-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PfBCvyuQSOxH1FoB+qCiiR31TzV8QtsyWXHeMFxMyy46injbBxZhLBuClaYuA/Bv 7HekkvEEIYsFO8b4C2EI+g== 0001193125-05-177809.txt : 20050831 0001193125-05-177809.hdr.sgml : 20050831 20050831092305 ACCESSION NUMBER: 0001193125-05-177809 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050630 FILED AS OF DATE: 20050831 DATE AS OF CHANGE: 20050831 EFFECTIVENESS DATE: 20050831 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRAVELERS SERIES FUND INC CENTRAL INDEX KEY: 0000919557 IRS NUMBER: 133767311 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-08372 FILM NUMBER: 051060301 BUSINESS ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-291-2556 MAIL ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY TRAVELERS SERIES FUND INC DATE OF NAME CHANGE: 19940613 FORMER COMPANY: FORMER CONFORMED NAME: SBA VARIABLE PRODUCTS SERIES FUND INC DATE OF NAME CHANGE: 19940228 N-PX 1 dnpx.htm TRAVELERS SERIES FUND INC. TRAVELERS SERIES FUND INC.

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM N-PX

 

ANNUAL REPORT OF PROXY VOTING RECORD OF

REGISTERED MANAGEMENT

INVESTMENT COMPANY

 

Investment Company Act file number: 811-8372

 

TRAVELERS SERIES FUND INC.

(Exact name of registrant as specified in charter)

 

125 BROAD STREET, NEW YORK, NEW YORK 10004

(Address of principal executive offices) (Zip code)

 

Robert I. Frenkel, Esq.

300 First Stamford Place, 4th Floor

Stamford, Connecticut 06902

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: 203-890-7046

 

Date of fiscal year end: October 31

 

Date of reporting period: July 1, 2004–June 30, 2005

 

Item 1. Proxy Voting Record

 

A report may indicate that the Adviser or Subadviser, as the case may be, “did not vote” on a particular proposal. No vote was entered for a proposal where (a) certain restrictions or pre-conditions on voting may, if followed, have adversely affected investment management of the fund’s portfolio holdings, such as “share blocking rules” that prohibit sales during the shareholder solicitation and voting process, (b) potential material conflicts of interest arising from proxy proposals were identified by the CAM Proxy Voting Committee, (c) administrative or operational constraints impeded the ability to cast a timely vote, such as late receipt of proxy voting information, and/or (d) systems or processing errors occurred. 



<PRE>
******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-08372
Reporting Period: 07/01/2004 - 06/30/2005
Travelers Series Fund Inc.









============ TRAVELERS SERIES FUND INC. - AIM CAPITAL APPRECIATION =============
============                       PORTFOLIO                       =============


ABERCROMBIE & FITCH CO.

Ticker:       ANF            Security ID:  002896207
Meeting Date: JUN 15, 2005   Meeting Type: Annual
Record Date:  APR 26, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Russell M. Gertmenian     For       For        Management
1.2   Elect  Director Archie M. Griffin         For       For        Management
1.3   Elect  Director Allan A. Tuttle           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

ADOBE SYSTEMS INC.

Ticker:       ADBE           Security ID:  00724F101
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol Mills               For       For        Management
1.2   Elect  Director Colleen M. Pouliot        For       For        Management
1.3   Elect  Director Robert Sedgewick          For       For        Management
1.4   Elect  Director John E. Warnock           For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
4     Expense Stock Options                     Against   Against    Shareholder
5     Review/Limit Executive Compensation       Against   Against    Shareholder
6     Ratify Auditors                           For       For        Management


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

AETNA INC.

Ticker:       AET            Security ID:  00817Y108
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Betsy Z. Cohen             For       For        Management
1.2   Elect Director Barbara Hackman Franklin   For       For        Management
1.3   Elect Director Jeffrey E. Garten          For       For        Management
1.4   Elect Director Earl G. Graves             For       For        Management
1.5   Elect Director Gerald Greenwald           For       For        Management
1.6   Elect Director Ellen M. Hancock           For       For        Management
1.7   Elect Director Michael H. Jordan          For       For        Management
1.8   Elect Director Edward J. Ludwig           For       For        Management
1.9   Elect Director Joseph P. Newhouse         For       For        Management
1.10  Elect Director John W. Rowe, M.D.         For       For        Management
1.11  Elect Director Ronald A. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Stock Option Plan                   For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management
5     Restore or Provide for Cumulative Voting  Against   For        Shareholder
6     Expense Stock Options                     Against   Against    Shareholder


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

AFFILIATED COMPUTER SERVICES, INC.

Ticker:       ACS            Security ID:  008190100
Meeting Date: OCT 28, 2004   Meeting Type: Annual
Record Date:  SEP 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Darwin Deason             For       For        Management
1.2   Elect  Director Jeffrey A. Rich           For       For        Management
1.3   Elect  Director Mark A. King              For       For        Management
1.4   Elect  Director Joseph P. O'Neill         For       For        Management
1.5   Elect  Director Frank A. Rossi            For       For        Management
1.6   Elect  Director J. Livingston Kosberg     For       For        Management
1.7   Elect  Director Dennis Mccuistion         For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management


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

AFLAC INCORPORATED

Ticker:       AFL            Security ID:  001055102
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  FEB 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Daniel P. Amos            For       For        Management
1.2   Elect  Director John Shelby Amos II       For       For        Management
1.3   Elect  Director Michael H. Armacost       For       For        Management
1.4   Elect  Director Kriss Cloninger III       For       For        Management
1.5   Elect  Director Joe Frank Harris          For       For        Management
1.6   Elect  Director Elizabeth J. Hudson       For       For        Management
1.7   Elect  Director Kenneth S. Janke Sr.      For       For        Management
1.8   Elect  Director Douglas W. Johnson        For       For        Management
1.9   Elect  Director Robert B. Johnson         For       For        Management
1.10  Elect  Director Charles B. Knapp          For       For        Management
1.11  Elect  Director Hidefumi Matsui           For       For        Management
1.12  Elect  Director E. Stephen Purdom, M.D.   For       For        Management
1.13  Elect  Director Barbara K. Rimer, Ph.D.   For       For        Management
1.14  Elect  Director Marvin R. Schuster        For       For        Management
1.15  Elect  Director David Gary Thompson       For       For        Management
1.16  Elect  Director Tohru Tonoike             For       For        Management
1.17  Elect  Director Robert L. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management


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

AGILENT TECHNOLOGIES INC.

Ticker:       A              Security ID:  00846U101
Meeting Date: MAR 1, 2005    Meeting Type: Annual
Record Date:  JAN 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Heidi Kunz                For       For        Management
1.2   Elect  Director David M. Lawrence, M.D.   For       For        Management
1.3   Elect  Director A. Barry Rand             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management


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

AIR PRODUCTS & CHEMICALS, INC.

Ticker:       APD            Security ID:  009158106
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  NOV 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael J. Donahue        For       For        Management
1.2   Elect  Director Ursula F. Fairbairn       For       For        Management
1.3   Elect  Director John P. Jones III         For       For        Management
1.4   Elect  Director Lawrence S. Smith         For       For        Management
2     Ratify Auditors                           For       For        Management


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

ALCON INC.

Ticker:       ACL            Security ID:  H01301102
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE 2004 ANNUAL REPORT AND    For       Did Not    Management
      ACCOUNTS OF ALCON, INC. AND THE 2004                Vote
      CONSOLIDATED FINANCIAL STATEMENTS OF
      ALCON, INC. AND SUBSIDIARIES
2     APPROPRIATION OF AVAILABLE EARNINGS AND   For       Did Not    Management
      PROPOSED DIVIDEND TO SHAREHOLDERS FOR THE           Vote
      FINANCIAL YEAR 2004
3     DISCHARGE OF THE MEMBERS OF THE BOARD OF  For       Did Not    Management
      DIRECTORS                                           Vote
4     ELECTION TO THE BOARD OF DIRECTORS OF:    For       Did Not    Management
      THOMAS G. PLASKETT                                  Vote
5     ELECTION TO THE BOARD OF DIRECTORS OF:    For       Did Not    Management
      WOLFGANG H. REICHENBERGER                           Vote
6     ELECTION TO THE BOARD OF DIRECTORS OF:    For       Did Not    Management
      CARY RAYMENT                                        Vote
7     ELECTION OF KPMG KLYNVELD PEAT MARWICK    For       Did Not    Management
      GOERDELER SA, ZURICH, AS GROUP AND PARENT           Vote
      COMPANY AUDITORS
8     ELECTION OF ZENSOR REVISIONS AG, ZUG, AS  For       Did Not    Management
      SPECIAL AUDITORS                                    Vote


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

AMERICAN EXPRESS CO.

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Daniel F. Akerson         For       For        Management
1.2   Elect  Director Charlene  Barshefsky      For       For        Management
1.3   Elect  Director William G. Bowen          For       For        Management
1.4   Elect  Director Ursula M. Burns           For       For        Management
1.5   Elect  Director Kenneth I. Chenault       For       For        Management
1.6   Elect  Director Peter R. Dolan            For       For        Management
1.7   Elect  Director Vernon E. Jordan, Jr.     For       For        Management
1.8   Elect  Director Jan  Leschly              For       For        Management
1.9   Elect  Director Richard A. McGinn         For       For        Management
1.10  Elect  Director Edward D. Miller          For       For        Management
1.11  Elect  Director Frank P. Popoff           For       For        Management
1.12  Elect  Director Robert D. Walter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Company-Specific--Compensation-Related    Against   Against    Shareholder
4     Report on Political Contributions         Against   Against    Shareholder


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

AMGEN, INC.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. David Baltimore       For       For        Management
1.2   Elect  Director Ms. Judith C. Pelham      For       For        Management
1.3   Elect  Director Mr. Kevin W. Sharer       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Eliminate Animal Testing                  Against   Abstain    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Adopt Retention Ratio for Executives      Against   Against    Shareholder


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

ANALOG DEVICES, INC.

Ticker:       ADI            Security ID:  032654105
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John L. Doyle             For       For        Management
1.2   Elect  Director Christine King            For       For        Management
1.3   Elect  Director Ray Stata                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   Against    Shareholder


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

APACHE CORP.

