N-PX 1 p414736_n-px.txt FORM N-PX UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act File Number: 811-8246 Exact Name of Registrant as Specified in Charter: Delaware Investments Global Dividend and Income Fund, Inc. Address of principal executive offices: 2005 Market Street Philadelphia, PA 19103 Name and address of agent for service: David F. Connor, Esq. 2005 Market Street Philadelphia, PA 19103 Registrant's telephone number: (800) 523-1918 Date of fiscal year end: November 30 Date of reporting period: July 1, 2005 - June 30, 2006 ================================================================================ ITEM 1. PROXY VOTING RECORD. ================================================================================ ========== DELAWARE INVESTMENTS GLOBAL DIVIDEND AND INCOME FUND, INC. ========== ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roxanne S. Austin For For Management 1.2 Elect Director William M. Daley 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 Richard A. Gonzalez For For Management 1.6 Elect Director Jack M. Greenberg For For Management 1.7 Elect Director Lord Owen For For Management 1.8 Elect Director Boone Powell, Jr. For For Management 1.9 Elect Director W. Ann Reynolds, Ph.D. For For Management 1.10 Elect Director Roy S. Roberts For For Management 1.11 Elect Director William D. Smithburg For For Management 1.12 Elect Director John R. Walter For For Management 1.13 Elect Director Miles D. White For For Management 2 Ratify Auditors For For Management 3 Performance-Based Equity Awards Against For Shareholder 4 Report on Political Contributions Against Against Shareholder 5 Separate Chairman and CEO Positions Against For Shareholder -------------------------------------------------------------------------------- ADELPHIA COMMUNICATIONS CORP. Ticker: ADELQ Security ID: 006848AW5 Meeting Date: MAY 14, 2006 Meeting Type: Written Consent Record Date: NOV 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 DEBTORS FOURTH AMENDED JOINT PLAN OF None For Management REORGANIZATION UNDER CHAPTER 11 OF THE BANKRUPTCY CODE DATED NOVEMBER 21, 2005.M -------------------------------------------------------------------------------- AIR FRANCE - KLM (FORMERLY SOCIETE AIR FRANCE) Ticker: Security ID: FR0000031122 Meeting Date: JUL 12, 2005 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Consolidated Financial Statements For Did Not Management and Statutory Reports Vote 2 Approve Financial Statements and For Did Not Management Statutory Reports Vote 3 Approve Treatment of Losses and Dividends For Did Not Management of EUR 0.15 per Share Vote 4 Approve Special Auditors' Report For Did Not Management Regarding Related-Party Transactions Vote 5 Ratify Appointment of Pierre-Henri For Did Not Management Gourgeon as Director Vote 6 Approve Auditor Name Change from Deloitte For Did Not Management Touche Tohmatsu to Deloitte et Associes Vote 7 Authorize Repurchase of Up to Five For Did Not Management Percent of Issued Share Capital Vote 8 Cancel Outstanding Authority to Issue For Did Not Management Bonds/Debentures Vote 9 Authorize Issuance of Equity or For Did Not Management Equity-Linked Securities with Preemptive Vote Rights up to Aggregate Nominal Amount of EUR 500 Million 10 Authorize Issuance of Equity or For Did Not Management Equity-Linked Securities without Vote Preemptive Rights up to Aggregate Nominal Amount of EUR 500 Million 11 Authorize Capital Increase of Up to Ten For Did Not Management Percent for Future Acquisitions Vote 12 Authorize Issuance of Securities For Did Not Management Convertible Into Debt Vote 13 Authorize Capitalization of Reserves of For Did Not Management Up to EUR 500 Million for Bonus Issue or Vote Increase in Par Value 14 Approve Capital Increase Reserved for For Did Not Management Employees Participating in Vote Savings-Related Share Purchase Plan 15 Authorize Board to Increase Capital in For Did Not Management the Event of Demand Exceeding Amounts Vote Proposed in Items 9 and 10 16 Authorize Filing of Required For Did Not Management Documents/Other Formalities Vote -------------------------------------------------------------------------------- ALLSTATE CORP., THE Ticker: ALL Security ID: 020002101 Meeting Date: MAY 16, 2006 Meeting Type: Annual Record Date: MAR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director F. Duane Ackerman For For Management 1.2 Elect Director James G. Andress For For Management 1.3 Elect Director W. James Farrell For For Management 1.4 Elect Director Jack M. Greenberg For For Management 1.5 Elect Director Ronald T. Lemay For For Management 1.6 Elect Director Edward M. Liddy For For Management 1.7 Elect Director J. Christopher Reyes For For Management 1.8 Elect Director H. John Riley, Jr. For For Management 1.9 Elect Director Joshua I. Smith For For Management 1.10 Elect Director Judith A. Sprieser For For Management 1.11 Elect Director Mary Alice Taylor For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Adopt Simple Majority Vote Against For Shareholder -------------------------------------------------------------------------------- AMB PROPERTY CORP. Ticker: AMB Security ID: 00163T109 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 7, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Hamid R. Moghadam For For Management 1.2 Elect Director W. Blake Baird For For Management 1.3 Elect Director Afsaneh M. Beschloss For For Management 1.4 Elect Director T. Robert Burke For For Management 1.5 Elect Director David A. Cole For For Management 1.6 Elect Director Lydia H. Kennard For For Management 1.7 Elect Director J. Michael Losh For For Management 1.8 Elect Director Frederick W. Reid For For Management 1.9 Elect Director Jeffrey L. Skelton For For Management 1.10 Elect Director Thomas W. Tusher For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- AMERICAN HOME MORTGAGE INVESTMENT, CORP. Ticker: AHM Security ID: 02660R107 Meeting Date: JUN 20, 2006 Meeting Type: Annual Record Date: MAY 16, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Cathleen Raffaeli For For Management 1.2 Elect Director Kristian R. Salovaara For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- AON CORP. Ticker: AOC Security ID: 037389103 Meeting Date: MAY 19, 2006 Meeting Type: Annual Record Date: MAR 22, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Patrick G. Ryan For For Management 1.2 Elect Director Gregory C. Case For For Management 1.3 Elect Director Edgar D. Jannotta For For Management 1.4 Elect Director Jan Kalff For For Management 1.5 Elect Director Lester B. Knight For For Management 1.6 Elect Director J. Michael Losh For For Management 