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:               Arthur S. Gabinet,
                                                     Executive Vice President &
                                                     General Counsel
                                                     OppenheimerFunds, Inc.
                                                     Two World Financial Center
                                                     225 Liberty Street
                                                     New York, NY 10281-1008

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

Date of fiscal year end:                             10/31

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

Item 1. Proxy Voting Record


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

Abbott Laboratories

Ticker:       ABT            Security ID:  002824100
Meeting Date: APR 29, 2011   Meeting Type: Annual
Record Date:  MAR 2, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert J. Alpern           For       For        Management
1.2   Elect Director Roxanne S. Austin          For       For        Management
1.3   Elect Director W. James Farrell           For       For        Management
1.4   Elect Director H. Laurance Fuller         For       For        Management
1.5   Elect Director Edward M. Liddy            For       For        Management
1.6   Elect Director Phebe N. Novakovic         For       For        Management
1.7   Elect Director William A. Osborn          For       For        Management
1.8   Elect Director Samuel C. Scott III        For       For        Management
1.9   Elect Director Glenn F. Tilton            For       For        Management
1.10  Elect Director Miles D. White             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Adopt Policy on Pharmaceutical Price      Against   Against    Shareholder
      Restraint


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Aircastle Limited

Ticker:       AYR            Security ID:  G0129K104
Meeting Date: MAY 26, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Joseph P. Adams, Jr.       For       For        Management
1.2   Elect Director Ronald L. Merriman         For       For        Management
1.3   Elect Director Charles W. Pollard         For       For        Management
2     Ratify Ernst & Young, LLP as Auditors     For       For        Management
3     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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Allegheny Energy, Inc.

Ticker:       AYE            Security ID:  017361106
Meeting Date: SEP 14, 2010   Meeting Type: Special
Record Date:  JUL 16, 2010

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


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American Electric Power Company, Inc.

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

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


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Apollo Commercial Real Estate Finance, Inc.

Ticker:       ARI            Security ID:  03762U105
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Douglas D. Abbey           For       For        Management
1.2   Elect Director Joseph F. Azrack           For       For        Management
1.3   Elect Director Mark C. Biderman           For       For        Management
1.4   Elect Director Alice Connell              For       For        Management
1.5   Elect Director Eric L. Press              For       For        Management
1.6   Elect Director Michael E. Salvati         For       For        Management
1.7   Elect Director Henry R. Silverman         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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Applied Materials, Inc.

Ticker:       AMAT           Security ID:  038222105
Meeting Date: MAR 8, 2011    Meeting Type: Annual
Record Date:  JAN 12, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Aart J. De Geus            For       For        Management
1.2   Elect Director Stephen R. Forrest         For       For        Management
1.3   Elect Director Thomas J. Iannotti         For       For        Management
1.4   Elect Director Susan M. James             For       For        Management
1.5   Elect Director Alexander A. Karsner       For       For        Management
1.6   Elect Director Gerhard H. Parker          For       For        Management
1.7   Elect Director Dennis D. Powell           For       For        Management
1.8   Elect Director Willem P. Roelandts        For       For        Management
1.9   Elect Director James E. Rogers            For       For        Management
1.10  Elect Director Michael R. Splinter        For       For        Management
1.11  Elect Director Robert H. Swan             For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management


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Archer-Daniels-Midland Company

Ticker:       ADM            Security ID:  039483102
Meeting Date: NOV 4, 2010    Meeting Type: Annual
Record Date:  SEP 9, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director George W. Buckley          For       For        Management
2     Elect Director Mollie Hale Carter         For       For        Management
3     Elect Director Pierre Dufour              For       For        Management
4     Elect Director Donald E. Felsinger        For       For        Management
5     Elect Director Victoria F. Haynes         For       For        Management
6     Elect Director Antonio Maciel Neto        For       For        Management
7     Elect Director Patrick J. Moore           For       For        Management
8     Elect Director Thomas F. O'Neill          For       For        Management
9     Elect Director Kelvin R. Westbrook        For       For        Management
10    Elect Director Patricia A. Woertz         For       For        Management
11    Ratify Auditors                           For       For        Management
12    Adopt Policy to Prohibit Political        Against   Abstain    Shareholder
      Spending
13    Report on Political Contributions         Against   For        Shareholder


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Assurant, Inc.

Ticker:       AIZ            Security ID:  04621X108
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 17, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Elaine D. Rosen            For       For        Management
2     Elect Director Howard L. Carver           For       For        Management
3     Elect Director Juan N. Cento              For       For        Management
4     Elect Director Lawrence V. Jackson        For       For        Management
5     Elect Director David B. Kelso             For       For        Management
6     Elect Director Charles J. Koch            For       For        Management
7     Elect Director H. Carroll Mackin          For       For        Management
8     Elect Director Robert B. Pollock          For       For        Management
9     Elect Director John A.C. Swainson         For       For        Management
10    Ratify Auditors                           For       For        Management
11    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
12    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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Assured Guaranty Ltd.

Ticker:       AGO            Security ID:  G0585R106
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 9, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Francisco L. Borges as Director     For       For        Management
1.2   Elect Patrick W. Kenny as Director        For       For        Management
1.3   Elect Robin Monro-Davies as Director      For       For        Management
1.4   Elect Michael T. O'Kane as Director       For       For        Management
1.5   Elect Howard Albert as  Director of       For       For        Management
      Assured Guaranty Re Ltd
1.6   Elect Robert A. Bailenson as Director of  For       For        Management
      Assured Guaranty Re Ltd
1.7   Elect Russell Brewer II as Director of    For       For        Management
      Assured Guaranty Re Ltd
1.8   Elect Gary Burnet as Director of Assured  For       For        Management
      Guaranty Re Ltd
1.9   Elect Dominic J. Frederico as Director of For       For        Management
      Assured Guaranty Re Ltd
1.10  Elect James M. Michener as Director of    For       For        Management
      Assured Guaranty Re Ltd
1.11  Elect Robert B. Mills as Director of      For       For        Management
      Assured Guaranty Re Ltd
1.12  Elect Kevin Pearson as Director of        For       For        Management
      Assured Guaranty Re Ltd
2     Declassify the Board of Directors         For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors
6     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors of Assured Guaranty Re


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AT&T Inc.

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

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


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Brinker International, Inc.