Ticker:       APA            Security ID:  037411105
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director G. Steven Farris          For       For        Management
1.2   Elect  Director Randolph M. Ferlic        For       For        Management
1.3   Elect  Director A.D. Frazier, Jr.         For       For        Management
1.4   Elect  Director John A. Kocur             For       For        Management
2     Approve Stock Option Plan                 For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
5     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services


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

APPLE COMPUTER, INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Fred D. Anderson          For       For        Management
1.2   Elect  Director William V. Campbell       For       For        Management
1.3   Elect  Director Millard S. Drexler        For       For        Management
1.4   Elect  Director Albert A. Gore, Jr.       For       For        Management
1.5   Elect  Director Steven P. Jobs            For       For        Management
1.6   Elect  Director Arthur D. Levinson        For       For        Management
1.7   Elect  Director Jerome B. York            For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
5     Ratify Auditors                           For       For        Management
6     Performance- Based/Indexed Options        Against   Against    Shareholder


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

APPLIED MATERIALS, INC.

Ticker:       AMAT           Security ID:  038222105
Meeting Date: MAR 23, 2005   Meeting Type: Annual
Record Date:  JAN 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael H. Armacost        For       For        Management
1.2   Elect Director Deborah E. Coleman         For       For        Management
1.3   Elect Director Herbert M. Dwight, Jr.     For       For        Management
1.4   Elect Director Philip V. Gerdine          For       For        Management
1.5   Elect Director Paul R. Low                For       For        Management
1.6   Elect Director Dan Maydan                 For       For        Management
1.7   Elect Director Steven L. Miller           For       For        Management
1.8   Elect Director James C. Morgan            For       For        Management
1.9   Elect Director Gerhard H. Parker          For       For        Management
1.10  Elect Director Willem P. Roelandts        For       For        Management
1.11  Elect Director Michael R. Splinter        For       For        Management
2     Ratify Auditors                           For       For        Management


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

AUTODESK, INC.

Ticker:       ADSK           Security ID:  052769106
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAY 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol A. Bartz            For       For        Management
1.2   Elect  Director Mark A. Bertelsen         For       For        Management
1.3   Elect  Director Crawford W. Beveridge     For       For        Management
1.4   Elect  Director J. Hallam Dawson          For       For        Management
1.5   Elect  Director Michael J. Fister         For       For        Management
1.6   Elect  Director Per-Kristian Halvorsen    For       For        Management
1.7   Elect  Director Steven L. Scheid          For       For        Management
1.8   Elect  Director Mary Alice Taylor         For       For        Management
1.9   Elect  Director Larry W. Wangberg         For       For        Management
2     Approve Omnibus Stock Plan                For       Against    Management
3     Approve Increase in Common Stock and a    For       For        Management
      Stock Split
4     Approve Executive Incentive Bonus Plan    For       For        Management
5     Ratify Auditors                           For       For        Management


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

AUTOMATIC DATA PROCESSING, INC.

Ticker:       ADP            Security ID:  053015103
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gregory D. Brenneman      For       For        Management
1.2   Elect  Director Leslie A. Brun            For       For        Management
1.3   Elect  Director Gary C. Butler            For       For        Management
1.4   Elect  Director Joseph A. Califano, Jr.   For       For        Management
1.5   Elect  Director Leon G. Cooperman         For       For        Management
1.6   Elect  Director R. Glenn Hubbard          For       For        Management
1.7   Elect  Director Ann Dibble Jordan         For       For        Management
1.8   Elect  Director Harvey M. Krueger         For       For        Management
1.9   Elect  Director Frederic V. Malek         For       For        Management
1.10  Elect  Director Henry Taub                For       For        Management
1.11  Elect  Director Arthur F. Weinbach        For       For        Management
2     Ratify Auditors                           For       For        Management


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

AVAYA INC

Ticker:       AV             Security ID:  053499109
Meeting Date: FEB 15, 2005   Meeting Type: Annual
Record Date:  DEC 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Philip A. Odeen           For       For        Management
1.2   Elect  Director Hellene S. Runtagh        For       For        Management
1.3   Elect  Director Paula Stern               For       For        Management
1.4   Elect  Director Richard F. Wallman        For       For        Management


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

BAKER HUGHES INCORPORATED

Ticker:       BHI            Security ID:  057224107
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Larry D. Brady             For       For        Management
1.2   Elect Director Clarence P. Cazalot, Jr.   For       Withhold   Management
1.3   Elect Director Anthony G. Fernandes       For       For        Management
1.4   Elect Director J. Larry Nichols           For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Act on Shareholder Resolutions that       Against   For        Shareholder
      Receive Majority Support


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

BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William Barnet, III       For       For        Management
1.2   Elect  Director Charles W. Coker          For       For        Management
1.3   Elect  Director John T. Collins           For       For        Management
1.4   Elect  Director Gary L. Countryman        For       Withhold   Management
1.5   Elect  Director Paul Fulton               For       For        Management
1.6   Elect  Director Charles K. Gifford        For       For        Management
1.7   Elect  Director W. Steven Jones           For       For        Management
1.8   Elect  Director Kenneth D. Lewis          For       For        Management
1.9   Elect  Director Walter E. Massey          For       For        Management
1.10  Elect  Director Thomas J. May             For       For        Management
1.11  Elect  Director Patricia E. Mitchell      For       For        Management
1.12  Elect  Director Edward L. Romero          For       For        Management
1.13  Elect  Director Thomas M. Ryan            For       For        Management
1.14  Elect  Director O. Temple Sloan, Jr.      For       For        Management
1.15  Elect  Director Meredith R. Spangler      For       For        Management
1.16  Elect  Director Robert L. Tillman         For       For        Management
1.17  Elect  Director Jackie M. Ward            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Political Contributions         Against   Against    Shareholder
4     Director Nominee Amendment                Against   Against    Shareholder


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

BECTON, DICKINSON AND COMPANY

Ticker:       BDX            Security ID:  075887109
Meeting Date: FEB 1, 2005    Meeting Type: Annual
Record Date:  DEC 6, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Basil L. Anderson         For       For        Management
1.2   Elect  Director Gary A. Mecklenburg       For       For        Management
1.3   Elect  Director James E. Perrella         For       For        Management
1.4   Elect  Director Alfred Sommer             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Restore or Provide for Cumulative Voting  Against   For        Shareholder


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

BED BATH & BEYOND INC.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUL 1, 2004    Meeting Type: Annual
Record Date:  MAY 5, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Warren Eisenberg          For       For        Management
1.2   Elect  Director Victoria A. Morrison      For       For        Management
1.3   Elect  Director Stanley Barshay           For       For        Management
1.4   Elect  Director Fran Stoller              For       For        Management
1.5   Elect  Director Jordan Heller             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Glass Ceiling                             Against   Abstain    Shareholder
5     Adopt Retention Ratio for Executives      Against   Against    Shareholder


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

BED BATH & BEYOND INC.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUN 30, 2005   Meeting Type: Annual
Record Date:  MAY 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Leonard Feinstein         For       For        Management
1.2   Elect  Director Robert Kaplan             For       For        Management
1.3   Elect  Director Dean S. Adler             For       For        Management
1.4   Elect  Director Jordan Heller             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt ILO-based Code of Conduct           Against   Abstain    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Declassify the Board of Directors         Against   Against    Shareholder


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

BIOMET, INC.

Ticker:       BMET           Security ID:  090613100
Meeting Date: SEP 18, 2004   Meeting Type: Annual
Record Date:  JUL 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director M. Ray Harroff            For       Withhold   Management
1.2   Elect  Director Jerry L. Miller           For       For        Management
1.3   Elect  Director Charles E. Niemier        For       Withhold   Management
1.4   Elect  Director L. Gene Tanner            For       For        Management
2     Ratify Auditors                           For       For        Management


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

BJ SERVICES COMPANY

Ticker:       BJS            Security ID:  055482103
Meeting Date: MAR 24, 2005   Meeting Type: Annual
Record Date:  FEB 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director L. William Heiligbrodt     For       For        Management
1.2   Elect Director James L. Payne             For       For        Management
1.3   Elect Director J.W. Stewart               For       For        Management


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

BURLINGTON RESOURCES INC.

Ticker:       BR             Security ID:  122014103
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director B.T. Alexander             For       For        Management
1.2   Elect Director R.V. Anderson              For       For        Management
1.3   Elect Director L.I. Grant                 For       For        Management
1.4   Elect Director R.J. Harding               For       For        Management
1.5   Elect Director J.T. LaMacchia             For       For        Management
1.6   Elect Director R.L. Limbacher             For       For        Management
1.7   Elect Director J.F. McDonald              For       Withhold   Management
1.8   Elect Director K.W. Orce                  For       For        Management
1.9   Elect Director D.M. Roberts               For       For        Management
1.10  Elect Director J.A. Runde                 For       For        Management
1.11  Elect Director J.F. Schwarz               For       For        Management
1.12  Elect Director W. Scott, Jr.              For       For        Management
1.13  Elect Director B.S. Shackouls             For       For        Management
1.14  Elect Director S.J. Shapiro               For       For        Management
1.15  Elect Director W.E. Wade, Jr              For       For        Management
2     Ratify Auditors                           For       For        Management


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

C. R. BARD, INC.

Ticker:       BCR            Security ID:  067383109
Meeting Date: APR 20, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director T. Kevin Dunnigan          For       For        Management
1.2   Elect Director Gail K. Naughton, Ph.D.    For       For        Management
1.3   Elect Director John H. Weiland            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt ILO based Code of Conduct           Against   Abstain    Shareholder


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

CAREMARK RX, INC.

Ticker:       CMX            Security ID:  141705103
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Edwin M. Crawford          For       For        Management
1.2   Elect Director Kristen Gibney Williams    For       For        Management
1.3   Elect Director Edward L. Hardin           For       For        Management
2     Report on Political Contributions         Against   Against    Shareholder


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

CARNIVAL CORP.