1.7 Elect Director R. Eden Martin For For Management 1.8 Elect Director Andrew J. McKenna For For Management 1.9 Elect Director Robert S. Morrison For For Management 1.10 Elect Director Richard B. Myers For For Management 1.11 Elect Director Richard C. Notebaert For For Management 1.12 Elect Director John W. Rogers, Jr. For For Management 1.13 Elect Director Gloria Santona For For Management 1.14 Elect Director Carolyn Y. Woo For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Amend Omnibus Stock Plan For Against Management -------------------------------------------------------------------------------- ARCHER-DANIELS-MIDLAND COMPANY Ticker: ADM Security ID: 039483102 Meeting Date: NOV 3, 2005 Meeting Type: Annual Record Date: SEP 16, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director G. Allen Andreas For For Management 1.2 Elect Director Alan L. Boeckmann For For Management 1.3 Elect Director Mollie Hale Carter, For Withhold Management 1.4 Elect Director Roger S. Joslin For For Management 1.5 Elect Director Patrick J. Moore For For Management 1.6 Elect Director M. Brian Mulroney For For Management 1.7 Elect Director Thomas F. O'Neill For For Management 1.8 Elect Director O.G. Webb For Withhold Management 1.9 Elect Director Kelvin R. Westbrook For For Management 2 Report on Genetically Modified Organisms Against Against Shareholder -------------------------------------------------------------------------------- AT&T INC Ticker: T Security ID: 00206R102 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William F. Aldinger, III For For Management 1.2 Elect Director Gilbert F. Amelio For For Management 1.3 Elect Director August A. Busch, III For For Management 1.4 Elect Director Martin K. Eby, Jr. For For Management 1.5 Elect Director James A. Henderson For For Management 1.6 Elect Director Charles F. Knight For For Management 1.7 Elect Director Jon C. Madonna For For Management 1.8 Elect Director Lynn M. Martin For For Management 1.9 Elect Director John B. McCoy For For Management 1.10 Elect Director Mary S. Metz For For Management 1.11 Elect Director Toni Rembe For For Management 1.12 Elect Director S. Donley Ritchey For For Management 1.13 Elect Director Joyce M. Roche For For Management 1.14 Elect Director Randall L. Stephenson For For Management 1.15 Elect Director Laura D'Andrea Tyson For For Management 1.16 Elect Director Patricia P. Upton For For Management 1.17 Elect Director Edward E. Whitacre, Jr. For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Amend Articles/Bylaws/Charter-Non-Routine For For Management 5 Report on Political Contributions Against Against Shareholder 6 Separate Chairman and CEO Positions Against For Shareholder 7 Report on Pay Disparity Against Against Shareholder 8 Non-Employee Director Compensation Against Against Shareholder 9 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote 10 Adopt Simple Majority Vote Requirement Against Against Shareholder -------------------------------------------------------------------------------- B&G FOODS, INC. Ticker: BGF.A Security ID: 05508R205 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David L. Wenner For For Management 1.2 Elect Director Robert C. Cantwell For For Management 1.3 Elect Director James R. Chambers For For Management 1.4 Elect Director Cynthia T. Jamison For For Management 1.5 Elect Director Dennis M. Mullen For For Management 1.6 Elect Director Alfred Poe For For Management -------------------------------------------------------------------------------- BAXTER INTERNATIONAL INC. Ticker: BAX Security ID: 071813109 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Walter E. Boomer For For Management 1.2 Elect Director James R. Gavin, III For For Management 1.3 Elect Director Peter S. Hellman For For Management 1.4 Elect Director K.J. Storm For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Establish Range For Board Size For For Management 5 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote -------------------------------------------------------------------------------- BRANDYWINE REALTY TRUST Ticker: BDN Security ID: 105368203 Meeting Date: MAY 2, 2006 Meeting Type: Annual Record Date: MAR 23, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Walter D'Alessio For For Management 1.2 Elect Director D. Pike Aloian For For Management 1.3 Elect Director Thomas F. August For For Management 1.4 Elect Director Donald E. Axinn For For Management 1.5 Elect Director Wyche Fowler For For Management 1.6 Elect Director Michael J. Joyce For For Management 1.7 Elect Director Anthony A. Nichols Sr. For For Management 1.8 Elect Director Michael V. Prentiss For For Management 1.9 Elect Director Charles P. Pizzi For For Management 1.10 Elect Director Gerard H. Sweeney For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- BRISTOL-MYERS SQUIBB CO. Ticker: BMY Security ID: 110122108 Meeting Date: MAY 2, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert E. Allen For For Management 1.2 Elect Director Lewis B. Campbell For For Management 1.3 Elect Director Vance D. Coffman For For Management 1.4 Elect Director James M. Cornelius For For Management 1.5 Elect Director Peter R. Dolan For For Management 1.6 Elect Director Louis J. Freeh For For Management 1.7 Elect Director Laurie H. Glimcher, M.D. For For Management 1.8 Elect Director Leif Johansson For For Management 1.9 Elect Director James D. Robinson, III For For Management 2 Ratify Auditor For For Management 3 Increase Disclosure of Executive Against Against Shareholder Compensation 4 Provide for Cumulative Voting Against For Shareholder 5 Claw-back of Payments under Restatements Against Against Shareholder 6 Report on Animal Welfare Against Against Shareholder 7 Establish Term Limits for Directors Against Against Shareholder -------------------------------------------------------------------------------- BRITISH AIRWAYS PLC Ticker: BABAF Security ID: GB0001290575 Meeting Date: JUL 19, 2005 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Remuneration Report For For Management 3 Re-elect John Rishton as Director For For Management 4 Re-elect Maarten van den Bergh as For For Management Director 5 Elect Denise Kingsmill as Director For For Management 6 Elect William Walsh as Director For For Management 7 Elect Martin George as Director For For Management 8 Elect Kenneth Smart as Director For For Management 9 Elect Baroness Symons of Vernham Dean as For For Management Director 10 Reappoint Ernst & Young LLP as Auditors For For Management of the Company 11 Authorise Board to Fix Remuneration of For For Management the Auditors 12 Approve the British Airways