Ticker:       EAT            Security ID:  109641100
Meeting Date: NOV 10, 2010   Meeting Type: Annual
Record Date:  SEP 13, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Douglas H. Brooks          For       For        Management
1.2   Elect Director Joseph M. Depinto          For       For        Management
1.3   Elect Director Harriet Edelman            For       For        Management
1.4   Elect Director Marvin J. Girouard         For       For        Management
1.5   Elect Director John W. Mims               For       For        Management
1.6   Elect Director George R. Mrkonic          For       For        Management
1.7   Elect Director Erle Nye                   For       For        Management
1.8   Elect Director Rosendo G. Parra           For       For        Management
1.9   Elect Director Cece Smith                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Profit Sharing Plan               For       For        Management


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Chevron Corporation

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

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


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Cinemark Holdings, Inc.

Ticker:       CNK            Security ID:  17243V102
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven P. Rosenberg        For       For        Management
1.2   Elect Director Enrique F. Senior          For       For        Management
1.3   Elect Director Donald G. Soderquist       For       For        Management
1.4   Elect Director Roger T. Staubach          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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CIT Group Inc.

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

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


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CONSOL Energy Inc.

Ticker:       CNX            Security ID:  20854P109
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Brett Harvey            For       For        Management
1.2   Elect Director John Whitmire              For       For        Management
1.3   Elect Director Philip W. Baxter           For       For        Management
1.4   Elect Director James E. Altmeyer, Sr.     For       For        Management
1.5   Elect Director William E. Davis           For       For        Management
1.6   Elect Director Raj K. Gupta               For       For        Management
1.7   Elect Director Patricia A. Hammick        For       For        Management
1.8   Elect Director David C. Hardesty, Jr.     For       For        Management
1.9   Elect Director John T. Mills              For       For        Management
1.10  Elect Director William P. Powell          For       For        Management
1.11  Elect Director Joseph T. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Two Years One Year   Management


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Consolidated Communications Holdings, Inc.

Ticker:       CNSL           Security ID:  209034107
Meeting Date: MAY 3, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert J. Currey           For       For        Management
1.2   Elect Director Maribeth S. Rahe           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
5     Reduce Supermajority Vote Requirement     For       For        Management


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Corning Incorporated

Ticker:       GLW            Security ID:  219350105
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  FEB 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director John Seely Brown           For       Against    Management
2     Elect Director John A. Canning, Jr.       For       For        Management
3     Elect Director Gordon Gund                For       Against    Management
4     Elect Director Kurt M. Landgraf           For       Against    Management
5     Elect Director H. Onno Ruding             For       Against    Management
6     Elect Director Glenn F. Tilton            For       For        Management
7     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
8     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
9     Ratify Auditors                           For       For        Management
10    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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CVS Caremark Corporation

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Edwin M. Banks             For       For        Management
2     Elect Director C. David Brown II          For       For        Management
3     Elect Director David W. Dorman            For       For        Management
4     Elect Director Anne M. Finucane           For       For        Management
5     Elect Director Kristen Gibney Williams    For       For        Management
6     Elect Director Marian L. Heard            For       For        Management
7     Elect Director Larry J. Merlo             For       For        Management
8     Elect Director Jean-Pierre Millon         For       For        Management
9     Elect Director Terrence Murray            For       For        Management
10    Elect Director C.A. Lance Piccolo         For       For        Management
11    Elect Director Richard J. Swift           For       For        Management
12    Elect Director Tony L. White              For       For        Management
13    Ratify Auditors                           For       For        Management
14    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
16    Report on Political Contributions         Against   For        Shareholder
17    Provide Right to Act by Written Consent   Against   For        Shareholder


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Cypress Sharpridge Investments, Inc.

Ticker:       CYS            Security ID:  23281A307
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kevin E. Grant             For       For        Management
1.2   Elect Director Douglas Crocker, II        For       For        Management
1.3   Elect Director Jeffrey P. Hughes          For       For        Management
1.4   Elect Director Stephen P. Jonas           For       For        Management
1.5   Elect Director Raymond A. Redlingshafer,  For       For        Management
      Jr.
1.6   Elect Director James A. Stern             For       For        Management
1.7   Elect Director David A. Tyson, Ph.D.      For       For        Management
2     Ratify Auditors                           For       For        Management


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Edison International

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

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


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Ensco plc

Ticker:       ESV            Security ID:  29358Q109
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 31, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Re-elect J. Roderick Clark as Director    For       For        Management
2     Re-elect Daniel W. Rabun as Director      For       For        Management
3     Re-elect Keith O. Rattie as Director      For       For        Management
4     Appoint KPMG LLP as Independent           For       For        Management
      Registered Auditors of the Company
5     Reappoint KPMG Audit Plc as Auditors of   For       For        Management
      the Company
6     Authorize Board to Fix Remuneration of    For       For        Management
      Auditors
7     Approve Special Dividends                 For       For        Management
8     Authorize Associated Deed of Release for  For       For        Management
      Historic Dividends
9     Authorize Release All Claims Against      For       For        Management
      Directors for Historic Dividends
10    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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Ensco plc

Ticker:       ESV            Security ID:  29358Q109
Meeting Date: MAY 31, 2011   Meeting Type: Special
Record Date:  APR 11, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with           For       For        Management
      Acquisition


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Entergy Corporation

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

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


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Everest Re Group, Ltd.

Ticker:       RE             Security ID:  G3223R108
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William F. Galtney, Jr.    For       For        Management
1.2   Elect Director John P. Phelan             For       For        Management
1.3   Elect Director Roger M. Singer            For       For        Management
2     Approve PricewaterhouseCoopers LLP as     For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
3     Declassify the Board of Directors         For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management
5     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
6     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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Exxon Mobil Corporation

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

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


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FirstEnergy Corp.

Ticker:       FE             Security ID:  337932107
Meeting Date: MAY 17, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     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 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 DirectorJulia L. Johnson            For       For        Management
1.8   Elect DirectorTed J. Kleisner             For       For        Management
1.9   Elect Director Ernest J. Novak, Jr.       For       Withhold   Management
1.10  Elect Director Catherine A. Rein          For       Withhold   Management
1.11  Elect Director George M. Smart            For       Withhold   Management
1.12  Elect Director Wes M. Taylor              For       Withhold   Management
1.13  Elect Director Jesse T. Williams, Sr.     For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Provide Right to Call Special Meeting     For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Report on Coal Combustion Waste Hazard    Against   For        Shareholder
      and Risk Mitigation Efforts
7     Provide Right to Act by Written Consent   Against   For        Shareholder
8     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
9     Report on Financial Risks of Coal         Against   For        Shareholder
      Reliance


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

Foot Locker, Inc.