Ticker:       CCL            Security ID:  143658300
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Micky Arison              For       For        Management
1.2   Elect  Director Amb Richard G. Capen Jr   For       For        Management
1.3   Elect  Director Robert H. Dickinson       For       For        Management
1.4   Elect  Director Arnold W. Donald          For       For        Management
1.5   Elect  Director Pier Luigi Foschi         For       For        Management
1.6   Elect  Director Howard S. Frank           For       For        Management
1.7   Elect  Director Richard J. Glasier        For       For        Management
1.8   Elect  Director Baroness Hogg             For       For        Management
1.9   Elect  Director A. Kirk Lanterman         For       For        Management
1.10  Elect  Director Modesto A. Maidique       For       For        Management
1.11  Elect  Director John P. Mcnulty           For       For        Management
1.12  Elect  Director Sir John Parker           For       For        Management
1.13  Elect  Director Peter G. Ratcliffe        For       For        Management
1.14  Elect  Director Stuart Subotnick          For       For        Management
1.15  Elect  Director Uzi Zucker                For       For        Management
2     TO APPROVE THE AMENDED AND RESTATED       For       For        Management
      CARNIVAL CORPORATION 2001 OUTSIDE
      DIRECTOR STOCK PLAN.
3     TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For       For        Management
      SHARE PLAN.
4     TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For       For        Management
      STOCK PURCHASE PLAN.
5     Ratify Auditors                           For       For        Management
6     TO AUTHORIZE THE AUDIT COMMITTEE OF       For       For        Management
      CARNIVAL PLC TO AGREE THE REMUNERATION OF
      THE INDEPENDENT AUDITORS.
7     TO RECEIVE THE ACCOUNTS AND REPORTS FOR   For       For        Management
      CARNIVAL PLC FOR THE FINANCIAL YEAR ENDED
      NOVEMBER 30, 2004.
8     TO APPROVE THE DIRECTORS  REMUNERATION    For       For        Management
      REPORT OF CARNIVAL PLC.
9     TO APPROVE LIMITS ON THE AUTHORITY TO     For       For        Management
      ALLOT SHARES BY CARNIVAL PLC.
10    TO APPROVE THE DISAPPLICATION OF          For       For        Management
      PRE-EMPTION RIGHTS FOR CARNIVAL PLC.
11    TO APPROVE A GENERAL AUTHORITY FOR        For       For        Management
      CARNIVAL PLC TO BUY BACK CARNIVAL PLC
      ORDINARY SHARES IN THE OPEN MARKET.


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

CATERPILLAR INC.

Ticker:       CAT            Security ID:  149123101
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W. Frank Blount            For       For        Management
1.2   Elect Director John R. Brazil             For       For        Management
1.3   Elect Director Eugene V. Fife             For       For        Management
1.4   Elect Director Gaul D. Fosler             For       For        Management
1.5   Elect Director Peter A. Magowan           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote
4     Report on Equipment Sales to Israel       Against   Abstain    Shareholder
5     Report on Operational Imact of HIV/AIDS,  Against   Abstain    Shareholder
      TB, and Malaria Pandemic
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

CDW CORP.

Ticker:       CDWC           Security ID:  12512N105
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michelle L. Collins       For       For        Management
1.2   Elect  Director Casey G. Cowell           For       For        Management
1.3   Elect  Director John A. Edwardson         For       For        Management
1.4   Elect  Director Daniel S. Goldin          For       For        Management
1.5   Elect  Director Donald P. Jacobs          For       For        Management
1.6   Elect  Director Stephan A. James          For       For        Management
1.7   Elect  Director Michael P. Krasny         For       For        Management
1.8   Elect  Director Terry L. Lengfelder       For       For        Management
1.9   Elect  Director Susan D. Wellington       For       For        Management
1.10  Elect  Director Brian E. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management


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

CHEVRON CORP

Ticker:       CVX            Security ID:  166764100
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Samuel H. Armacost        For       For        Management
1.2   Elect  Director Robert E. Denham          For       For        Management
1.3   Elect  Director Robert J. Eaton           For       For        Management
1.4   Elect  Director Sam Ginn                  For       For        Management
1.5   Elect  Director Carla Anderson Hills      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 Peter J. Robertson        For       For        Management
1.10  Elect  Director Charles R. Shoemate       For       For        Management
1.11  Elect  Director Ronald D. Sugar           For       For        Management
1.12  Elect  Director Carl  Ware                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Executive Compensation              Against   Against    Shareholder
4     Submit Severance Agreement                Against   Against    Shareholder
      (Change-in-Control) to Shareholder Vote
5     Expense Stock Options                     Against   Against    Shareholder
6     Eliminate Animal Testing                  Against   Abstain    Shareholder
7     Report on Drilling in Protected Areas     Against   Abstain    Shareholder
8     Report on Remediation Programs in Ecuador Against   Abstain    Shareholder


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

CINTAS CORP.

Ticker:       CTAS           Security ID:  172908105
Meeting Date: OCT 19, 2004   Meeting Type: Annual
Record Date:  AUG 23, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard T. Farmer         For       For        Management
1.2   Elect  Director Robert J. Kohlhepp        For       For        Management
1.3   Elect  Director Scott D. Farmer           For       For        Management
1.4   Elect  Director Paul R. Carter            For       For        Management
1.5   Elect  Director Gerald V. Dirvin          For       For        Management
1.6   Elect  Director Robert J. Herbold         For       For        Management
1.7   Elect  Director Joyce Hergenhan           For       For        Management
1.8   Elect  Director Roger L. Howe             For       For        Management
1.9   Elect  Director David C. Phillips         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   Against    Shareholder
4     Report on Vendor Standards                For       Abstain    Shareholder


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol A. Bartz            For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Larry R. Carter           For       For        Management
1.4   Elect  Director John T. Chambers          For       For        Management
1.5   Elect  Director Dr. James F. Gibbons      For       For        Management
1.6   Elect  Director Dr. John L. Hennessy      For       For        Management
1.7   Elect  Director Roderick C. McGeary       For       For        Management
1.8   Elect  Director James C. Morgan           For       For        Management
1.9   Elect  Director John P. Morgridge         For       For        Management
1.10  Elect  Director Donald T. Valentine       For       For        Management
1.11  Elect  Director Steven M. West            For       For        Management
1.12  Elect  Director Jerry Yang                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Abstain    Shareholder


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

COACH, INC.

Ticker:       COH            Security ID:  189754104
Meeting Date: NOV 3, 2004    Meeting Type: Annual
Record Date:  SEP 15, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Joseph Ellis              For       For        Management
1.2   Elect  Director Lew Frankfort             For       For        Management
1.3   Elect  Director Sally Frame Kasaks        For       For        Management
1.4   Elect  Director Gary Loveman              For       For        Management
1.5   Elect  Director Irene Miller              For       For        Management
1.6   Elect  Director Keith Monda               For       For        Management
1.7   Elect  Director Michael Murphy            For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

COGNOS INC.

Ticker:       CSN.           Security ID:  19244C109
Meeting Date: JUN 23, 2005   Meeting Type: Annual/Special
Record Date:  APR 26, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert G. Ashe             For       For        Management
1.2   Elect Director John E. Caldwell           For       For        Management
1.3   Elect Director Paul D. Damp               For       For        Management
1.4   Elect Director Pierre Y. Ducros           For       For        Management
1.5   Elect Director Robert W. Korthals         For       For        Management
1.6   Elect Director John J. Rando              For       For        Management
1.7   Elect Director Bill V. Russell            For       For        Management
1.8   Elect Director James M. Tory              For       For        Management
1.9   Elect Director Renato Zambonini           For       For        Management
2     Approve Ernst & Young LLP as Auditors     For       For        Management
3     Amend 2003 Stock Option Plan              For       For        Management
4     Amend Restricted Share Unit Plan          For       For        Management
5     Amend Employee Stock Purchase Plan        For       For        Management


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

COMVERSE TECHNOLOGY, INC.

Ticker:       CMVT           Security ID:  205862402
Meeting Date: JUN 16, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Kobi Alexander            For       For        Management
1.2   Elect  Director Raz Alon                  For       For        Management
1.3   Elect  Director Itsik Danziger            For       For        Management
1.4   Elect  Director John H. Friedman          For       For        Management
1.5   Elect  Director Ron Hiram                 For       For        Management
1.6   Elect  Director Sam Oolie                 For       For        Management
1.7   Elect  Director William F. Sorin          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director J.J. Mulva                For       For        Management
1.2   Elect  Director Norman R. Augustine       For       For        Management
1.3   Elect  Director Larry D. Horner           For       For        Management
1.4   Elect  Director Charles C. Krulak         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Executive Compensation              Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

DANAHER CORP.

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director H. Lawrence Culp, Jr.      For       For        Management
1.2   Elect Director Mitchell P. Rales          For       For        Management
1.3   Elect Director A. Emmet Stephenson, Jr.   For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

DEERE & CO.

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 23, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John R. Block             For       For        Management
1.2   Elect  Director T. Kevin Dunnigan         For       For        Management
1.3   Elect  Director Dipak C. Jain             For       For        Management
1.4   Elect  Director Joachim Milberg           For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

DELL INC.

Ticker:       DELL           Security ID:  24702R101
Meeting Date: JUL 16, 2004   Meeting Type: Annual
Record Date:  MAY 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Donald J. Carty           For       For        Management
1.2   Elect  Director Michael S. Dell           For       For        Management
1.3   Elect  Director William H. Gray, III      For       For        Management
1.4   Elect  Director Judy C. Lewent            For       For        Management
1.5   Elect  Director Thomas W. Luce, III       For       For        Management
1.6   Elect  Director Klaus S. Luft             For       For        Management
1.7   Elect  Director Alex J. Mandl             For       For        Management
1.8   Elect  Director Michael A. Miles          For       For        Management
1.9   Elect  Director Samuel A. Nunn, Jr.       For       For        Management
1.10  Elect  Director Kevin B. Rollins          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   Against    Shareholder


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

DEVON ENERGY CORP.

Ticker:       DVN            Security ID:  25179M103
Meeting Date: JUN 8, 2005    Meeting Type: Annual
Record Date:  APR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John A. Hill               For       For        Management
1.2   Elect Director William J. Johnson         For       For        Management
1.3   Elect Director Robert A. Mosbacher Jr.    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

DOW CHEMICAL COMPANY, THE

Ticker:       DOW            Security ID:  260543103
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jacqueline K. Barton      For       For        Management
1.2   Elect  Director Anthony J. Carbone        For       For        Management
1.3   Elect  Director Barbara H. Franklin       For       For        Management
1.4   Elect  Director Andrew N. Liveris         For       For        Management
1.5   Elect  Director Harold T. Shapiro         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Persistent Bioaccumulative and  Against   Abstain    Shareholder
      Toxic Chemicals


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

E.I. DU PONT DE NEMOURS & CO.