Performance For For Management Share Plan 13 Adopt New Articles of Association For For Management -------------------------------------------------------------------------------- CA INC Ticker: CA Security ID: 204912109 Meeting Date: AUG 24, 2005 Meeting Type: Annual Record Date: JUL 1, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth D. Cron For For Management 1.2 Elect Director Alfonse M. D'Amato For For Management 1.3 Elect Director Gary J. Fernandes For For Management 1.4 Elect Director Robert E. La Blanc For For Management 1.5 Elect Director Jay W. Lorsch For For Management 1.6 Elect Director William E. McCracken For For Management 1.7 Elect Director Lewis S. Ranieri For For Management 1.8 Elect Director Walter P. Schuetze For For Management 1.9 Elect Director John A. Swainson For For Management 1.10 Elect Director Laura S. Unger For For Management 1.11 Elect Director Ron Zambonini For For Management 2 Ratify Change in Control of Severance For For Management Policy 3 Ratify Auditors For For Management 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- CHEVRON CORPORATION Ticker: CVX Security ID: 166764100 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel H. Armacost For For Management 1.2 Elect Director Linnet F. Deily For For Management 1.3 Elect Director Robert E. Denham For For Management 1.4 Elect Director Robert J. Eaton For For Management 1.5 Elect Director Sam Ginn For For Management 1.6 Elect Director Franklyn G. Jenifer For For Management 1.7 Elect Director Sam Nunn For For Management 1.8 Elect Director David J. O'Reilly For For Management 1.9 Elect Director Donald B. Rice For For Management 1.10 Elect Director Peter J. Robertson For For Management 1.11 Elect Director Charles R. Shoemate For For Management 1.12 Elect Director Ronald D. Sugar For For Management 1.13 Elect Director Carl Ware For For Management 2 Ratify Auditors For For Management 3 Company-Specific-Reimbursement of Against For Shareholder Stockholder Proposal 4 Report on Environmental Impact of Against Against Shareholder Drilling in Sensitive Areas 5 Report on Political Contributions Against Against Shareholder 6 Adopt an Animal Welfare Policy Against Against Shareholder 7 Adopt a Human Rights Policy Against For Shareholder 8 Report on Remediation Expenses in Ecuador Against Against Shareholder -------------------------------------------------------------------------------- CHUBB CORP., THE Ticker: CB Security ID: 171232101 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Zoe Baird For For Management 1.2 Elect Director Sheila P. Burke For For Management 1.3 Elect Director James I. Cash, Jr. For For Management 1.4 Elect Director Joel J. Cohen For For Management 1.5 Elect Director James M. Cornelius For For Management 1.6 Elect Director John D. Finnegan For For Management 1.7 Elect Director Klaus J. Mangold For For Management 1.8 Elect Director Sir David G. Scholey For For Management 1.9 Elect Director Raymond G.H. Seitz For For Management 1.10 Elect Director Lawrence M. Small For For Management 1.11 Elect Director Daniel E. Somers For For Management 1.12 Elect Director Karen Hastie Williams For For Management 1.13 Elect Director Alfred W. Zollar For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- CONAGRA FOODS INC. Ticker: CAG Security ID: 205887102 Meeting Date: SEP 22, 2005 Meeting Type: Annual Record Date: JUL 25, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Howard G. Buffett For For Management 1.2 Elect Director John T. Chain, Jr. For For Management 1.3 Elect Director Ronald W. Roskens For For Management 1.4 Elect Director Kenneth E. Stinson For Withhold Management 2 Declassify the Board of Directors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Reduce Supermajority Vote Requirement For For Management 5 Ratify Auditors For Against Management 6 Report on Feasibility of Improving Animal Against Against Shareholder Welfare Standards 7 Report on Genetically Modified Organisms Against Against Shareholder (GMO) 8 Review/Limit Executive Compensation Against Against Shareholder -------------------------------------------------------------------------------- CONOCOPHILLIPS Ticker: COP Security ID: 20825C104 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard L. Armitage For For Management 1.2 Elect Director Richard H. Auchinleck For For Management 1.3 Elect Director Harald J. Norvik For For Management 1.4 Elect Director William K. Reilly For For Management 1.5 Elect Director Victoria J. Tschinkel For For Management 1.6 Elect Director Kathryn C. Turner For For Management 2 Ratify Auditors For For Management 3 Report Damage Resulting From Drilling Against For Shareholder Inside the National Petroleum Reserve 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Submit Supplemental Executive Retirement Against For Shareholder Plans to Shareholder vote 6 Report Accountability for Company's Against Against Shareholder Environmental Impacts due to Operation 7 Non-Employee Director Compensation Against Against Shareholder -------------------------------------------------------------------------------- DUKE REALTY CORPORATION Ticker: DRE Security ID: 264411505 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barrington H. Branch For For Management 1.2 Elect Director Geoffrey Button For For Management 1.3 Elect Director William Cavanaugh III For For Management 1.4 Elect Director Ngaire E. Cuneo For For Management 1.5 Elect Director Charles R. Eitel For For Management 1.6 Elect Director R. Glenn Hubbard For For Management 1.7 Elect Director Martin C. Jischke For For Management 1.8 Elect Director L. Ben Lytle For For Management 1.9 Elect Director William O. Mccoy For For Management 1.10 Elect Director Dennis D. Oklak For For Management 1.11 Elect Director Jack R. Shaw For For Management 1.12 Elect Director Robert J. Woodward, Jr. For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- E.I. DU PONT DE NEMOURS & CO. Ticker: DD Security ID: 263534109 Meeting Date: APR 26, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alain J.P. Belda For For Management 1.2 Elect Director Richard H. Brown For For Management 1.3 Elect Director Curtis J. Crawford For For Management 1.4 Elect Director John T. Dillon For For Management 1.5 Elect Director Eleuthere I. du Pont For For Management 1.6 Elect Director Charles O. Holliday, Jr. For For Management 1.7 Elect Director Lois D. Juliber For For Management 1.8 Elect Director Masahisa Naitoh For For Management 1.9 Elect Director Sean O'Keefe For For Management 1.10 Elect Director William K. Reilly For For Management 1.11 Elect Director Charles M. Vest For For Management 2 Ratify Auditors For