Ticker:       FL             Security ID:  344849104
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Nicholas DiPaolo           For       For        Management
1.2   Elect Director Matthew M. McKenna         For       For        Management
1.3   Elect Director Allen Questrom             For       For        Management
1.4   Elect Director Cheryl Nido Turpin         For       For        Management
1.5   Elect Director Guillermo Marmol           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Frontier Communications Corporation

Ticker:       FTR            Security ID:  35906A108
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Leroy T. Barnes, Jr.       For       For        Management
1.2   Elect Director Peter C.B. Bynoe           For       For        Management
1.3   Elect Director Jeri B. Finard             For       For        Management
1.4   Elect Director Edward Fraioli             For       For        Management
1.5   Elect Director James S. Kahan             For       For        Management
1.6   Elect Director Pamela D.A. Reeve          For       For        Management
1.7   Elect Director Howard L. Schrott          For       For        Management
1.8   Elect Director Larraine D. Segil          For       For        Management
1.9   Elect Director Mark Shapiro               For       For        Management
1.10  Elect Director Myron A. Wick, III         For       For        Management
1.11  Elect Director Mary Agnes Wilderotter     For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Require Independent Board Chairman        Against   Against    Shareholder
5     Ratify Auditors                           For       For        Management


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

General Dynamics Corporation

Ticker:       GD             Security ID:  369550108
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 7, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Mary T. Barra              For       For        Management
2     Elect Director Nicholas D. Chabraja       For       For        Management
3     Elect Director James S. Crown             For       For        Management
4     Elect Director William P. Fricks          For       For        Management
5     Elect Director Jay L. Johnson             For       For        Management
6     Elect Director George A. Joulwan          For       For        Management
7     Elect Director Paul G. Kaminski           For       For        Management
8     Elect Director John M. Keane              For       For        Management
9     Elect Director Lester L. Lyles            For       For        Management
10    Elect Director William A. Osborn          For       For        Management
11    Elect Director Robert Walmsley            For       For        Management
12    Ratify Auditors                           For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
15    Review and Assess Human Rights Policies   Against   For        Shareholder
16    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

General Electric Company

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director W. Geoffrey Beattie        For       For        Management
2     Elect Director James I. Cash, Jr.         For       For        Management
3     Elect Director Ann M. Fudge               For       For        Management
4     Elect Director Susan Hockfield            For       For        Management
5     Elect Director Jeffrey R. Immelt          For       For        Management
6     Elect Director Andrea Jung                For       For        Management
7     Elect Director Alan G. Lafley             For       For        Management
8     Elect Director Robert W. Lane             For       For        Management
9     Elect Director Ralph S. Larsen            For       For        Management
10    Elect Director Rochelle B. Lazarus        For       For        Management
11    Elect Director James J. Mulva             For       For        Management
12    Elect Director Sam Nunn                   For       For        Management
13    Elect Director Roger S. Penske            For       For        Management
14    Elect Director Robert J. Swieringa        For       For        Management
15    Elect Director James S. Tisch             For       For        Management
16    Elect Director Douglas A. Warner III      For       For        Management
17    Ratify Auditors                           For       For        Management
18    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
19    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
20    Provide for Cumulative Voting             Against   Against    Shareholder
21    Performance-Based Equity Awards           Against   For        Shareholder
22    Withdraw Stock Options Granted to         Against   Against    Shareholder
      Executive Officers
23    Report on Climate Change Business Risk    Against   Abstain    Shareholder
24    Report on Animal Testing and Plans for    Against   Abstain    Shareholder
      Reduction


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

Genworth Financial, Inc.

Ticker:       GNW            Security ID:  37247D106
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 22, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Steven W. Alesio           For       For        Management
2     Elect Director William H. Bolinder        For       For        Management
3     Elect Director Michael D. Fraizer         For       For        Management
4     Elect Director Nancy J. Karch             For       For        Management
5     Elect Director J. Robert "Bob" Kerrey     For       For        Management
6     Elect Director Risa J. Lavizzo-Mourey     For       For        Management
7     Elect Director Christine B. Mead          For       For        Management
8     Elect Director Thomas E. Moloney          For       For        Management
9     Elect Director James A. Parke             For       For        Management
10    Elect Director James S. Riepe             For       For        Management
11    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
12    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
13    Ratify Auditors                           For       For        Management


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

GlaxoSmithKline plc

Ticker:       GSK            Security ID:  37733W105
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 8, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Remuneration Report               For       For        Management
3     Elect Simon Dingemans as Director         For       For        Management
4     Elect Stacey Cartwright as Director       For       For        Management
5     Elect Judy Lewent as Director             For       For        Management
6     Re-elect Sir Christopher Gent as Director For       For        Management
7     Re-elect Andrew Witty as Director         For       For        Management
8     Re-elect Sir Roy Anderson as Director     For       For        Management
9     Re-elect Dr Stephanie Burns as Director   For       For        Management
10    Re-elect Larry Culp as Director           For       For        Management
11    Re-elect Sir Crispin Davis as Director    For       For        Management
12    Re-elect Sir Deryck Maughan as Director   For       For        Management
13    Re-elect James Murdoch as Director        For       For        Management
14    Re-elect Dr Daniel Podolsky as Director   For       For        Management
15    Re-elect Dr Moncef Slaoui as Director     For       For        Management
16    Re-elect Tom de Swaan as Director         For       For        Management
17    Re-elect Sir Robert Wilson as Director    For       For        Management
18    Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors
19    Authorise Audit Committee to Fix          For       For        Management
      Remuneration of Auditors
20    Authorise EU Political Donations and      For       For        Management
      Expenditure
21    Authorise Issue of Equity with            For       For        Management
      Pre-emptive Rights
22    Authorise Issue of Equity without         For       For        Management
      Pre-emptive Rights
23    Authorise Market Purchase                 For       For        Management
24    Approve the Exemption from Statement of   For       For        Management
      the Name of the Senior Statutory Auditor
      in Published Copies of the Auditors'
      Reports
25    Authorise the Company to Call EGM with    For       For        Management
      Two Weeks' Notice