Ticker:       DD             Security ID:  263534109
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     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 Louisa C. Duemling         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 William K. Reilly          For       For        Management
1.10  Elect Director H. Rodney Sharp, III       For       For        Management
1.11  Elect Director Charles M. Vest            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Government Service of Employees Against   Against    Shareholder
4     Implement ILO Code of Conduct             Against   Abstain    Shareholder
5     Executive Compensation                    Against   Abstain    Shareholder
6     Eliminate Animal Testing                  Against   Abstain    Shareholder
7     Report on Genetically Modified Organisms  Against   Abstain    Shareholder
8     Performance- Based/Indexed Options        Against   Abstain    Shareholder
9     Report on PFOA Chemical Remediation       Against   Abstain    Shareholder


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

EATON CORP.

Ticker:       ETN            Security ID:  278058102
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ned C. Lautenbach          For       For        Management
1.2   Elect Director John R. Miller             For       For        Management
1.3   Elect Director Gregory R. Page            For       For        Management
1.4   Elect Director Victor A. Pelson           For       For        Management
2     Ratify Auditors                           For       For        Management


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

ECOLAB, INC.

Ticker:       ECL            Security ID:  278865100
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Douglas M. Baker, Jr.      For       For        Management
1.2   Elect Director Stefan Hamelmann           For       For        Management
1.3   Elect Director James J. Howard            For       For        Management
1.4   Elect Director Jerry W. Levin             For       For        Management
1.5   Elect Director Robert L. Lumpkins         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
4     Ratify Auditors                           For       For        Management


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

EMC CORP.

Ticker:       EMC            Security ID:  268648102
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael J. Cronin          For       For        Management
1.2   Elect Director W. Paul Fitzgerald         For       Withhold   Management
1.3   Elect Director Joseph M. Tucci            For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management
4     Performance- Based/Indexed Options        Against   Against    Shareholder
5     Creation of an Independent Audit          Against   Against    Shareholder
      Committee


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

EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 1, 2005    Meeting Type: Annual
Record Date:  NOV 24, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director D.N. Farr                 For       For        Management
1.2   Elect  Director C.A. Peters               For       For        Management
1.3   Elect  Director D.C. Farrell              For       For        Management
1.4   Elect  Director J.W. Prueher              For       For        Management
1.5   Elect  Director R.B. Horton               For       For        Management
2     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management
5     Amend Equal Employment Policy Regarding   Against   Abstain    Shareholder
      Sexual Orientation


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

ENSCO INTERNATIONAL, INC.

Ticker:       ESV            Security ID:  26874Q100
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Morton H. Meyerson        For       For        Management
1.2   Elect  Director Joel V. Staff             For       For        Management
2     Eliminate Class of Preferred Stock        For       For        Management
3     Amend Stock Ownership Limitations         For       For        Management
4     Amend Articles                            For       For        Management
5     Approve Executive Incentive Bonus Plan    For       For        Management
6     Approve Omnibus Stock Plan                For       For        Management
7     Ratify Auditors                           For       For        Management


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

EXXON MOBIL CORP.

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael J. Boskin         For       For        Management
1.2   Elect  Director William W. George         For       For        Management
1.3   Elect  Director James R. Houghton         For       For        Management
1.4   Elect  Director William R. Howell         For       For        Management
1.5   Elect  Director Reatha Clark King         For       For        Management
1.6   Elect  Director Philip E. Lippincott      For       For        Management
1.7   Elect  Director Henry A. McKinnell, Jr.   For       For        Management
1.8   Elect  Director Marilyn Carlson Nelson    For       For        Management
1.9   Elect  Director Lee R. Raymond            For       For        Management
1.10  Elect  Director Walter V. Shipley         For       For        Management
1.11  Elect  Director Rex W. Tillerson          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Political Contributions/Activities        Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Nominate Independent Directors with       Against   Against    Shareholder
      Industry Experience
6     Report on Payments to Indonesian Military Against   Abstain    Shareholder
7     Adopt Policy Prohibiting Discrimination   Against   Abstain    Shareholder
      based on Sexual Orientation
8     Report on Potential Damage of Drilling in Against   Abstain    Shareholder
      Protected Regions
9     Disclose Information Supporting the       Against   Abstain    Shareholder
      Company Position on Climate Change
10    Report on Company Policies for Compliance Against   Abstain    Shareholder
      with the Kyoto Protocol


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

FISERV, INC.

Ticker:       FISV           Security ID:  337738108
Meeting Date: APR 6, 2005    Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director D.F. Dillon                For       For        Management
1.2   Elect Director G.J. Levy                  For       For        Management
1.3   Elect Director G.M. Renwick               For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management


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

FISHER SCIENTIFIC INTERNATIONAL INC.

Ticker:       FSH            Security ID:  338032204
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Rosanne F. Coppola         For       For        Management
1.2   Elect Director Bruce L. Koepfgen          For       For        Management
1.3   Elect Director Paul M. Meister            For       For        Management
1.4   Elect Director W. Clayton Stephens        For       For        Management
1.5   Elect Director Richard W. Vieser          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

FOREST LABORATORIES, INC.

Ticker:       FRX            Security ID:  345838106
Meeting Date: AUG 11, 2004   Meeting Type: Annual
Record Date:  JUN 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Howard Solomon            For       For        Management
1.2   Elect  Director William J. Candee, III    For       For        Management
1.3   Elect  Director George S. Cohan           For       For        Management
1.4   Elect  Director Dan L. Goldwasser         For       For        Management
1.5   Elect  Director Lester B. Salans          For       For        Management
1.6   Elect  Director Kenneth E. Goodman        For       For        Management
1.7   Elect  Director Phillip M. Satow          For       Withhold   Management
2     Increase Authorized Common Stock          For       For        Management
3     Approve Stock Option Plan                 For       For        Management
4     Ratify Auditors                           For       For        Management


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

GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James I. Cash, Jr.        For       For        Management
1.2   Elect  Director William M. Castell        For       For        Management
1.3   Elect  Director Dennis D. Dammerman       For       For        Management
1.4   Elect  Director Ann M. Fudge              For       For        Management
1.5   Elect  Director Claudio X. Gonzalez       For       For        Management
1.6   Elect  Director Jeffrey R. Immelt         For       For        Management
1.7   Elect  Director Andrea Jung               For       For        Management
1.8   Elect  Director Alan G. Lafley            For       For        Management
1.9   Elect  Director Ralph S. Larsen           For       For        Management
1.10  Elect  Director Rochelle B. Lazarus       For       For        Management
1.11  Elect  Director Sam Nunn                  For       For        Management
1.12  Elect  Director Roger S. Penske           For       For        Management
1.13  Elect  Director Robert J. Swieringa       For       For        Management
1.14  Elect  Director Douglas A. Warner III     For       For        Management
1.15  Elect  Director Robert C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder
4     Report on Nuclear Fuel Storage Risks      Against   Against    Shareholder
5     Report on PCB Clean-up Costs              Against   Against    Shareholder
6     Adopt Policy on Overboarded Directors     Against   Against    Shareholder
7     Prepare a Sustainability Report           Against   Abstain    Shareholder
8     Political Contributions/Activities        Against   Against    Shareholder
9     Eliminate Animal Testing                  Against   Against    Shareholder


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

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul Berg                  For       For        Management
1.2   Elect Director Etienne F. Davignon        For       For        Management
1.3   Elect Director James M. Denny             For       For        Management
1.4   Elect Director John C. Martin             For       For        Management
1.5   Elect Director Gordon E. Moore            For       For        Management
1.6   Elect Director Nicholas G. Moore          For       For        Management
1.7   Elect Director George P. Shultz           For       For        Management
1.8   Elect Director Gayle E. Wilson            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Report on Impact of HIV/AIDS, TB, and     Against   Abstain    Shareholder
      Malaria Pandemics


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

GILLETTE CO., THE

Ticker:       G              Security ID:  375766102
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael B. Gifford        For       For        Management
1.2   Elect  Director Ray J. Groves             For       For        Management
1.3   Elect  Director Fred H. Langhammer        For       For        Management
1.4   Elect  Director Marjorie M. Yang          For       For        Management
2     Ratify Auditors                           For       For        Management


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

GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP)

Ticker:       GSF            Security ID:  G3930E101
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard L. George         For       For        Management
1.2   Elect  Director Robert E. Rose            For       For        Management
1.3   Elect  Director Stephen J. Solarz         For       For        Management
1.4   Elect  Director Nader H. Sultan           For       Withhold   Management
2     PROPOSAL TO AMEND THE COMPANY S 2003      For       For        Management
      LONG-TERM INCENTIVE PLAN TO REDUCE THE
      NUMBER OF SHARES AUTHORIZED FOR ISSUANCE
      UNDER THE PLAN AND INCREASE THE NUMBER OF
      SUCH SHARES AVAILABLE FOR FULL-VALUE
      STOCK AWARDS.
3     Ratify Auditors                           For       For        Management


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

GOLDMAN SACHS GROUP, INC., THE

Ticker:       GS             Security ID:  38141G104
Meeting Date: APR 6, 2005    Meeting Type: Annual
Record Date:  FEB 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John H. Bryan             For       For        Management
1.2   Elect  Director Stephen Friedman          For       For        Management
1.3   Elect  Director William W. George         For       For        Management
1.4   Elect  Director Henry M. Paulson, Jr.     For       For        Management
2     Declassify the Board of Directors         For       For        Management
3     Ratify Auditors                           For       For        Management


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

GOOGLE INC

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Eric Schmidt              For       For        Management
1.2   Elect  Director Larry Page                For       For        Management
1.3   Elect  Director Sergey Brin               For       For        Management
1.4   Elect  Director L. John Doerr             For       For        Management
1.5   Elect  Director John L. Hennessy          For       For        Management
1.6   Elect  Director Arthur D. Levinson        For       For        Management
1.7   Elect  Director Michael Moritz            For       For        Management
1.8   Elect  Director Paul S. Otellini          For       For        Management
1.9   Elect  Director K. Ram Shriram            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

HARLEY-DAVIDSON, INC.