For Management 3 Review Executive Compensation Against Against Shareholder 4 Report on Genetically Modified Organisms Against Against Shareholder 5 Performance-Based Against For Shareholder 6 Report on Feasibility of Phasing out PFOA Against For Shareholder 7 Report on Security of Chemical Facilities Against Against Shareholder -------------------------------------------------------------------------------- EQUITY LIFESTYLE PROPERTIES INC Ticker: ELS Security ID: 29472R108 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald S. Chisholm For For Management 1.2 Elect Director Thomas E. Dobrowski For For Management 1.3 Elect Director Thomas P. Heneghan For For Management 1.4 Elect Director Philip C. Calian For For Management 1.5 Elect Director Sheli Z. Rosenberg For For Management 1.6 Elect Director Howard Walker For For Management 1.7 Elect Director Gary L. Waterman For For Management 1.8 Elect Director Samuel Zell For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- FOSTER WHEELER LTD Ticker: FWLT Security ID: G36535139 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Diane C. Creel For For Management 1.2 Elect Director Robert C. Flexon For For Management 1.3 Elect Director James D. Woods For For Management 2 Ratify Auditors For For Management 3 TO APPROVE THE SHAREHOLDER RESOLUTION SET For For Shareholder FORTH ON ANNEX A PROVIDING FOR AN INCREASE IN THE AUTHORIZED SHARE CAPITAL OF THE COMPANY BY 73,610,000 ADDITIONAL COMMON SHARES. 4 TO APPROVE THE FOSTER WHEELER LTD. For For Management OMNIBUS INCENTIVE PLAN, ATTACHED AS ANNEX B. 5 TO APPROVE AN AMENDMENT TO BYE-LAW 44(1) For For Shareholder PURSUANT TO THE SHAREHOLDER RESOLUTION SET FORTH IN ANNEX C, DELETING REFERENCES TO SPECIFIC NUMBERS OF SHARES IN THE BYE-LAW REGARDING AUTHORIZED CAPITAL. -------------------------------------------------------------------------------- FOSTER WHEELER LTD Ticker: FWLT Security ID: G36990052 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Diane C. Creel For For Management 1.2 Elect Director Robert C. Flexon For For Management 1.3 Elect Director James D. Woods For For Management 2 Ratify Auditors For For Management 3 TO APPROVE THE SHAREHOLDER RESOLUTION SET For For Shareholder FORTH ON ANNEX A PROVIDING FOR AN INCREASE IN THE AUTHORIZED SHARE CAPITAL OF THE COMPANY BY 73,610,000 ADDITIONAL COMMON SHARES. 4 TO APPROVE THE FOSTER WHEELER LTD. For For Management OMNIBUS INCENTIVE PLAN, ATTACHED AS ANNEX B. 5 TO APPROVE AN AMENDMENT TO BYE-LAW 44(1) For For Shareholder PURSUANT TO THE SHAREHOLDER RESOLUTION SET FORTH IN ANNEX C, DELETING REFERENCES TO SPECIFIC NUMBERS OF SHARES IN THE BYE-LAW REGARDING AUTHORIZED CAPITAL. -------------------------------------------------------------------------------- GAP, INC., THE Ticker: GPS Security ID: 364760108 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Howard P. Behar For For Management 1.2 Elect Director Adrian D. P. Bellamy For For Management 1.3 Elect Director Domenico De Sole For For Management 1.4 Elect Director Donald G. Fisher For For Management 1.5 Elect Director Doris F. Fisher For For Management 1.6 Elect Director Robert J. Fisher For For Management 1.7 Elect Director Penelope L. Hughes For For Management 1.8 Elect Director Bob L. Martin For For Management 1.9 Elect Director Jorge P. Montoya For For Management 1.10 Elect Director Paul S. Pressler For For Management 1.11 Elect Director James M. Schneider For For Management 1.12 Elect Director Mayo A. Shattuck, III For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- GRAMERCY CAPITAL CORP Ticker: GKK Security ID: 384871109 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen L. Green For For Management 1.2 Elect Director Allan J. Baum For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- HARTFORD FINANCIAL SERVICES GROUP, INC., THE Ticker: HIG Security ID: 416515104 Meeting Date: MAY 17, 2006 Meeting Type: Annual Record Date: MAR 20, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ramani Ayer For For Management 1.2 Elect Director Ramon de Oliveira For For Management 1.3 Elect Director Edward J. Kelly, III For For Management 1.4 Elect Director Paul G. Kirk, Jr For For Management 1.5 Elect Director Thomas M. Marra For For Management 1.6 Elect Director Gail J. McGovern For For Management 1.7 Elect Director Michael G. Morris For For Management 1.8 Elect Director Robert W. Selander For For Management 1.9 Elect Director Charles B. Strauss For For Management 1.10 Elect Director H. Patrick Swygert For For Management 1.11 Elect Director David K. Zwiener For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- HEWLETT-PACKARD CO. Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 15, 2006 Meeting Type: Annual Record Date: JAN 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director P.C. Dunn For For Management 1.2 Elect Director L.T. Babbio, Jr. For For Management 1.3 Elect Director S.M. Baldauf For For Management 1.4 Elect Director R.A. Hackborn For For Management 1.5 Elect Director J.H. Hammergren For For Management 1.6 Elect Director M.V. Hurd For For Management 1.7 Elect Director G.A. Keyworth Ii For For Management 1.8 Elect Director T.J. Perkins For For Management 1.9 Elect Director R.L. Ryan For For Management 1.10 Elect Director L.S. Salhany For For Management 1.11 Elect Director R.P. Wayman For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Claw-Back of Payments under Restatement Against Against Shareholder -------------------------------------------------------------------------------- HIGHLAND HOSPITALITY CORP Ticker: HIH Security ID: 430141101 Meeting Date: MAY 23, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce D. Wardinski For For Management 1.2 Elect Director James L. Francis For For Management 1.3 Elect Director John M. Elwood For For Management 1.4 Elect Director W. Reeder Glass For For Management 1.5 Elect Director John W. Hill For For Management 1.6 Elect Director Thomas A. Natelli For For Management 1.7 Elect Director Margaret A. Sheehan For For Management 1.8 Elect Director William L. Wilson For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- HUNTINGTON BANCSHARES INC. Ticker: HBAN Security ID: 446150104 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: FEB 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Raymond J. Biggs For For Management 1.2 Elect Director John B. Gerlach, Jr. For For Management 1.3 Elect Director Thomas E. Hoaglin For For Management 1.4 Elect Director Gene E. Little For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- HUNTSMAN CORP Ticker: HUN Security ID: 447011206 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 16, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter R. Huntsman For For Management 1.2 Elect Director Wayne A. Reaud For For Management 1.3 Elect Director Alvin V. Shoemaker For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Cathleen Black For For Management 1.2 Elect Director Kenneth I. Chenault For For Management 1.3 Elect Director Juergen Dormann For For Management 1.4 Elect Director Michael L. Eskew For Withhold Management 1.5 Elect Director Shirley Ann Jackson For For Management 1.6 Elect Director Minoru Makihara For For Management 1.7 Elect Director Lucio A. Noto For For Management 1.8 Elect Director James W. Owens For For Management 1.9 Elect Director Samuel J. Palmisano For For Management 1.10 Elect Director Joan E. Spero For For Management 1.11 Elect Director Sidney Taurel For For Management 1.12 Elect Director Charles M. Vest For For Management 1.13 Elect Director Lorenzo H. Zambrano For Withhold Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against For Shareholder 4 Evaluate Age Discrimination in Retirement Against Against Shareholder Plans 5 Time-Based Equity Awards Against For Shareholder 6 Increase Disclosure of Executive Against For Shareholder Compensation 7 Report on Outsourcing Against Against Shareholder 8 Implement/ Increase Activity on the China Against Against Shareholder Principles 9 Report on Political Contributions Against Against Shareholder 10 Require a Majority Vote for the Election Against For Shareholder of Directors 11 Adopt Simple Majority Vote Against For Shareholder -------------------------------------------------------------------------------- IWO HOLDINGS, INC. Ticker: Security ID: 45071TAF2 Meeting Date: MAR 20, 2006 Meeting Type: Written Consent Record Date: MAR 2, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 THE PROPOSED AMENDMENTS None Did Not Management Vote -------------------------------------------------------------------------------- JER INVESTORS TRUST INC Ticker: JRT Security ID: 46614H301 Meeting Date: JUN 5, 2006 Meeting Type: Annual Record Date: APR 28, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joseph E. Robert, Jr. For For Management 1.2 Elect Director Keith W. Belcher For For Management 1.3 Elect Director Daniel J. Altobello For For Management 1.4 Elect Director Peter D. Linneman For For Management 1.5 Elect Director W. Russell Ramsey For For Management 1.6 Elect Director Frank J. Caufield For For Management 1.7 Elect Director James V. Kimsey For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- KIMBERLY-CLARK CORP. Ticker: KMB Security ID: 494368103 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: FEB 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis R. Beresford For For Management 1.2 Elect Director Abelardo E. Bru For For Management 1.3 Elect Director Thomas J. Falk For For Management 1.4 Elect Director Mae C. Jemison, M.D. For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors Against For Shareholder 4 Adopt ILO Standards Against Against Shareholder 5 Require a Majority Vote for the Election Against For Shareholder of Directors 6 Report on Feasibility of Phasing Out the Against Against Shareholder Use of Non-certified Wood Fiber -------------------------------------------------------------------------------- KKR FINANCIAL CORP. Ticker: KFN Security ID: 482476405 Meeting Date: MAY 3, 2006 Meeting Type: Annual Record Date: MAR 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William F. Aldinger For For Management 1.2 Elect Director Patrick Cowell For For Management 1.3 Elect Director Kenneth M. Deregt For For Management 1.4 Elect Director Vincent Paul Finigan For For Management 1.5 Elect Director Saturnino S. Fanlo For For Management 1.6 Elect Director Paul M. Hazen For For Management 1.7 Elect Director R. Glenn Hubbard For For Management 1.8 Elect Director Ross J. Kari For For Management 1.9 Elect Director Ely L. Licht For For Management 1.10 Elect Director Deborah H. McAneny For For Management 1.11 Elect Director Scott C. Nuttall For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- LIMITED BRANDS Ticker: LTD Security ID: 532716107 Meeting Date: MAY 22, 2006 Meeting Type: Annual Record Date: APR 5, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director E. Gordon Gee For For Management 1.2 Elect Director James L. Heskett For For Management 1.3 Elect Director Allan R. Tessler For For Management 1.4 Elect Director Abigail S. Wexner For For Management -------------------------------------------------------------------------------- MATTEL, INC. Ticker: MAT Security ID: 577081102 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 16, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eugene P. Beard For For Management 1.2 Elect Director Michael J. Dolan For For Management 1.3 Elect Director Robert A. Eckert For For Management 1.4 Elect Director Tully M. Friedman For For Management 1.5 Elect Director Dominic Ng For For Management 1.6 Elect Director Andrea L. Rich For For Management 1.7 Elect Director Ronald L. Sargent For Withhold Management 1.8 Elect Director Christopher A. Sinclair For For Management 1.9 Elect Director G. Craig Sullivan For For Management 1.10 Elect Director John L. Vogelstein For For Management 1.11 Elect Director Kathy Brittain White For For Management 2 Ratify Auditors For For Management 3 Separate Chairman and CEO Positions Against For Shareholder 4 Report Progress on Improving Work and Against Against Shareholder Living Conditions 5 Performance-Based Against For Shareholder -------------------------------------------------------------------------------- MEDICAL PROPERTIES TRUST, INC Ticker: MPW Security ID: 58463J106 Meeting Date: MAY 18, 2006 Meeting Type: Annual Record Date: APR 12, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward K. Aldag, Jr. For For Management 1.2 Elect Director Virginia A. Clarke For For Management 1.3 Elect Director G. Steven Dawson For For Management 1.4 Elect Director Bryan L. Goolsby For For Management 1.5 Elect Director R. Steven Hamner For For Management 1.6 Elect Director Robert E. Holmes, Ph.D. For For Management 1.7 Elect Director William G. Mckenzie For For Management 1.8 Elect Director L. Glenn Orr, Jr. For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- MEDICAL PROPERTIES TRUST, INC Ticker: MPW Security ID: 58463J106 Meeting Date: OCT 12, 2005 Meeting Type: Annual Record Date: SEP 7, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward K. Aldag, Jr. For For Management 1.2 Elect Director Virginia A. Clarke For For Management 1.3 Elect Director G. Steven Dawson For For Management 1.4 Elect Director Bryan L. Goolsby For For Management 1.5 Elect Director