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

Halliburton Company

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

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


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

Intel Corporation

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Charlene Barshefsky        For       For        Management
2     Elect Director Susan L. Decker            For       For        Management
3     Elect Director John J. Donahoe            For       For        Management
4     Elect Director Reed E. Hundt              For       For        Management
5     Elect Director Paul S. Otellini           For       For        Management
6     Elect Director James D. Plummer           For       For        Management
7     Elect Director David S. Pottruck          For       For        Management
8     Elect Director Jane E. Shaw               For       For        Management
9     Elect Director Frank D. Yeary             For       For        Management
10    Elect Director David B. Yoffie            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    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     None      One Year   Management


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

International Paper Company

Ticker:       IP             Security ID:  460146103
Meeting Date: MAY 9, 2011    Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Directors David J. Bronczek         For       For        Management
2     Elect Director Ahmet C. Dorduncu          For       For        Management
3     Elect Directors Lynn Laverty Elsenhans    For       For        Management
4     Elect Directors John V. Faraci            For       For        Management
5     Elect Director Samir G. Gibara            For       For        Management
6     Elect Directors Stacey J. Mobley          For       For        Management
7     Elect Directors John L. Townsend, III     For       For        Management
8     Elect Director John F. Turner             For       For        Management
9     Elect Directors William G. Walter         For       For        Management
10    Elect Directors Alberto Weisser           For       For        Management
11    Elect Directors J. Steven Whisler         For       For        Management
12    Ratify Auditors                           For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
15    Provide Right to Act by Written Consent   Against   For        Shareholder


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

Intersil Corporation

Ticker:       ISIL           Security ID:  46069S109
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 10, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director David B. Bell              For       For        Management
2     Elect Director Robert W. Conn             For       For        Management
3     Elect Director James V. Diller            For       For        Management
4     Elect Director Gary E. Gist               For       For        Management
5     Elect Director Mercedes Johnson           For       For        Management
6     Elect Director Gregory Lang               For       For        Management
7     Elect Director Jan Peeters                For       For        Management
8     Elect Director Robert N. Pokelwaldt       For       For        Management
9     Elect Director James A. Urry              For       For        Management
10    Ratify Auditors                           For       For        Management
11    Amend Omnibus Stock Plan                  For       For        Management
12    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Johnson & Johnson

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Mary Sue Coleman           For       For        Management
2     Elect Director James G. Cullen            For       For        Management
3     Elect Director Ian E.L. Davis             For       For        Management
4     Elect Director Michael M.e. Johns         For       For        Management
5     Elect Director Susan L. Lindquist         For       For        Management
6     Elect Director Anne M. Mulcahy            For       For        Management
7     Elect Director Leo F. Mullin              For       For        Management
8     Elect Director William D. Perez           For       For        Management
9     Elect Director Charles Prince             For       For        Management
10    Elect Director David Satcher              For       For        Management
11    Elect Director William C. Weldon          For       For        Management
12    Ratify Auditors                           For       For        Management
13    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
15    Adopt Policy to Restrain Pharmaceutical   Against   Abstain    Shareholder
      Price Increases
16    Amend EEO Policy to Prohibit              Against   Abstain    Shareholder
      Discrimination Based on Applicant's
      Health Status
17    Adopt Animal-Free Training Methods        Against   Abstain    Shareholder


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

JPMorgan Chase & Co.

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

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


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

Kellogg Company

Ticker:       K              Security ID:  487836108
Meeting Date: APR 29, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Bryant                For       For        Management
1.2   Elect Director Rogelio Rebolledo          For       For        Management
1.3   Elect Director Sterling Speirn            For       For        Management
1.4   Elect Director John Zabriskie             For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Ratify Auditors                           For       For        Management
6     Reduce Supermajority Vote Requirement     Against   For        Shareholder
7     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

KKR Financial Holdings LLC

Ticker:       KFN            Security ID:  48248A306
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  MAR 14, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Tracy L. Collins           For       For        Management
1.2   Elect Director Vincent Paul Finigan       For       For        Management
1.3   Elect Director Paul M. Hazen              For       For        Management
1.4   Elect Director R. Glenn Hubbard           For       For        Management
1.5   Elect Director Ross J. Kari               For       For        Management
1.6   Elect Director Ely L. Licht               For       For        Management
1.7   Elect Director Deborah H. McAneny         For       For        Management
1.8   Elect Director Scott C. Nuttall           For       For        Management
1.9   Elect Director Scott A. Ryles             For       For        Management
1.10  Elect Director William C. Sonneborn       For       For        Management
1.11  Elect Director Willy R. Strothotte        For       For        Management
2     Ratify Auditors                           For       For        Management


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

Kohl's Corporation

Ticker:       KSS            Security ID:  500255104
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 9, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Peter Boneparth            For       For        Management
2     Elect Director Steven A. Burd             For       For        Management
3     Elect Director John F. Herma              For       For        Management
4     Elect Director Dale E. Jones              For       For        Management
5     Elect Director William S. Kellogg         For       For        Management
6     Elect Director Kevin Mansell              For       For        Management
7     Elect Director Frank V. Sica              For       For        Management
8     Elect Director Peter M. Sommerhauser      For       For        Management
9     Elect Director Stephanie A. Streeter      For       For        Management
10    Elect Director Nina G. Vaca               For       For        Management
11    Elect Director Stephen E. Watson          For       For        Management
12    Ratify Auditors                           For       For        Management
13    Reduce Supermajority Vote Requirement     For       For        Management
      Relating to Director Elections
14    Reduce Supermajority Vote Requirement     For       For        Management
15    Amend Executive Incentive Bonus Plan      For       For        Management
16    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
17    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
18    Provide Right to Act by Written Consent   Against   Against    Shareholder
19    Adopt Policy on Succession Planning       Against   For        Shareholder


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

Kraft Foods Inc.