Ticker:       HDI            Security ID:  412822108
Meeting Date: APR 30, 2005   Meeting Type: Annual
Record Date:  MAR 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George H. Conrades         For       For        Management
1.2   Elect Director Sara L. Levinson           For       For        Management
1.3   Elect Director George L. Miles, Jr.       For       For        Management
2     Approve/Amend Employee Incentive Bonus    For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management


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

HERSHEY CO, THE

Ticker:       HSY            Security ID:  427866108
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J.A. Boscia                For       For        Management
1.2   Elect Director R.H. Campbell              For       For        Management
1.3   Elect Director R.F. Cavanaugh             For       For        Management
1.4   Elect Director G.P. Coughlan              For       For        Management
1.5   Elect Director H. Edelman                 For       For        Management
1.6   Elect Director B.G. Hill                  For       For        Management
1.7   Elect Director R.H. Lenny                 For       For        Management
1.8   Elect Director M.J. McDonald              For       Withhold   Management
1.9   Elect Director M.J. Toulantis             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       Against    Management
4     Change Company Name                       For       For        Management


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

HONEYWELL INTERNATIONAL, INC.

Ticker:       HON            Security ID:  438516106
Meeting Date: APR 25, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Marshall N. Carter        For       For        Management
1.2   Elect  Director David M. Cote             For       For        Management
1.3   Elect  Director Bradley T. Sheares        For       For        Management
1.4   Elect  Director John R. Stafford          For       For        Management
1.5   Elect  Director Michael W. Wright         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend the Certificate of Incorporation    For       For        Management
      and By-laws
5     Establish Other Board Committee           Against   For        Shareholder
6     Separate Chairman and CEO Positions       Against   Against    Shareholder
7     Report on Pay Disparity                   Against   Against    Shareholder
8     Performance- Based/Indexed Options        Against   Against    Shareholder
9     Approve Commonsense Executive             Against   Against    Shareholder
      Compensation Framework


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

ILLINOIS TOOL WORKS INC.

Ticker:       ITW            Security ID:  452308109
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William F. Aldinger        For       For        Management
1.2   Elect Director Michael J. Birck           For       For        Management
1.3   Elect Director Marvin D. Brailsford       For       For        Management
1.4   Elect Director Susan Crown                For       For        Management
1.5   Elect Director Don H. Davis, Jr.          For       For        Management
1.6   Elect Director W. James Farrell           For       For        Management
1.7   Elect Director Robert C. McCormack        For       For        Management
1.8   Elect Director Robert S. Morrison         For       For        Management
1.9   Elect Director Harold B. Smith            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Implement China Principles                Against   Abstain    Shareholder
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

INGERSOLL-RAND COMPANY LIMITED

Ticker:       IR             Security ID:  G4776G101
Meeting Date: JUN 1, 2005    Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director A.C. Berzin               For       For        Management
1.2   Elect  Director H.L. Henkel               For       For        Management
1.3   Elect  Director H.W. Lichtenberger        For       For        Management
1.4   Elect  Director T.L. White                For       For        Management
2     APPROVAL OF AMENDMENT TO BYE-LAW 10 OF    For       For        Management
      THE BYE-LAWS TO ELIMINATE THE
      CLASSIFICATION OF THE BOARD OF DIRECTORS.
3     APPROVAL OF AMENDMENT TO BYE-LAW 10 OF    For       For        Management
      THE BYE-LAWS TO ELIMINATE CUMULATIVE
      VOTING IN THE ELECTION OF DIRECTORS.
4     Ratify Auditors                           For       For        Management


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

IRON MOUNTAIN INC.

Ticker:       IRM            Security ID:  462846106
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Clarke H. Bailey          For       For        Management
1.2   Elect  Director Constantin R. Boden       For       For        Management
1.3   Elect  Director Kent P. Dauten            For       For        Management
1.4   Elect  Director B. Thomas Golisano        For       Withhold   Management
1.5   Elect  Director John F. Kenny, Jr.        For       For        Management
1.6   Elect  Director Arthur D. Little          For       For        Management
1.7   Elect  Director C. Richard Reese          For       For        Management
1.8   Elect  Director Vincent J. Ryan           For       For        Management
2     Approve Merger Agreement                  For       For        Management
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Sue Coleman          For       For        Management
1.2   Elect  Director James G. Cullen           For       For        Management
1.3   Elect  Director Robert J. Darretta        For       For        Management
1.4   Elect  Director Michael M. E. Johns       For       For        Management
1.5   Elect  Director Ann Dibble Jordan         For       For        Management
1.6   Elect  Director Arnold G. Langbo          For       For        Management
1.7   Elect  Director Susan L. Lindquist        For       For        Management
1.8   Elect  Director Leo F. Mullin             For       For        Management
1.9   Elect  Director Christine A. Poon         For       For        Management
1.10  Elect  Director Steven S. Reinemund       For       For        Management
1.11  Elect  Director David Satcher             For       For        Management
1.12  Elect  Director William C. Weldon         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

JUNIPER NETWORKS, INC.

Ticker:       JNPR           Security ID:  48203R104
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William R. Hearst III     For       For        Management
1.2   Elect  Director Kenneth Goldman           For       For        Management
1.3   Elect  Director Frank Marshall            For       For        Management
2     Ratify Auditors                           For       For        Management


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

KELLOGG CO.

Ticker:       K              Security ID:  487836108
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Claudio X. Gonzalez        For       For        Management
1.2   Elect Director A. D. David Mackay         For       For        Management
1.3   Elect Director William C. Richardson      For       For        Management
1.4   Elect Director John L. Zabriskie          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Genetically Modified Organisms  Against   Abstain    Shareholder
      (GMO)
4     Employ Financial Advisor to Explore       Against   Against    Shareholder
      Alternatives to Maximize Value


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

KLA-TENCOR CORP.

Ticker:       KLAC           Security ID:  482480100
Meeting Date: OCT 18, 2004   Meeting Type: Annual
Record Date:  AUG 23, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Edward W. Barnholt        For       For        Management
1.2   Elect  Director Stephen P. Kaufman        For       For        Management
1.3   Elect  Director Kenneth L. Schroeder      For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

LAMAR ADVERTISING COMPANY

Ticker:       LAMR           Security ID:  512815101
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Anna Reilly Cullinan      For       For        Management
1.2   Elect  Director John Maxwell Hamilton     For       For        Management
1.3   Elect  Director Robert M. Jelenic         For       For        Management
1.4   Elect  Director Stephen P. Mumblow        For       For        Management
1.5   Elect  Director Thomas V. Reifenheiser    For       For        Management
1.6   Elect  Director Kevin P. Reilly, Jr.      For       For        Management
1.7   Elect  Director Wendell Reilly            For       For        Management


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

LINEAR TECHNOLOGY CORP.

Ticker:       LLTC           Security ID:  535678106
Meeting Date: NOV 3, 2004    Meeting Type: Annual
Record Date:  SEP 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert H. Swanson, Jr.    For       For        Management
1.2   Elect  Director David S. Lee              For       For        Management
1.3   Elect  Director Leo T. McCarthy           For       For        Management
1.4   Elect  Director Richard M. Moley          For       For        Management
1.5   Elect  Director Thomas S. Volpe           For       For        Management
2     Ratify Auditors                           For       For        Management


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

MARVELL TECHNOLOGY GROUP LTD

Ticker:       MRVL           Security ID:  G5876H105
Meeting Date: JUN 10, 2005   Meeting Type: Annual
Record Date:  APR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Kuo Wei 'Herbert' Chang   For       Withhold   Management
2     Ratify Auditors                           For       For        Management


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

MAXIM INTEGRATED PRODUCTS, INC.

Ticker:       MXIM           Security ID:  57772K101
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 27, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James R. Bergman          For       Withhold   Management
1.2   Elect  Director John F. Gifford           For       Withhold   Management
1.3   Elect  Director B. Kipling Hagopian       For       For        Management
1.4   Elect  Director M.D. Sampels              For       Withhold   Management
1.5   Elect  Director A.R. Frank Wazzan         For       For        Management
2     Amend Employee Stock Purchase Plan        For       For        Management
3     Ratify Auditors                           For       For        Management


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

MAXIM INTEGRATED PRODUCTS, INC.

Ticker:       MXIM           Security ID:  57772K101
Meeting Date: SEP 17, 2004   Meeting Type: Special
Record Date:  JUL 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Omnibus Stock Plan                  For       For        Management


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

MBNA CORP.

Ticker:       KRB            Security ID:  55262L100
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  FEB 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James H. Berick           For       Withhold   Management
1.2   Elect  Director Mary M. Boies             For       For        Management
1.3   Elect  Director Benjamin R. Civiletti     For       Withhold   Management
1.4   Elect  Director Bruce L. Hammonds         For       Withhold   Management
1.5   Elect  Director William L. Jews           For       Withhold   Management
1.6   Elect  Director Randolph D. Lerner        For       Withhold   Management
1.7   Elect  Director Stuart L. Markowitz, M.D. For       Withhold   Management
1.8   Elect  Director William B. Milstead       For       Withhold   Management
1.9   Elect  Director Thomas G. Murdough, Jr.   For       For        Management
1.10  Elect  Director Laura S. Unger            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   Against    Shareholder
4     Performance- Based/Indexed Options        Against   Against    Shareholder


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

MCAFEE INC.

Ticker:       MFE            Security ID:  579064106
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mr. Robert Bucknam        For       For        Management
1.2   Elect  Director Ms. Liane Wilson          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


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

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Hall Adams, Jr.            For       For        Management
1.2   Elect Director Cary D. McMillan           For       For        Management
1.3   Elect Director Michael J. Roberts         For       For        Management
1.4   Elect Director James A. Skinner           For       For        Management
1.5   Elect Director Anne-Marie Slaughter       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Genetically Modified Organisms  Against   Abstain    Shareholder


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

MEDICIS PHARMACEUTICAL CORP.

Ticker:       MRX            Security ID:  584690309
Meeting Date: NOV 17, 2004   Meeting Type: Annual
Record Date:  OCT 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jonah Shacknai             For       For        Management
1.2   Elect Director Michael A. Pietrangelo     For       For        Management
1.3   Elect Director Lottie H. Shackelford      For       For        Management
2     Approve Stock Option Plan                 For       For        Management
3     Ratify Auditors                           For       For        Management


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

MEDTRONIC, INC.

Ticker:       MDT            Security ID:  585055106
Meeting Date: AUG 26, 2004   Meeting Type: Annual
Record Date:  JUL 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William R. Brody, M.D.,   For       For        Management
      Ph.D.
1.2   Elect  Director Arthur D. Collins, Jr.    For       For        Management
1.3   Elect  Director Antonio M. Gotto, Jr.,    For       For        Management
      M.D., D. Phil.
2     Ratify Auditors                           For       For        Management
3     Charitable Contributions                  Against   Against    Shareholder


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

MERCURY INTERACTIVE CORP.

