YEAR TERM:RICHARD L. GEORGE
8     REELECTION OF CLASS I DIRECTOR FOR A      For       For        Management
      THREE YEAR TERM:ROBERT L. LONG
9     REELECTION OF CLASS I DIRECTOR FOR A      For       For        Management
      THREE YEAR TERM:EDWARD R. MULLER
10    REELECTION OF CLASS III DIRECTOR FOR A    For       For        Management
      TWO-YEAR TERM:VICTOR E. GRIJALVA
11    APPOINTMENT OF ERNST & YOUNG LLP AS       For       For        Management
      TRANSOCEAN LTD. SINDEPENDENT REGISTERED
      PUBLIC ACCOUNTING FIRM FOR FISCAL
      YEAR2009 AND REELECTION OF ERNST & YOUNG
      LTD., ZURICH, AS TRANSOCEANLTD. S AUDITOR
      PURSUANT TO THE SWISS CODE OF OBLIGATIONS
      FOR AFURTHER ONE-YEA


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

UBS AG

Ticker:                      Security ID:  H89231338
Meeting Date: OCT 2, 2008    Meeting Type: Special
Record Date:  SEP 3, 2008

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ELECTION OF DIRECTOR: SALLY BOTT          For       For        Management
2     ELECTION OF DIRECTOR: RAINER-MARC FREY    For       For        Management
3     ELECTION OF DIRECTOR: BRUNO GEHRIG        For       For        Management
4     ELECTION OF DIRECTOR: WILLIAM G. PARRETT  For       For        Management
5     AMENDMENTS TO THE ARTICLES OF             For       For        Management
      ASSOCIATION: ADJUSTMENT TO THE NEW UBS
      CORPORATE GOVERNANCE EFFECTIVE AS OF 1
      JULY 2008
6     IN CASE OF AD-HOC SHAREHOLDERS  MOTIONS   For       Against    Management
      DURING THE EXTRAORDINARY GENERAL MEETING,
      I/WE AUTHORIZE MY/OUR PROXY TO ACT IN
      ACCORDANCE WITH THE BOARD OF DIRECTORS


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

Windstream Corp.

Ticker:       WIN            Security ID:  97381W104
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Carol B. Armitage          For       For        Management
1.2   Elect Director Samuel E. Beall, III       For       Withhold   Management
1.3   Elect Director Dennis E. Foster           For       Withhold   Management
1.4   Elect Director Francis X. Frantz          For       For        Management
1.5   Elect Director Jeffery R. Gardner         For       For        Management
1.6   Elect Director Jeffrey T. Hinson          For       For        Management
1.7   Elect Director Judy K. Jones              For       For        Management
1.8   Elect Director William A. Montgomery      For       Withhold   Management
1.9   Elect Director Frank E. Reed              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   Against   For        Shareholder
      Officers' Compensation
4     Require Independent Board Chairman        Against   For        Shareholder


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

XL Capital Ltd.

Ticker:       XL             Security ID:  G98255105
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Dale R. Comey as a Director         For       For        Management
1.2   Elect Robert R. Glauber as a Director     For       For        Management
1.3   Elect G. Thompson Hutton as a Director    For       For        Management
2     Amend 1991 Peformance Incentive Program   For       For        Management
3     Amend Directors Stock & Option Plan   For       For        Management
4     Ratify PriceWaterhouseCoopers LLP as      For       For        Management
      Auditors


                            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 Equity Income Fund, Inc.

By:          John V. Murphy*
             ---------------
             John V. Murphy,
             President and Principal Executive Officer

Date:        August 20, 2009

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