Ticker:       KFT            Security ID:  50075N104
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Ajaypal S. Banga           For       For        Management
2     Elect Director Myra M. Hart               For       For        Management
3     Elect Director Peter B. Henry             For       For        Management
4     Elect Director Lois D. Juliber            For       For        Management
5     Elect Director Mark D. Ketchum            For       For        Management
6     Elect Director Richard A. Lerner          For       For        Management
7     Elect Director Mackey J. McDonald         For       For        Management
8     Elect Director John C. Pope               For       For        Management
9     Elect Director Fredric G. Reynolds        For       For        Management
10    Elect Director Irene B. Rosenfeld         For       For        Management
11    Elect Director J.F. Van Boxmeer           For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
14    Amend Non-Employee Director Omnibus Stock For       For        Management
      Plan
15    Ratify Auditors                           For       For        Management


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

Lockheed Martin Corporation

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 28, 2011   Meeting Type: Annual
Record Date:  MAR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Nolan D. Archibald         For       For        Management
2     Elect Director Rosalind G. Brewer         For       For        Management
3     Elect Director David B. Burritt           For       For        Management
4     Elect Director James O. Ellis, Jr.        For       For        Management
5     Elect Director Thomas J. Falk             For       For        Management
6     Elect Director Gwendolyn S. King          For       For        Management
7     Elect Director James M. Loy               For       For        Management
8     Elect Director Douglas H. McCorkindale    For       For        Management
9     Elect Director Joseph W. Ralston          For       For        Management
10    Elect Director Anne Stevens               For       For        Management
11    Elect Director Robert J. Stevens          For       For        Management
12    Ratify Auditors                           For       For        Management
13    Approve Omnibus Stock Plan                For       For        Management
14    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
15    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
16    Provide Right to Act by Written Consent   Against   For        Shareholder


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

Lorillard, Inc.

Ticker:       LO             Security ID:  544147101
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 29, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dianne Neal Blixt          For       For        Management
1.2   Elect Director David E. R. Dangoor        For       For        Management
1.3   Elect Director Murray S. Kessler          For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management
5     Require a Majority Vote for the Election  None      For        Shareholder
      of Directors
6     Report on Political Contributions         Against   For        Shareholder


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

Lowe's Companies, Inc.

Ticker:       LOW            Security ID:  548661107
Meeting Date: MAY 27, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Raul Alvarez               For       For        Management
1.2   Elect Director David W. Bernauer          For       For        Management
1.3   Elect Director Leonard L. Berry           For       For        Management
1.4   Elect Director Peter C. Browning          For       For        Management
1.5   Elect Director Dawn E. Hudson             For       For        Management
1.6   Elect Director Robert L. Johnson          For       For        Management
1.7   Elect Director Marshall O. Larsen         For       For        Management
1.8   Elect Director Richard K. Lochridge       For       For        Management
1.9   Elect Director Robert A. Niblock          For       For        Management
1.10  Elect Director Stephen F. Page            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
5     Approve Executive Incentive Bonus Plan    For       For        Management
6     Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote
7     Include Sustainability as a Performance   Against   Abstain    Shareholder
      Measure for Senior Executive Compensation
8     Report on Political Contributions         Against   For        Shareholder


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

LyondellBasell Industries NV

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

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


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

M.D.C. Holdings, Inc.

Ticker:       MDC            Security ID:  552676108
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William B. Kemper          For       For        Management
1.2   Elect Director David D. Mandarich         For       For        Management
1.3   Elect Director David Siegel               For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Approve Non-Employee Director Stock       For       For        Management
      Option Plan
4     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Ratify Auditors                           For       For        Management


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

Marathon Oil Corporation

Ticker:       MRO            Security ID:  565849106
Meeting Date: APR 27, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Gregory H. Boyce           For       Against    Management
2     Elect Director Pierre Brondeau            For       For        Management
3     Elect Director Clarence P. Cazalot, Jr.   For       Against    Management
4     Elect Director David A. Daberko           For       Against    Management
5     Elect Director William L. Davis           For       Against    Management
6     Elect Director Shirley Ann Jackson        For       Against    Management
7     Elect Director Philip Lader               For       Against    Management
8     Elect Director Charles R. Lee             For       Against    Management
9     Elect Director Michael E. J. Phelps       For       Against    Management
10    Elect Director Dennis H. Reilley          For       Against    Management
11    Elect Director Seth E. Schofield          For       Against    Management
12    Elect Director John W. Snow               For       Against    Management
13    Elect Director Thomas J. Usher            For       Against    Management
14    Ratify Auditors                           For       For        Management
15    Provide Right to Call Special Meeting     For       Against    Management
16    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
17    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
18    Report on Accident Risk Reduction Efforts Against   Abstain    Shareholder


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

Mattel, Inc.

Ticker:       MAT            Security ID:  577081102
Meeting Date: MAY 13, 2011   Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Michael J. Dolan           For       For        Management
2     Elect Director Robert A. Eckert           For       For        Management
3     Elect Director Frances D. Fergusson       For       For        Management
4     Elect Director Tully M. Friedman          For       For        Management
5     Elect Director Dominic Ng                 For       For        Management
6     Elect Director Vasant M. Prabhu           For       For        Management
7     Elect Director Andrea L. Rich             For       For        Management
8     Elect Director Dean A. Scarborough        For       For        Management
9     Elect Director Christopher A. Sinclair    For       For        Management
10    Elect Director G. Craig Sullivan          For       For        Management
11    Elect Director Kathy Brittain White       For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
14    Provide Right to Call Special Meeting     For       Against    Management
15    Ratify Auditors                           For       For        Management


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

Merck & Co., Inc.

Ticker:       MRK            Security ID:  58933Y105
Meeting Date: MAY 24, 2011   Meeting Type: Annual
Record Date:  MAR 25, 2011

#     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 Kenneth C. Frazier         For       For        Management
5     Elect Director Thomas H. Glocer           For       For        Management
6     Elect Director Steven F. Goldstone        For       For        Management
7     Elect Director William B. Harrison. Jr.   For       For        Management
8     Elect Director Harry R. Jacobson          For       For        Management
9     Elect Director William N. Kelley          For       For        Management
10    Elect Director C. Robert Kidder           For       For        Management
11    Elect Director Rochelle B. Lazarus        For       For        Management
12    Elect Director Carlos E. Represas         For       For        Management
13    Elect Director Patricia F. Russo          For       For        Management
14    Elect Director Thomas E. Shenk            For       For        Management
15    Elect Director Anne M. Tatlock            For       For        Management
16    Elect Director Craig B. Thompson          For       For        Management
17    Elect Director Wendell P. Weeks           For       For        Management
18    Elect Director Peter C. Wendell           For       For        Management
19    Ratify Auditors                           For       For        Management
20    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
21    Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

MetLife, Inc.