R. Steven Hamner For For Management 1.6 Elect Director Robert E. Holmes, Ph.D. For For Management 1.7 Elect Director William G. McKenzie For For Management 1.8 Elect Director L. Glenn Orr, Jr. For For Management 2 Amend Stock Ownership Limitations For For Management 3 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- MERCK & CO., INC. Ticker: MRK Security ID: 589331107 Meeting Date: APR 25, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard T. Clark For For Management 1.2 Elect Director Lawrence A. Bossidy For For Management 1.3 Elect Director William G. Bowen, Ph.D. For For Management 1.4 Elect Director Johnnetta B. Cole, Ph.D. For For Management 1.5 Elect Director William B. Harrison, Jr. For For Management 1.6 Elect Director William N. Kelley, M.D. For For Management 1.7 Elect Director Rochelle B. Lazarus For For Management 1.8 Elect Director Thomas E. Shenk, Ph.D. For For Management 1.9 Elect Director Anne M. Tatlock For For Management 1.10 Elect Director Samuel O. Thier, M.D. For For Management 1.11 Elect Director Wendell P. Weeks For For Management 1.12 Elect Director Peter C. Wendell For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Limit Executive Compensation Against Against Shareholder 6 Adopt Simple Majority Vote Against For Shareholder 7 Adopt Animal Welfare Standards Against Against Shareholder -------------------------------------------------------------------------------- MIRANT CORP Ticker: MIR.XA Security ID: 60467R100 Meeting Date: MAY 9, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas W. Cason For For Management 1.2 Elect Director A.D. Correll For For Management 1.3 Elect Director Terry G. Dallas For For Management 1.4 Elect Director Thomas H. Johnson For For Management 1.5 Elect Director John T. Miller For For Management 1.6 Elect Director Edward R. Muller For For Management 1.7 Elect Director Robert C. Murray For For Management 1.8 Elect Director John M. Quain For For Management 1.9 Elect Director William L. Thacker For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- MIRANT CORP Ticker: MIR.XA Security ID: 604675AB4 Meeting Date: NOV 10, 2005 Meeting Type: Written Consent Record Date: SEP 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 PLAN OF REORGANIZATION Did Not Management Vote -------------------------------------------------------------------------------- MORGAN STANLEY Ticker: MS Security ID: 617446448 Meeting Date: APR 4, 2006 Meeting Type: Annual Record Date: FEB 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roy J. Bostock For For Management 1.2 Elect Director Erskine B. Bowles For For Management 1.3 Elect Director C. Robert Kidder For For Management 1.4 Elect Director John J. Mack For For Management 1.5 Elect Director Donald T. Nicolaisen For For Management 1.6 Elect Director Hutham S. Olayan For For Management 1.7 Elect Director O. Griffith Sexton For For Management 1.8 Elect Director Howard J. Davies For For Management 1.9 Elect Director Charles H. Noski For For Management 1.10 Elect Director Laura D'Andrea Tyson For For Management 1.11 Elect Director Klaus Zumwinkel For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Amend Articles/Bylaws/Remove plurality For For Management voting for directors 5 Amend Articles/Bylaws/Eliminate For For Management supermajority voting requirements 6 Require a Majority Vote for the Election Against For Shareholder of Directors 7 Amend Vote Requirements to Amend Against For Shareholder Articles/Bylaws/Charter 8 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote -------------------------------------------------------------------------------- PEOPLES CHOICE FINANCIAL CORP Ticker: Security ID: 71085T105 Meeting Date: JUN 14, 2006 Meeting Type: Annual Record Date: APR 17, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director R.L. (Chip) Harris, III For For Management 1.2 Elect Director Neil B. Kornswiet For For Management 1.3 Elect Director Victor J. Coleman For For Management 1.4 Elect Director David F. Cronenbold, Jr For For Management 1.5 Elect Director Andrew J. Sobel For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- PETROLEUM GEO-SERVICES ASA Ticker: Security ID: 716599105 Meeting Date: APR 28, 2006 Meeting Type: Special Record Date: APR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF DEMERGER PLAN DATED 27 MARCH For For Management 2006 (THE DEMERGER PLAN ). -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael S. Brown For For Management 1.2 Elect Director M. Anthony Burns For For Management 1.3 Elect Director Robert N. Burt For For Management 1.4 Elect Director W. Don Cornwell For For Management 1.5 Elect Director William H. Gray, III For For Management 1.6 Elect Director Constance J. Horner For For Management 1.7 Elect Director William R. Howell For For Management 1.8 Elect Director Stanley O. Ikenberry For For Management 1.9 Elect Director George A. Lorch For Withhold Management 1.10 Elect Director Henry A. McKinnell For For Management 1.11 Elect Director Dana G. Mead For Withhold Management 1.12 Elect Director Ruth J. Simmons For For Management 1.13 Elect Director William C. Steere, Jr. For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Establish Term Limits for Directors Against Against Shareholder 5 Social Proposal Against Against Shareholder 6 Restore or Provide for Cumulative Voting Against For Shareholder 7 Separate Chairman and CEO Positions Against For Shareholder 8 Report on Political Contributions Against Against Shareholder 9 Report on Animal Welfare Policy Against Against Shareholder 10 Reort on Animal-based Testing Against Against Shareholder -------------------------------------------------------------------------------- PRENTISS PROPERTIES TRUST Ticker: PP Security ID: 740706106 Meeting Date: DEC 21, 2005 Meeting Type: Special Record Date: NOV 15, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management -------------------------------------------------------------------------------- PROGRESS ENERGY, INC. Ticker: PGN Security ID: 743263105 Meeting Date: MAY 10, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director W. D. Frederick, Jr. For For Management 1.2 Elect Director W. Steven Jones For For Management 1.3 Elect Director Theresa M. Stone For For Management 1.4 Elect Director Edwin B. Borden For For Management 1.5 Elect Director James E. Bostic, Jr. For For Management 1.6 Elect Director David L. Burner For For Management 1.7 Elect Director Richard L. Daugherty For For Management 1.8 Elect Director Harris E. DeLoach, Jr. For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Company Specific--Elect Director by For For Management Majority Vote 5 Improve