Ticker:       MERQ           Security ID:  589405109
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Amnon Landan              For       For        Management
1.2   Elect  Director Brad Boston               For       For        Management
1.3   Elect  Director Igal Kohavi               For       For        Management
1.4   Elect  Director Clyde Ostler              For       For        Management
1.5   Elect  Director Yair Shamir               For       For        Management
1.6   Elect  Director Giora Yaron               For       For        Management
1.7   Elect  Director Anthony Zingale           For       For        Management
2     Ratify Auditors                           For       For        Management


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

MICROCHIP TECHNOLOGY, INC.

Ticker:       MCHP           Security ID:  595017104
Meeting Date: AUG 20, 2004   Meeting Type: Annual
Record Date:  JUN 25, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Steve Sanghi              For       For        Management
1.2   Elect  Director Albert J. Hugo-Martinez   For       For        Management
1.3   Elect  Director L.B. Day                  For       For        Management
1.4   Elect  Director Matthew W. Chapman        For       For        Management
1.5   Elect  Director Wade F. Meyercord         For       For        Management
2     Amend Employee Stock Purchase Plan        For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William H. Gates III      For       For        Management
1.2   Elect  Director Steven A. Ballmer         For       For        Management
1.3   Elect  Director James I. Cash Jr., Ph.D.  For       For        Management
1.4   Elect  Director Raymond V. Gilmartin      For       For        Management
1.5   Elect  Director Ann McLaughlin Korologos  For       For        Management
1.6   Elect  Director David F. Marquardt        For       For        Management
1.7   Elect  Director Charles H. Noski          For       For        Management
1.8   Elect  Director Dr. Helmut Panke          For       For        Management
1.9   Elect  Director Jon A. Shirley            For       For        Management
2     Amend Bundled Compensation Plans          For       For        Management
3     Amend Bundled Compensation Plans          For       For        Management
4     Amend Stock Option Plan                   For       For        Management
5     Ratify Auditors                           For       For        Management


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

MOLEX INCORPORATED

Ticker:       MOLX           Security ID:  608554101
Meeting Date: OCT 22, 2004   Meeting Type: Annual
Record Date:  AUG 27, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frederick A. Krehbiel     For       Withhold   Management
1.2   Elect  Director Masahisa Naitoh           For       For        Management
1.3   Elect  Director Michael J. Birck          For       For        Management
1.4   Elect  Director Martin P. Slark           For       Withhold   Management
2     Approve Employee Stock Purchase Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

MONSANTO CO.

Ticker:       MON            Security ID:  61166W101
Meeting Date: JAN 20, 2005   Meeting Type: Annual
Record Date:  NOV 22, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John W. Bachmann          For       For        Management
1.2   Elect  Director William U. Parfet         For       Withhold   Management
1.3   Elect  Director George H. Poste           For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Report on Genetically Modified Organisms  Against   Against    Shareholder
5     Report on Export of Hazardous Pesticides  Against   Against    Shareholder
6     Adopt Human Rights Policy                 Against   Against    Shareholder
7     Eliminate Animal Testing                  Against   Against    Shareholder


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

MOTOROLA, INC.

Ticker:       MOT            Security ID:  620076109
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Zander                  For       For        Management
1.2   Elect Director H. L. Fuller               For       For        Management
1.3   Elect Director J. Lewant                  For       For        Management
1.4   Elect Director W. Massey                  For       For        Management
1.5   Elect Director T. Meredith                For       For        Management
1.6   Elect Director N. Negroponte              For       For        Management
1.7   Elect Director I. Nooyi                   For       For        Management
1.8   Elect Director S. Scott III               For       For        Management
1.9   Elect Director R. Sommer                  For       For        Management
1.10  Elect Director J. Stengel                 For       For        Management
1.11  Elect Director D. Warner III              For       For        Management
1.12  Elect Director J. White                   For       For        Management
2     Limit Executive Compensation              Against   Against    Shareholder
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

NAVTEQ CORPORATION

Ticker:       NVT            Security ID:  63936L100
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard J.A. de Lange     For       Withhold   Management
1.2   Elect  Director Christopher Galvin        For       For        Management
1.3   Elect  Director Judson C. Green           For       For        Management
1.4   Elect  Director Wilhelmus C.M.            For       For        Management
      Groenhuysen
1.5   Elect  Director William Kimsey            For       For        Management
1.6   Elect  Director Scott D. Miller           For       For        Management
1.7   Elect  Director Dirk-Jan Van Ommeren      For       For        Management


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

NEWFIELD EXPLORATION CO.

Ticker:       NFX            Security ID:  651290108
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David A. Trice             For       For        Management
1.2   Elect Director David F. Schaible          For       For        Management
1.3   Elect Director Howard H. Newman           For       For        Management
1.4   Elect Director Thomas G. Ricks            For       For        Management
1.5   Elect Director Dennis R. Hendrix          For       For        Management
1.6   Elect Director C.E. (Chuck) Schultz       For       For        Management
1.7   Elect Director Philip J. Burguieres       For       For        Management
1.8   Elect Director John Randolph Kemp III     For       For        Management
1.9   Elect Director J. Michael Lacey           For       For        Management
1.10  Elect Director Joseph H. Netherland       For       For        Management
1.11  Elect Director J. Terry Strange           For       For        Management
1.12  Elect Director Pamela J. Gardner          For       For        Management
1.13  Elect Director Juanita F. Romans          For       For        Management
2     Ratify Auditors                           For       For        Management


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

NOKIA CORP.

Ticker:       NKCAF          Security ID:  654902204
Meeting Date: APR 7, 2005    Meeting Type: Annual
Record Date:  FEB 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
2     APPROVAL OF THE INCOME STATEMENTS AND THE For       For        Management
      BALANCE SHEET.
3     APPROVAL OF A PROPOSAL TO THE ANNUAL      For       For        Management
      GENERAL MEETING OF A DIVIDEND OF EUR 0.33
      PER SHARE.
4     DISCHARGE OF THE CHAIRMAN, THE MEMBERS OF For       For        Management
      THE BOARD OF DIRECTORS, AND THE
      PRESIDENT, FROM LIABILITY.
6     PROPOSAL ON THE COMPOSITION OF THE BOARD  For       For        Management
      AS PROPOSED BY THE CORPORATE GOVERNANCE
      AND NOMINATION COMMITTEE.
7.1   Elect  Directors Paul J. Collins          For       For        Management
7.2   Elect  Directors Georg Ehrnrooth          For       For        Management
7.3   Elect  Directors Bengt Holmstrom          For       For        Management
7.4   Elect  Directors Per Karlsson             For       For        Management
7.5   Elect  Directors Jorma Ollila             For       For        Management
7.6   Elect  Directors Marjorie Scardino        For       For        Management
7.7   Elect  Directors Vesa Vainio              For       For        Management
7.8   Elect  Directors Arne Wessberg            For       For        Management
7.9   Elect  Directors Dan Hesse                For       For        Management
7.10  Elect  Directors Edouard Michelin         For       For        Management
8     APPROVAL OF THE REMUNERATION TO BE PAID   For       For        Management
      TO THE AUDITOR.
9     APPROVAL OF THE RE-ELECTION OF            For       For        Management
      PRICEWATERHOUSECOOPERS OY AS THE AUDITORS
      FOR FISCAL YEAR 2005.
10    APPROVAL OF THE PROPOSAL TO GRANT STOCK   For       For        Management
      OPTIONS TO SELECTED PERSONNEL OF THE
      COMPANY.
11    APPROVAL OF THE PROPOSAL OF THE BOARD TO  For       For        Management
      REDUCE THE SHARE CAPITAL THROUGH
      CANCELLATION OF NOKIA SHARES HELD BY
      COMPANY.
12    AUTHORIZATION TO THE BOARD TO INCREASE    For       For        Management
      THE SHARE CAPITAL OF THE COMPANY.
13    AUTHORIZATION TO THE BOARD TO REPURCHASE  For       For        Management
      NOKIA SHARES.
14    AUTHORIZATION TO THE BOARD TO DISPOSE     For       For        Management
      NOKIA SHARES HELD BY THE COMPANY.
15    MARK THE FOR BOX IF YOU WISH TO INSTRUCT  For       Against    Management
      NOKIA S LEGAL COUNSELS TO VOTE IN THEIR
      DISCRETION ON YOUR BEHALF ONLY UPON ITEM
      15.


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

NUCOR CORP.

Ticker:       NUE            Security ID:  670346105
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Peter C. Browing           For       For        Management
1.2   Elect Director Victoria F. Haynes         For       For        Management
1.3   Elect Director Thomas A. Waltermire       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management


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

OCCIDENTAL PETROLEUM CORP.

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Spencer Abraham            For       For        Management
1.2   Elect Director Ronald W. Burkle           For       For        Management
1.3   Elect Director John S. Chalsky            For       For        Management
1.4   Elect Director Edward P. Djerejian        For       For        Management
1.5   Elect Director R. Chad Dreier             For       For        Management
1.6   Elect Director John E. Feick              For       For        Management
1.7   Elect Director Ray R. Irani               For       For        Management
1.8   Elect Director Irwin W. Maloney           For       For        Management
1.9   Elect Director Rodolfo Segovia            For       For        Management
1.10  Elect Director Aziz D. Syriani            For       For        Management
1.11  Elect Director Rosemary Tomich            For       For        Management
1.12  Elect Director Walter L. Weisman          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Proposal Regarding Board Sponsored        Against   Against    Shareholder
      Proposals
5     Submit Severance Agreement                Against   Against    Shareholder
      (Change-in-Control) to Shareholder Vote


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

ORACLE CORP.

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: OCT 29, 2004   Meeting Type: Annual
Record Date:  SEP 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jeffrey O. Henley         For       For        Management
1.2   Elect  Director Lawrence J. Ellison       For       For        Management
1.3   Elect  Director Donald L. Lucas           For       For        Management
1.4   Elect  Director Michael J. Boskin         For       For        Management
1.5   Elect  Director Jack F. Kemp              For       For        Management
1.6   Elect  Director Jeffrey S. Berg           For       For        Management
1.7   Elect  Director Safra Catz                For       For        Management
1.8   Elect  Director Hector Garcia-Molina      For       For        Management
1.9   Elect  Director Joseph A. Grundfest       For       For        Management
1.10  Elect  Director H. Raymond Bingham        For       For        Management
1.11  Elect  Director Charles E. Phillips, Jr.  For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Implement China Principles                Against   Abstain    Shareholder


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

PARKER-HANNIFIN CORP.