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

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


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

Microsoft Corporation

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 16, 2010   Meeting Type: Annual
Record Date:  SEP 3, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Steven A. Ballmer          For       For        Management
2     Elect Director Dina Dublon                For       For        Management
3     Elect Director William H. Gates III       For       For        Management
4     Elect Director Raymond V. Gilmartin       For       For        Management
5     Elect Director Reed Hastings              For       For        Management
6     Elect Director Maria M. Klawe             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    Ratify Auditors                           For       For        Management
11    Amend Bylaws to Establish a Board         Against   Against    Shareholder
      Committee on Environmental Sustainability


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

Morgan Stanley

Ticker:       MS             Security ID:  617446448
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  MAR 21, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Roy J. Bostock             For       For        Management
2     Elect Director Erskine B. Bowles          For       For        Management
3     Elect Director Howard J. Davies           For       For        Management
4     Elect Director James P. Gorman            For       For        Management
5     Elect Director James H. Hance Jr.         For       For        Management
6     Elect Director C. Robert Kidder           For       For        Management
7     Elect Director John J. Mack               For       For        Management
8     Elect Director Donald T. Nicolaisen       For       For        Management
9     Elect Director Hutham S. Olayan           For       For        Management
10    Elect Director James. W. Owens            For       For        Management
11    Elect Director O. Griffith Sexton         For       For        Management
12    Elect Director Masaaki Tanaka             For       For        Management
13    Elect Director Laura D. Tyson             For       For        Management
14    Ratify Auditors                           For       For        Management
15    Amend Omnibus Stock Plan                  For       Against    Management
16    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
17    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Norfolk Southern Corporation

Ticker:       NSC            Security ID:  655844108
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Gerald L. Baliles          For       For        Management
2     Elect Director Erskine B. Bowles          For       For        Management
3     Elect Director Karen N. Horn              For       For        Management
4     Elect Director J. Paul Reason             For       For        Management
5     Ratify Auditors                           For       For        Management
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

NRG Energy, Inc.

Ticker:       NRG            Security ID:  629377508
Meeting Date: JUL 28, 2010   Meeting Type: Annual
Record Date:  JUN 4, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Kirbyjon H. Caldwell       For       For        Management
2     Elect Director David Crane                For       For        Management
3     Elect Director Stephen L. Cropper         For       For        Management
4     Elect Director Kathleen A. McGinty        For       For        Management
5     Elect Director Thomas H. Weidemeyer       For       For        Management
6     Amend Omnibus Stock Plan                  For       For        Management
7     Ratify Auditors                           For       For        Management


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

Old Republic International Corporation

Ticker:       ORI            Security ID:  680223104
Meeting Date: MAY 27, 2011   Meeting Type: Annual
Record Date:  APR 5, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James C. Hellauer          For       For        Management
1.2   Elect Director Arnold L. Steiner          For       For        Management
1.3   Elect Director Fredricka Taubitz          For       For        Management
1.4   Elect Director Aldo C. Zucaro             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

PDL BioPharma, Inc.

Ticker:       PDLI           Security ID:  69329Y104
Meeting Date: JUN 22, 2011   Meeting Type: Annual
Record Date:  APR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederick Frank            For       For        Management
1.2   Elect Director Paul W. Sandman            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

PepsiCo, Inc.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 4, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director S.L. Brown                 For       For        Management
2     Elect Director I.M. Cook                  For       For        Management
3     Elect Director D. Dublon                  For       For        Management
4     Elect Director V.J. Dzau                  For       For        Management
5     Elect Director R.L. Hunt                  For       For        Management
6     Elect Director A. Ibarguen                For       For        Management
7     Elect Director A.C. Martinez              For       Against    Management
8     Elect Director I.K. Nooyi                 For       For        Management
9     Elect Director S.P. Rockefeller           For       For        Management
10    Elect Director J.J. Schiro                For       For        Management
11    Elect Director L.G. Trotter               For       For        Management
12    Elect Director D. Vasella                 For       For        Management
13    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
14    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
15    Ratify Auditors                           For       For        Management
16    Adopt Majority Voting for Uncontested     For       For        Management
      Election of Directors
17    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
18    Report on Political Contributions         Against   Against    Shareholder


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

Pfizer Inc.

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

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Dennis A. Ausiello         For       For        Management
2     Elect Director Michael S. Brown           For       For        Management
3     Elect Director M. Anthony Burns           For       For        Management
4     Elect Director W. Don Cornwell            For       For        Management
5     Elect Director Frances D. Fergusson       For       For        Management
6     Elect Director William H. Gray III        For       For        Management
7     Elect Director Constance J. Horner        For       For        Management
8     Elect Director James M. Kilts             For       For        Management
9     Elect Director George A. Lorch            For       For        Management
10    Elect Director John P. Mascotte           For       For        Management
11    Elect Director Suzanne Nora Johnson       For       For        Management
12    Elect Director Ian C. Read                For       For        Management
13    Elect Director Stephen W. Sanger          For       For        Management
14    Ratify Auditors                           For       For        Management
15    Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     Two Years One Year   Management
17    Publish Political Contributions           Against   Against    Shareholder
18    Report on Public Policy Advocacy Process  Against   Against    Shareholder
19    Adopt Policy to Restrain Pharmaceutical   Against   Against    Shareholder
      Price Increases
20    Provide Right to Act by Written Consent   Against   For        Shareholder
21    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
22    Report on Animal Testing and Plans for    Against   Against    Shareholder
      Reduction


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

Philip Morris International Inc.

Ticker:       PM             Security ID:  718172109
Meeting Date: MAY 11, 2011   Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Harold Brown               For       For        Management
2     Elect Director Mathis Cabiallavetta       For       For        Management
3     Elect Director Louis C. Camilleri         For       For        Management
4     Elect Director J. Dudley Fishburn         For       For        Management
5     Elect Director Jennifer Li                For       For        Management
6     Elect Director Graham Mackay              For       For        Management
7     Elect Director Sergio Marchionne          For       Against    Management
8     Elect Director Lucio A. Noto              For       For        Management
9     Elect Director Carlos Slim Helu           For       For        Management
10    Elect Director Stephen M. Wolf            For       For        Management
11    Ratify Auditors                           For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
14    Report on Effect of Marketing Practices   Against   Abstain    Shareholder
      on the Poor
15    Require Independent Board Chairman        Against   Against    Shareholder


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

Pitney Bowes Inc.