Security at Nuclear Facilities Against Against Shareholder -------------------------------------------------------------------------------- RAMCO-GERSHENSON PROPERTIES TRUST Ticker: RPT Security ID: 751452202 Meeting Date: JUN 14, 2006 Meeting Type: Annual Record Date: APR 18, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Trustee Stephen R. Blank For For Management 1.2 Elect Trustee Joel M. Pashcow For For Management 1.3 Elect Trustee Michael A. Ward For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- SAFEWAY INC. Ticker: SWY Security ID: 786514208 Meeting Date: MAY 25, 2006 Meeting Type: Annual Record Date: MAR 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven A. Burd For For Management 2 Elect Director Janet E. Grove For For Management 3 Elect Director Mohan Gyani For For Management 4 Elect Director Paul Hazen For For Management 5 Elect Director Robert I. MacDonnell For For Management 6 Elect Director Douglas J. MacKenzie For For Management 7 Elect Director Rebecca A. Stirn For For Management 8 Elect Director William Y. Tauscher For For Management 9 Elect Director Raymond G. Viault For For Management 10 Approve Executive Incentive Bonus Plan For For Management 11 Ratify Auditors For For Management 12 Provide for Cumulative Voting Against For Shareholder 13 Eliminate or Restrict Severance Against For Shareholder Agreements (Change-in-Control) 14 Company-Specific-Establishment of an Against Against Shareholder Office of the Board 15 Adopt Policy to Identify and Label Food Against Against Shareholder Products that Contain Genetically Engineered Ingredients 16 Issue Sustainability Report Against For Shareholder -------------------------------------------------------------------------------- SHIRE PLC (FORMERLY SHIRE PHARMACEUTICALS GROUP PLC) Ticker: Security ID: GB0007998031 Meeting Date: JUL 27, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Acquisition of Transkaryotic For For Management Therapies, Inc. -------------------------------------------------------------------------------- SIMON PROPERTY GROUP, INC. Ticker: SPG Security ID: 828806109 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 9, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Birch Bayh For Withhold Management 1.2 Elect Director Melvyn E. Bergstein For For Management 1.3 Elect Director Linda Walker Bynoe For For Management 1.4 Elect Director Karen N. Horn, Ph.D. For For Management 1.5 Elect Director Reuben S. Leibowitz For For Management 1.6 Elect Director J. Albert Smith, Jr. For For Management 1.7 Elect Director Pieter S. van den Berg For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Require a Majority Vote for the Election Against For Shareholder of Directors -------------------------------------------------------------------------------- STRATEGIC HOTELS & RESORTS INC Ticker: BEE Security ID: 86272T106 Meeting Date: MAY 11, 2006 Meeting Type: Annual Record Date: MAR 31, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert P. Bowen For For Management 1.2 Elect Director Michael W. Brennan For For Management 1.3 Elect Director Edward C. Coppola For For Management 1.4 Elect Director John C. Deterding For For Management 1.5 Elect Director Richard L. Fisher For For Management 1.6 Elect Director Laurence S. Geller For For Management 1.7 Elect Director David M.C. Michels For For Management 1.8 Elect Director William A. Prezant For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- UNION PACIFIC CORP. Ticker: UNP Security ID: 907818108 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: FEB 23, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jr. Richard K. Davidson For For Management 1.2 Elect Director Erroll B. Davis For For Management 1.3 Elect Director Thomas J. Donohue For For Management 1.4 Elect Director Archie W. Dunham For For Management 1.5 Elect Director Judith Richards Hope For For Management 1.6 Elect Director Charles C. Krulak For For Management 1.7 Elect Director Michael W. McConnell For For Management 1.8 Elect Director Steven R. Rogel For For Management 1.9 Elect Director James R. Young For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Report on Political Contributions Against For Shareholder 5 Provide for an Independent Chairman Against For Shareholder -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 4, 2006 Meeting Type: Annual Record Date: MAR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James R. Barker For For Management 1.2 Elect Director Richard L. Carrion For For Management 1.3 Elect Director Robert W. Lane For For Management 1.4 Elect Director Sandra O. Moose For For Management 1.5 Elect Director Joseph Neubauer For Withhold Management 1.6 Elect Director Donald T. Nicolaisen For For Management 1.7 Elect Director Thomas H. O'Brien For For Management 1.8 Elect Director Clarence Otis, Jr. For For Management 1.9 Elect Director Hugh B. Price For For Management 1.10 Elect Director Ivan G. Seidenberg For For Management 1.11 Elect Director Walter V. Shipley For For Management 1.12 Elect Director John R. Stafford For For Management 1.13 Elect Director Robert D. Storey For For Management 2 Ratify Auditors For For Management 3 Restore or Provide for Cumulative Voting Against For Shareholder 4 Require a Majority Vote for the Election Against For Shareholder of Directors 5 Require Majority of Independent Directors Against Against Shareholder on Board 6 Company-Specific-Directors on Common Against For Shareholder Boards 7 Separate Chairman and CEO Positions Against For Shareholder 8 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards 9 Report on Political Contributions Against For Shareholder -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VODPF Security ID: GB0007192106 Meeting Date: JUL 26, 2005 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Re-elect Lord MacLaurin of Knebworth as For For Management Director 3 Re-elect Paul Hazen as Director For For Management 4 Re-elect Arun Sarin as Director For For Management 5 Re-elect Sir Julian Horn-Smith as For For Management Director 6 Re-elect Peter Bamford as Director For For Management 7 Re-elect Thomas Geitner as Director For For Management 8 Re-elect Michael Boskin as Director For For Management 9 Re-elect Lord Broers as Director For For Management 10 Re-elect John Buchanan as Director For For Management 11 Re-elect Penny Hughes as Director For For Management 12 Re-elect Jurgen Schrempp as Director For For Management 13 Re-elect Luc Vandevelde as Director For For Management 14 Elect Sir John Bond as Director For For Management 15 Elect Andrew Halford as Director For For Management 16 Approve Final Dividend of 2.16 Pence Per