Ticker:       PH             Security ID:  701094104
Meeting Date: OCT 27, 2004   Meeting Type: Annual
Record Date:  AUG 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Candy M. Obourn           For       For        Management
1.2   Elect  Director Hector R. Ortino          For       For        Management
1.3   Elect  Director Nickolas W. Vande Steeg   For       For        Management
1.4   Elect  Director Donald E. Washkewicz      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan


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

PATTERSON-UTI  ENERGY INC.

Ticker:       PTEN           Security ID:  703481101
Meeting Date: JUN 15, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mark S. Siegel            For       For        Management
1.2   Elect  Director Cloyce A. Talbott         For       For        Management
1.3   Elect  Director A. Glenn Patterson        For       For        Management
1.4   Elect  Director Kenneth N. Berns          For       For        Management
1.5   Elect  Director Robert C. Gist            For       For        Management
1.6   Elect  Director Curtis W. Huff            For       For        Management
1.7   Elect  Director Terry H. Hunt             For       For        Management
1.8   Elect  Director Kenneth R. Peak           For       For        Management
1.9   Elect  Director Nadine C. Smith           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

PAYCHEX, INC.

Ticker:       PAYX           Security ID:  704326107
Meeting Date: OCT 6, 2004    Meeting Type: Annual
Record Date:  AUG 9, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director B. Thomas Golisano        For       For        Management
1.2   Elect  Director G. Thomas Clark           For       Withhold   Management
1.3   Elect  Director David J. S. Flaschen      For       For        Management
1.4   Elect  Director Phillip Horsley           For       For        Management
1.5   Elect  Director Grant M. Inman            For       For        Management
1.6   Elect  Director J. Robert Sebo            For       For        Management
1.7   Elect  Director Joseph M. Tucci           For       For        Management


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

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John F. Akers             For       For        Management
1.2   Elect  Director Robert E. Allen           For       For        Management
1.3   Elect  Director Ray L. Hunt               For       For        Management
1.4   Elect  Director Arthur C. Martinez        For       For        Management
1.5   Elect  Director Indra K. Nooyi            For       For        Management
1.6   Elect  Director Steven S Reinemund        For       For        Management
1.7   Elect  Director Sharon P. Rockefeller     For       For        Management
1.8   Elect  Director James J. Schiro           For       For        Management
1.9   Elect  Director Franklin A. Thomas        For       For        Management
1.10  Elect  Director Cynthia M. Trudell        For       For        Management
1.11  Elect  Director Solomon D. Trujillo       For       For        Management
1.12  Elect  Director Daniel Vasella            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Corporate Political             Against   Against    Shareholder
      Contributions


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     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       For        Management
1.10  Elect Director Henry A. McKinnell         For       For        Management
1.11  Elect Director Dana G. Mead               For       For        Management
1.12  Elect Director Ruth J. Simmons            For       For        Management
1.13  Elect Director William C. Steere, Jr.     For       For        Management
1.14  Elect Director Jean-Paul Valles           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Term Limits for Directors       Against   Against    Shareholder
4     Report on Pharmaceutical Price Restraint  Against   Abstain    Shareholder
5     Review and Report on Drug Reimportation   Against   Abstain    Shareholder
      Policy
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Product Availability in Canada  Against   Abstain    Shareholder
8     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

PHELPS DODGE CORP.

Ticker:       PD             Security ID:  717265102
Meeting Date: MAY 27, 2005   Meeting Type: Annual
Record Date:  APR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director A. Dunham                  For       For        Management
1.2   Elect Director W. Franke                  For       For        Management
1.3   Elect Director R. Johnson                 For       For        Management
1.4   Elect Director J. Steven Whisler          For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Ratify Auditors                           For       For        Management


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

PLACER DOME INC.

Ticker:       PDG.           Security ID:  725906101
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director D.J. Carty                For       For        Management
1.2   Elect  Director G.B. Coulombe             For       For        Management
1.3   Elect  Director J.W. Crow                 For       For        Management
1.4   Elect  Director G. Farquharson            For       For        Management
1.5   Elect  Director R.M. Franklin             For       For        Management
1.6   Elect  Director D.S. Karpin               For       For        Management
1.7   Elect  Director A.R. McFarland            For       For        Management
1.8   Elect  Director H.C. Mather               For       For        Management
1.9   Elect  Director E.A. Parkinson-Marcoux    For       For        Management
1.10  Elect  Director V.F. Taylor III           For       For        Management
1.11  Elect  Director P.W. Tomsett              For       For        Management
1.12  Elect  Director W.G. Wilson               For       For        Management
2     Ratify Ernst & Young LLP as Auditors      For       For        Management


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

PRAXAIR, INC.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jose Alves                For       For        Management
1.2   Elect  Director Ira D. Hall               For       For        Management
1.3   Elect  Director Raymond W. Leboeuf        For       For        Management
1.4   Elect  Director Wayne T. Smith            For       For        Management
1.5   Elect  Director Robert L. Wood            For       For        Management
2     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management


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

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 12, 2004   Meeting Type: Annual
Record Date:  JUL 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director R. Kerry Clark            For       For        Management
1.2   Elect  Director Joseph T. Gorman          For       For        Management
1.3   Elect  Director Lynn M. Martin            For       For        Management
1.4   Elect  Director Ralph Snyderman, M.D.     For       For        Management
1.5   Elect  Director Robert D. Storey          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Declassify the Board of Directors         Against   For        Management
5     Implement/ Report on Animal Welfare       Against   Abstain    Shareholder
      Standards


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

QUALCOMM INC.

Ticker:       QCOM           Security ID:  747525103
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert E. Kahn            For       For        Management
1.2   Elect  Director Duane A. Nelles           For       Withhold   Management
1.3   Elect  Director Brent Scowcroft           For       For        Management
2     Declassify the Board of Directors and     For       For        Management
      Eliminate Cumulative Voting
3     Increase Authorized Common Stock          For       For        Management
4     Amend Articles                            For       For        Management
5     Ratify Auditors                           For       For        Management


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

ROBERT HALF INTERNATIONAL INC.

Ticker:       RHI            Security ID:  770323103
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Andrew S. Berwick, Jr.     For       For        Management
1.2   Elect Director Frederick P. Furth         For       For        Management
1.3   Elect Director Edward W. Gibbons          For       For        Management
1.4   Elect Director Harold M. Messmer, Jr.     For       For        Management
1.5   Elect Director Thomas J. Ryan             For       For        Management
1.6   Elect Director J. Stephen Schaub          For       For        Management
1.7   Elect Director M. Keith Waddell           For       For        Management
2     Approve Omnibus Stock Plan                For       Against    Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management


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

ROCKWELL AUTOMATION INC

Ticker:       ROK            Security ID:  773903109
Meeting Date: FEB 2, 2005    Meeting Type: Annual
Record Date:  DEC 6, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Bruce M. Rockwell         For       For        Management
1.2   Elect  Director Joseph F. Toot, Jr.       For       For        Management
1.3   Elect  Director Kenneth F. Yontz          For       For        Management
2     Ratify Auditors                           For       For        Management


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

ROHM AND HAAS CO.

Ticker:       ROH            Security ID:  775371107
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W.J. Avery                 For       For        Management
1.2   Elect Director R.L. Gupta                 For       For        Management
1.3   Elect Director D.W. Hass                  For       For        Management
1.4   Elect Director T.W. Hass                  For       For        Management
1.5   Elect Director R.L. Keyser                For       For        Management
1.6   Elect Director R.J. Mills                 For       For        Management
1.7   Elect Director J.P. Montoya               For       For        Management
1.8   Elect Director S.O. Moose                 For       For        Management
1.9   Elect Director G.S. Omenn                 For       For        Management
1.10  Elect Director G.L. Rogers                For       For        Management
1.11  Elect Director R.H. Schmitz               For       For        Management
1.12  Elect Director G.M. Whitesides            For       For        Management
1.13  Elect Director M.C. Whittington           For       For        Management
2     Approve Non-Employee Director Stock       For       For        Management
      Option Plan
3     Amend 401(k)/Savings Plan                 For       For        Management
4     Ratify Auditors                           For       For        Management
5     Other Business                            For       Against    Management


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

SEARS, ROEBUCK & CO.

Ticker:       S              Security ID:  812387108
Meeting Date: MAR 24, 2005   Meeting Type: Special
Record Date:  JAN 26, 2005

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


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

SLM CORP.

Ticker:       SLM            Security ID:  78442P106
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Charles L. Daley          For       For        Management
1.2   Elect  Director William M. Diefenderfer,  For       For        Management
      III
1.3   Elect  Director Thomas J. Fitzpatrick     For       For        Management
1.4   Elect  Director Diane Suitt Gilleland     For       For        Management
1.5   Elect  Director Earl A. Goode             For       For        Management
1.6   Elect  Director Ann Torre Grant           For       For        Management
1.7   Elect  Director Ronald F. Hunt            For       For        Management
1.8   Elect  Director Benjamin J. Lambert, III  For       For        Management
1.9   Elect  Director Albert L. Lord            For       For        Management
1.10  Elect  Director Barry A. Munitz           For       For        Management
1.11  Elect  Director A. Alexander Porter, Jr.  For       For        Management
1.12  Elect  Director Wolfgang Schoellkopf      For       For        Management
1.13  Elect  Director Steven L. Shapiro         For       For        Management
1.14  Elect  Director Barry L. Williams         For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

SOUTHWEST AIRLINES CO.

Ticker:       LUV            Security ID:  844741108
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Colleen C. Barrett        For       For        Management
1.2   Elect  Director Gary C. Kelly             For       For        Management
1.3   Elect  Director John T. Montford          For       For        Management
2     Ratify Auditors                           For       For        Management


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

ST. JUDE MEDICAL, INC.

Ticker:       STJ            Security ID:  790849103
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard R. Devenuti        For       For        Management
1.2   Elect Director Stuart M. Essig            For       For        Management
1.3   Elect Director Thomas H. Garrett III      For       For        Management
1.4   Elect Director Wendy L. Yarno             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services


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

STAPLES, INC.