Ticker:       PBI            Security ID:  724479100
Meeting Date: MAY 9, 2011    Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Rodney C. Adkins           For       For        Management
2     Elect Director Murray D. Martin           For       For        Management
3     Elect Director Michael I. Roth            For       For        Management
4     Elect Director Robert E. Weissman         For       For        Management
5     Ratify Auditors                           For       For        Management
6     Reduce Supermajority Vote Requirement for For       For        Management
      Removing Directors
7     Reduce Supermajority Vote Requirement for For       For        Management
      Certain Business Combinations
8     Reduce Supermajority Vote Requirement for For       For        Management
      Amendments to the Certificate
9     Reduce Supermajority Vote Requirement for For       For        Management
      Amendments to the By-laws
10    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
12    Amend Executive Incentive Bonus Plan      For       For        Management
13    Amend Omnibus Stock Plan                  For       For        Management


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

PPL Corporation

Ticker:       PPL            Security ID:  69351T106
Meeting Date: MAY 18, 2011   Meeting Type: Annual
Record Date:  FEB 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederick M. Bernthal      For       For        Management
1.2   Elect Director John W. Conway             For       Withhold   Management
1.3   Elect Director Steven G. Elliott          For       For        Management
1.4   Elect Director Louise K. Goeser           For       For        Management
1.5   Elect Director Stuart E. Graham           For       For        Management
1.6   Elect Director Stuart Heydt               For       For        Management
1.7   Elect Director James H. Miller            For       For        Management
1.8   Elect Director Craig A. Rogerson          For       For        Management
1.9   Elect Director Natica von Althann         For       For        Management
1.10  Elect Director Keith W. Williamson        For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management
4     Advisory Vote to Ratify Named Executive   For       Against    Management
      Officers' Compensation
5     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
7     Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings


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

QUALCOMM Incorporated

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

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


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

Qwest Communications International Inc.

Ticker:       Q              Security ID:  749121109
Meeting Date: AUG 24, 2010   Meeting Type: Special
Record Date:  JUL 13, 2010

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


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

Royal Dutch Shell plc

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

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


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

Starwood Property Trust, Inc.

Ticker:       STWD           Security ID:  85571B105
Meeting Date: MAY 5, 2011    Meeting Type: Annual
Record Date:  MAR 18, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard D. Bronson         For       For        Management
1.2   Elect Director Jeffrey F. DiModica        For       For        Management
1.3   Elect Director Jeffrey D. Dishner         For       For        Management
1.4   Elect Director Camille J. Douglas         For       For        Management
1.5   Elect Director Boyd W. Fellows            For       For        Management
1.6   Elect Director Barry S. Sternlicht        For       For        Management
1.7   Elect Director Strauss Zelnick            For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Ratify Auditors                           For       For        Management


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

Targa Resources Corp.

Ticker:       TRGP           Security ID:  87612G101
Meeting Date: MAY 25, 2011   Meeting Type: Annual
Record Date:  APR 1, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles R. Crisp           For       For        Management
1.2   Elect Director James W. Whalen            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
4     Advisory Vote on Say on Pay Frequency     Three     One Year   Management


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

Target Corporation

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

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


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

The Goldman Sachs Group, Inc.

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

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


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

The Kroger Co.

Ticker:       KR             Security ID:  501044101
Meeting Date: JUN 23, 2011   Meeting Type: Annual
Record Date:  APR 25, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Reuben V. Anderson         For       For        Management
2     Elect Director Robert D. Beyer            For       For        Management
3     Elect Director David B. Dillon            For       For        Management
4     Elect Director Susan J. Kropf             For       For        Management
5     Elect Director John T. Lamacchia          For       For        Management
6     Elect Director David B. Lewis             For       For        Management
7     Elect Director W. Rodney Mcmullen         For       For        Management
8     Elect Director Jorge P. Montoya           For       For        Management
9     Elect Director Clyde R. Moore             For       For        Management
10    Elect Director Susan M. Phillips          For       For        Management
11    Elect Director Steven R. Rogel            For       For        Management
12    Elect Director James A. Runde             For       For        Management
13    Elect Director Ronald L. Sargent          For       For        Management
14    Elect Director Bobby S. Shackouls         For       For        Management
15    Approve Omnibus Stock Plan                For       For        Management
16    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
17    Advisory Vote on Say on Pay Frequency     Three     One Year   Management
18    Ratify Auditors                           For       For        Management
19    Adopt ILO Based Code of Conduct           Against   Abstain    Shareholder


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

The PMI Group, Inc.

Ticker:       PMI            Security ID:  69344M101
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Timothy R. Eller           For       For        Management
1.2   Elect Director Carmine Guerro             For       For        Management
1.3   Elect Director Louis G. Lower, II         For       For        Management
1.4   Elect Director Raymond L. Ocampo, Jr.     For       For        Management
1.5   Elect Director Charles R. Rinehart        For       For        Management
1.6   Elect Director John D. Roach              For       For        Management
1.7   Elect Director L. Stephen Smith           For       For        Management
1.8   Elect Director Jose H. Villarreal         For       For        Management
1.9   Elect Director Mary Lee Widener           For       For        Management
1.10  Elect Director Ronald H. Zech             For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     Three     One Year   Management
4     Ratify Auditors                           For       For        Management
5     Adopt  NOL Rights Plan (NOL Pill)         For       For        Management
6     Increase Authorized Common Stock          For       For        Management


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

Time Warner Cable Inc.

Ticker:       TWC            Security ID:  88732J207
Meeting Date: MAY 19, 2011   Meeting Type: Annual
Record Date:  MAR 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Carole Black               For       For        Management
2     Elect Director Glenn A. Britt             For       For        Management
3     Elect Director Thomas H. Castro           For       For        Management
4     Elect Director David C. Chang             For       For        Management
5     Elect Director James E. Copeland, Jr.     For       For        Management
6     Elect Director Peter R. Haje              For       For        Management
7     Elect Director Donna A. James             For       For        Management
8     Elect Director Don Logan                  For       For        Management
9     Elect Director N.J. Nicholas, Jr.         For       For        Management
10    Elect Director Wayne H. Pace              For       For        Management
11    Elect Director Edward D. Shirley          For       For        Management
12    Elect Director John E. Sununu             For       For        Management
13    Ratify Auditors                           For       For        Management
14    Approve Omnibus Stock Plan                For       For        Management
15    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
16    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

Tyco International, Ltd.