For For Management Ordinary Share 17 Approve Remuneration Report For For Management 18 Reappoint Deloitte & Touche LLP as For For Management Auditors of the Company 19 Authorise the Audit Committee to Fix For For Management Remuneration of the Auditors 20 Authorise the Company and Any Company For For Management Which is or Becomes a Subsidiary of the Company to Make EU Political Organisation Donations up to GBP 50,000 and Incur EU Political Expenditure up to GBP 50,000 21 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of USD 900,000,000 22 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of USD 320,000,000 23 Authorise 6,400,000,000 Ordinary Shares For For Management for Market Purchase 24 Amend Memorandum of Association and For For Management Articles of Association Re: Indemnification of Directors 25 Approve the Vodafone Global Incentive For For Management Plan -------------------------------------------------------------------------------- WACHOVIA CORP. Ticker: WB Security ID: 929903102 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 22, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Goodwin, Jr. For For Management 1.2 Elect Director Robert A. Ingram For For Management 1.3 Elect Director Mackey J. McDonald For Withhold Management 1.4 Elect Director Lanty L. Smith For For Management 1.5 Elect Director Ruth G. Shaw For For Management 1.6 Elect Director Ernest S. Rady For For Management 2 Ratify Auditors For For Management 3 Submit Severance Agreement (Change in Against For Shareholder Control) to shareholder Vote 4 Report on Political Contributions Against Against Shareholder 5 Separate Chairman and CEO Positions Against Against Shareholder 6 Require a Majority Vote for the Election Against For Shareholder of Directors -------------------------------------------------------------------------------- WASHINGTON MUTUAL, INC Ticker: WM Security ID: 939322103 Meeting Date: APR 18, 2006 Meeting Type: Annual Record Date: FEB 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kerry K. Killinger For For Management 1.2 Elect Director Thomas C. Leppert For For Management 1.3 Elect Director Charles M. Lillis For For Management 1.4 Elect Director Michael K. Murphy For For Management 1.5 Elect Director Orin C. Smith For For Management 1.6 Elect Director Regina Montoya For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Approve Executive Incentive Bonus Plan For For Management 5 Declassify the Board of Directors For For Management 6 Report on Political Contributions Against For Shareholder -------------------------------------------------------------------------------- WASTE MANAGEMENT, INC. Ticker: WMI Security ID: 94106L109 Meeting Date: MAY 5, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pastora San Juan Cafferty For For Management 1.2 Elect Director Frank M. Clark, Jr. For For Management 1.3 Elect Director Thomas I. Morgan For For Management 1.4 Elect Director John C. Pope For For Management 1.5 Elect Director W. Robert Reum For For Management 1.6 Elect Director Steven G. Rothmeier For For Management 1.7 Elect Director David P. Steiner For For Management 1.8 Elect Director Thomas H. Weidemeyer For For Management 2 Ratify Auditors For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Require a Majority Vote for the Election Against For Shareholder of Directors -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert Essner For For Management 1.2 Elect Director John D. Feerick For For Management 1.3 Elect Director Frances D. Fergusson, For For Management Ph.D. 1.4 Elect Director Victor F. Ganzi For For Management 1.5 Elect Director Robert Langer For For Management 1.6 Elect Director John P. Mascotte For For Management 1.7 Elect Director Mary Lake Polan, M.D., For For Management Ph.D. 1.8 Elect Director Gary L. Rogers For For Management 1.9 Elect Director Ivan G. Seidenberg For For Management 1.10 Elect Director Walter V. Shipley For For Management 1.11 Elect Director John R. Torell, III For For Management 2 Ratify Auditors For For Management 3 Approve Non-Employee Director Omnibus For For Management Stock Plan 4 Report on Product Availability in Canada Against For Shareholder 5 Report on Political Contributions Against For Shareholder 6 Report on Animal welfare Policy Against For Shareholder 7 Require a Majority Vote for the Election Against For Shareholder of Directors 8 Separate Chairman and CEO Positions Against For Shareholder 9 Adopt Simple Majority Vote Requirement Against For Shareholder -------------------------------------------------------------------------------- XEROX CORP. Ticker: XRX Security ID: 984121103 Meeting Date: MAY 24, 2006 Meeting Type: Annual Record Date: MAR 24, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Glenn A. Britt For For Management 1.2 Elect Director Richard J. Harrington For For Management 1.3 Elect Director William Curt Hunter For For Management 1.4 Elect Director Vernon E. Jordan, Jr. For For Management 1.5 Elect Director Hilmar Kopper For For Management 1.6 Elect Director Ralph S. Larsen For For Management 1.7 Elect Director Robert A. McDonald For For Management 1.8 Elect Director Anne M. Mulcahy For For Management 1.9 Elect Director N.J. Nicholas, Jr. For For Management 1.10 Elect Director Ann N. Reese For For Management 1.11 Elect Director Mary Agnes Wilderotter For For Management 2 Ratify Auditors For For Management 3 Require a Majority Vote for the Election Against For Shareholder of Directors 4 Performance-Based Equity Awards Against Against Shareholder -------------------------------------------------------------------------------- XM SATELLITE RADIO HOLDINGS INC. Ticker: XMSR Security ID: 983759101 Meeting Date: MAY 26, 2006 Meeting Type: Annual Record Date: APR 14, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary M. Parsons For For Management 1.2 Elect Director Hugh Panero For For Management 1.3 Elect Director Nathaniel A. Davis For For Management 1.4 Elect Director Thomas J. Donohue For For Management 1.5 Elect Director Eddy W. Hartenstein For For Management 1.6 Elect Director George W. Haywood For For Management 1.7 Elect Director Chester A. Huber, Jr. For For Management 1.8 Elect Director John Mendel For Withhold Management 1.9 Elect Director Jarl Mohn For For Management 1.10 Elect Director Jack Shaw For For Management 1.11 Elect Director Jeffrey D. Zients For For Management 2 Ratify Auditors 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. DELAWARE INVESTMENTS GLOBAL DIVIDEND AND INCOME FUND, INC. By: Patrick P. Coyne ------------------------ Name: Patrick P. Coyne Title: Chairman/President/ Chief Executive Officer Date: August 29, 2006