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

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


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

U.S. Bancorp

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

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


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

UnitedHealth Group Incorporated

Ticker:       UNH            Security ID:  91324P102
Meeting Date: MAY 23, 2011   Meeting Type: Annual
Record Date:  MAR 24, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director William C. Ballard, Jr.    For       For        Management
2     Elect Director Richard T. Burke           For       For        Management
3     Elect Director Robert J. Darretta         For       For        Management
4     Elect Director Stephen J. Hemsley         For       For        Management
5     Elect Director Michele J. Hooper          For       For        Management
6     Elect Director Rodger A. Lawson           For       For        Management
7     Elect Director Douglas W. Leatherdale     For       For        Management
8     Elect Director Glenn M. Renwick           For       For        Management
9     Elect Director Kenneth I. Shine           For       For        Management
10    Elect Director Gail R. Wilensky           For       For        Management
11    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
12    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
13    Approve Omnibus Stock Plan                For       For        Management
14    Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
15    Ratify Auditors                           For       For        Management


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

Valeant Pharmaceuticals International Inc

Ticker:       BVF            Security ID:  09067J109
Meeting Date: SEP 27, 2010   Meeting Type: Special
Record Date:  AUG 18, 2010

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with Merger    For       For        Management
2     If Item #1 is approved: Change Company    For       For        Management
      Name to Valeant Pharmaceuticals
      International, Inc.


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

Wal-Mart Stores, Inc.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 3, 2011    Meeting Type: Annual
Record Date:  APR 6, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Aida M. Alvarez            For       For        Management
2     Elect Director James W. Breyer            For       For        Management
3     Elect Director M. Michele Burns           For       For        Management
4     Elect Director James I. Cash, Jr.         For       For        Management
5     Elect Director Roger C. Corbett           For       For        Management
6     Elect Director Douglas N. Daft            For       For        Management
7     Elect Director Michael T. Duke            For       For        Management
8     Elect Director Gregory B. Penner          For       For        Management
9     Elect Director Steven S Reinemund         For       For        Management
10    Elect Director H. Lee Scott, Jr.          For       For        Management
11    Elect Director Arne M. Sorenson           For       For        Management
12    Elect Director Jim C. Walton              For       For        Management
13    Elect Director S. Robson Walton           For       For        Management
14    Elect Director Christopher J. Williams    For       For        Management
15    Elect Director Linda S. Wolf              For       For        Management
16    Ratify Auditors                           For       For        Management
17    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
18    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
19    Amend EEO Policy to Prohibit              Against   For        Shareholder
      Discrimination based on Gender Identity
20    Report on Political Contributions         Against   For        Shareholder
21    Amend Articles/Bylaws/Charter -- Call     Against   For        Shareholder
      Special Meetings
22    Require Suppliers to Produce              Against   Abstain    Shareholder
      Sustainability Reports
23    Report on Climate Change Business Risks   Against   Abstain    Shareholder


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

Walgreen Co.

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

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


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

Waste Management, Inc.

Ticker:       WM             Security ID:  94106L109
Meeting Date: MAY 13, 2011   Meeting Type: Annual
Record Date:  MAR 16, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Pastora San Juan Cafferty  For       For        Management
2     Elect Director Frank M. Clark, Jr.        For       For        Management
3     Elect Director Patrick W. Gross           For       Against    Management
4     Elect Director John C. Pope               For       For        Management
5     Elect Director W. Robert Reum             For       For        Management
6     Elect Director Steven G. Rothmeier        For       For        Management
7     Elect Director David P. Steiner           For       For        Management
8     Elect Director Thomas H. Weidemeyer       For       For        Management
9     Ratify Auditors                           For       For        Management
10    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
12    Provide Right to Call Special Meeting     For       For        Management


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

Wells Fargo & Company

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

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


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

Windstream Corp.

Ticker:       WIN            Security ID:  97381W104
Meeting Date: MAY 4, 2011    Meeting Type: Annual
Record Date:  MAR 15, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Carol B. Armitage          For       For        Management
2     Elect Director Samuel E. Beall, III       For       For        Management
3     Elect Director Dennis E. Foster           For       For        Management
4     Elect Director Francis X. Frantz          For       For        Management
5     Elect Director Jeffery R. Gardner         For       For        Management
6     Elect Director Jeffrey T. Hinson          For       For        Management
7     Elect Director Judy K. Jones              For       For        Management
8     Elect Director William A. Montgomery      For       For        Management
9     Elect Director Alan L. Wells              For       For        Management
10    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
11    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
12    Ratify Auditors                           For       For        Management
13    Provide for Cumulative Voting             Against   Against    Shareholder
14    Report on Political Contributions         Against   For        Shareholder


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

Wyndham Worldwide Corporation

Ticker:       WYN            Security ID:  98310W108
Meeting Date: MAY 12, 2011   Meeting Type: Annual
Record Date:  MAR 17, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James E. Buckman           For       For        Management
1.2   Elect Director George Herrera             For       For        Management
2     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
3     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
4     Ratify Auditors                           For       For        Management
5     Declassify the Board of Directors         Against   For        Shareholder


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

Xerox Corporation

Ticker:       XRX            Security ID:  984121103
Meeting Date: MAY 26, 2011   Meeting Type: Annual
Record Date:  MAR 28, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Director Glenn A. Britt             For       For        Management
2     Elect Director Ursula M. Burns            For       For        Management
3     Elect Director Richard J. Harrington      For       For        Management
4     Elect Director William Curt Hunter        For       For        Management
5     Elect Director Robert J. Keegan           For       For        Management
6     Elect Director Robert A. McDonald         For       For        Management
7     Elect Director N.J. Nicholas, Jr.         For       For        Management
8     Elect Director Charles Prince             For       For        Management
9     Elect Director Ann N. Reese               For       For        Management
10    Elect Director Mary Agnes Wilderotter     For       For        Management
11    Ratify Auditors                           For       For        Management
12    Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
13    Advisory Vote on Say on Pay Frequency     One Year  One Year   Management


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

XL Group plc

Ticker:       XL             Security ID:  G98290102
Meeting Date: MAY 6, 2011    Meeting Type: Annual
Record Date:  MAR 3, 2011

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Herbert N. Haag as Director         For       For        Management
2     Elect Michael S. McGavick as Director     For       For        Management
3     Elect Ellen E. Thrower as Director        For       For        Management
4     Elect John M. Vereker as Director         For       For        Management
5     Ratify PricewaterhouseCoopers LLP as      For       For        Management
      Auditors
6     Advisory Vote to Ratify Named Executive   For       For        Management
      Officers' Compensation
7     Advisory Vote on Say on Pay Frequency     One Year  One Year   Management
8     Amend Omnibus Stock Plan                  For       For        Management


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

Date:        August 4, 2011

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