Ticker:       SPLS           Security ID:  855030102
Meeting Date: JUN 13, 2005   Meeting Type: Annual
Record Date:  APR 19, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Brenda C. Barnes          For       For        Management
1.2   Elect  Director Mary Elizabeth Burton     For       For        Management
1.3   Elect  Director Richard J. Currie         For       For        Management
1.4   Elect  Director Rowland T. Moriarty       For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Submit Shareholder Rights Plan (Poison    Against   Against    Shareholder
      Pill) to Shareholder Vote


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

STARWOOD HOTELS & RESORTS WORLDWIDE, INC.

Ticker:       HOT            Security ID:  85590A203
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 17, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charlene Barshefsky        For       For        Management
1.2   Elect Director Jean-Marc Chapus           For       For        Management
1.3   Elect Director Bruce W. Duncan            For       For        Management
1.4   Elect Director Steven J. Heyer            For       For        Management
1.5   Elect Director Eric Hippeau               For       For        Management
1.6   Elect Director Steven Quazzo              For       For        Management
1.7   Elect Director Thomas O. Ryder            For       For        Management
1.8   Elect Director Barry S. Sternlicht        For       For        Management
1.9   Elect Director Daniel W. Yih              For       For        Management
1.10  Elect Director Kneeland C. Youngblood     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Provide for Confidential Voting           Against   Against    Shareholder
5     Expense Stock Options                     Against   Against    Shareholder


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

SYMANTEC CORP.

Ticker:       SYMC           Security ID:  871503108
Meeting Date: SEP 15, 2004   Meeting Type: Annual
Record Date:  JUL 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Tania Amochaev            For       For        Management
1.2   Elect  Director William T. Coleman        For       For        Management
1.3   Elect  Director Franciscus Lion           For       For        Management
1.4   Elect  Director David Mahoney             For       For        Management
1.5   Elect  Director Robert S. Miller          For       For        Management
1.6   Elect  Director George Reyes              For       For        Management
1.7   Elect  Director Daniel H. Schulman        For       For        Management
1.8   Elect  Director John W. Thompson          For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Amend Outside Director Stock in Lieu of   For       For        Management
      Cash Plan
5     Ratify Auditors                           For       For        Management


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

TJX COMPANIES, INC., THE

Ticker:       TJX            Security ID:  872540109
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gail Deegan               For       For        Management
1.2   Elect  Director Dennis F. Hightower       For       For        Management
1.3   Elect  Director John F. O'Brien           For       For        Management
1.4   Elect  Director Willow B. Shire           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Adopt ILO-Based Code of Conduct           Against   Abstain    Shareholder
5     Review Vendor Standards                   Against   Abstain    Shareholder
6     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  902124106
Meeting Date: MAR 10, 2005   Meeting Type: Annual
Record Date:  JAN 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dennis C. Blair           For       For        Management
1.2   Elect  Director Edward D. Breen           For       For        Management
1.3   Elect  Director George W. Buckley         For       For        Management
1.4   Elect  Director Brian Duperreault         For       For        Management
1.5   Elect  Director Bruce S. Gordon           For       For        Management
1.6   Elect  Director Rajiv L. Gupta            For       For        Management
1.7   Elect  Director John A. Krol              For       For        Management
1.8   Elect  Director Mackey J. Mcdonald        For       For        Management
1.9   Elect  Director H. Carl Mccall            For       For        Management
1.10  Elect  Director Brendan R. O'Neill        For       For        Management
1.11  Elect  Director Sandra S. Wijnberg        For       For        Management
1.12  Elect  Director Jerome B. York            For       For        Management
2     Ratify Auditors                           For       For        Management


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

UNITED STATES STEEL CORP.

Ticker:       X              Security ID:  912909108
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard A. Gephardt       For       For        Management
1.2   Elect  Director Shirley Ann Jackson       For       For        Management
1.3   Elect  Director Dan D. Sandman            For       For        Management
1.4   Elect  Director Thomas J. Usher           For       For        Management
1.5   Elect  Director Douglas C. Yearley        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Approve Executive Incentive Bonus Plan    For       For        Management


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas H. Kean            For       For        Management
1.2   Elect  Director Robert L. Ryan            For       For        Management
1.3   Elect  Director William G. Spears         For       For        Management
1.4   Elect  Director Gail R. Wilensky, Ph.D.   For       For        Management
2     Ratify Auditors                           For       For        Management
3     Performance- Based/Indexed Options        Against   Against    Shareholder
4     Performance- Based/Indexed Options        Against   Against    Shareholder


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

UNIVISION COMMUNICATIONS INC.

Ticker:       UVN            Security ID:  914906102
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director A. Jerrold Perenchio       For       Withhold   Management
1.2   Elect Director Anthony Cassara            For       Withhold   Management
1.3   Elect Director Harold Gaba                For       For        Management
1.4   Elect Director Alan F. Horn               For       For        Management
1.5   Elect Director John G. Perenchio          For       Withhold   Management
1.6   Elect Director Ray Rodriguez              For       Withhold   Management
1.7   Elect Director Mchenry T. Tichenor, Jr.   For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Adopt Recapitalization Plan Regarding     Against   For        Shareholder
      Votes Per Share


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

VALERO ENERGY CORP.

Ticker:       VLO            Security ID:  91913Y100
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W.E. Bill Bradford         For       For        Management
1.2   Elect Director Ronald K. Calgaard         For       For        Management
1.3   Elect Director William E. Greehey         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

VARIAN MEDICAL SYSTEMS INC

Ticker:       VAR            Security ID:  92220P105
Meeting Date: FEB 17, 2005   Meeting Type: Annual
Record Date:  DEC 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Susan L. Bostrom          For       For        Management
1.2   Elect  Director Richard M. Levy           For       For        Management
1.3   Elect  Director Allen S. Lichter, M.D.    For       For        Management
1.4   Elect  Director R. Andrew Eckert          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

VODAFONE GROUP PLC

Ticker:                      Security ID:  G93882101
Meeting Date: JUL 27, 2004   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 Peter Bamford as Director        For       For        Management
4     Re-elect Julian Horn-Smith as Director    For       For        Management
5     Re-elect Sir David Scholey as Director    For       For        Management
6     Elect Luc Vandevelde as Director          For       For        Management
7     Approve Final Dividend of 1.0780 Pence    For       For        Management
      Per Ordinary Share
8     Re-appoint Deloitte and Touche LLP as     For       For        Management
      Auditors of the Company
9     Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
10    Authorise the Company and Any Company     For       For        Management
      Which is or Becomes a Subsidiary of the
      Company to Make EU Political Donations or
      Incur EU Political Expenditure up to
      Aggregate Nominal Amount of GBP 100,000
11    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      USD 900 Million
12    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 330 Million
13    Authorise 6.6 Billion Ordinary Shares for For       For        Management
      Market Purchase
14    Authorise 660 Million Ordinary Shares for For       For        Management
      Market Purchase Pursuant to Contingent
      Purchase Contracts


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

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James W. Breyer           For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Douglas N. Daft           For       For        Management
1.4   Elect  Director David D. Glass            For       For        Management
1.5   Elect  Director Roland A. Hernandez       For       For        Management
1.6   Elect  Director John D. Opie              For       For        Management
1.7   Elect  Director J. Paul Reason            For       For        Management
1.8   Elect  Director H. Lee Scott, Jr.         For       For        Management
1.9   Elect  Director Jack C. Shewmaker         For       For        Management
1.10  Elect  Director Jose H. Villarreal        For       For        Management
1.11  Elect  Director John T. Walton            For       For        Management
1.12  Elect  Director S. Robson Walton          For       For        Management
1.13  Elect  Director Christopher J. Williams   For       For        Management
1.14  Elect  Director Linda S. Wolf             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Report on Executive Compensation          Against   Against    Shareholder
5     Prepare Sustainability Report             Against   Abstain    Shareholder
6     Report on Stock Option Distribution by    Against   Abstain    Shareholder
      Race and Gender
7     Report on Political Contributions         Against   Against    Shareholder
8     Prepare Equal Opportunity Report          Against   Abstain    Shareholder
9     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
10    Require Majority of Independent Directors Against   Against    Shareholder
      on Board
11    Performance- Based/Indexed Options        Against   Against    Shareholder


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

WALGREEN CO.

Ticker:       WAG            Security ID:  931422109
Meeting Date: JAN 12, 2005   Meeting Type: Annual
Record Date:  NOV 15, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David W. Bernauer         For       For        Management
1.2   Elect  Director William C. Foote          For       For        Management
1.3   Elect  Director James J. Howard           For       For        Management
1.4   Elect  Director Alan G. McNally           For       For        Management
1.5   Elect  Director Cordell Reed              For       For        Management
1.6   Elect  Director Jeffrey A. Rein           For       For        Management
1.7   Elect  Director David Y. Schwartz         For       For        Management
1.8   Elect  Director John B. Schwemm           For       For        Management
1.9   Elect  Director Marilou M. Von Ferstel    For       For        Management
1.10  Elect  Director Charles R. Walgreen III   For       For        Management
2     Ratify Auditors                           For       For        Management
3     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

WEATHERFORD INTL LTD

Ticker:       WFT            Security ID:  G95089101
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nicholas F. Brady         For       For        Management
1.2   Elect  Director David J. Butters          For       For        Management
1.3   Elect  Director Bernard J. Duroc-Danner   For       For        Management
1.4   Elect  Director Sheldon B. Lubar          For       For        Management
1.5   Elect  Director William E. Macaulay       For       For        Management
1.6   Elect  Director Robert B. Millard         For       For        Management
1.7   Elect  Director Robert K. Moses, Jr.      For       For        Management
1.8   Elect  Director Robert A. Rayne           For       For        Management
2     APPOINTMENT OF ERNST & YOUNG LLP AS       For       For        Management
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM FOR THE YEAR ENDING DECEMBER 31,
      2005, AND AUTHORIZATION OF THE AUDIT
      COMMITTEE OF THE BOARD OF DIRECTORS TO
      SET ERNST & YOUNG LLP S REMUNERATION.


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

WHOLE FOODS MARKET, INC.

Ticker:       WFMI           Security ID:  966837106
Meeting Date: APR 4, 2005    Meeting Type: Annual
Record Date:  FEB 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David W. Dupree            For       For        Management
1.2   Elect Director Gabrielle E. Greene        For       For        Management
1.3   Elect Director John P. Mackey             For       For        Management
1.4   Elect Director Linda A. Mason             For       For        Management
1.5   Elect Director Morris J. Siegel           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Amend Stock Option Plan                   For       Against    Management
5     Label Genetically Modified Ingredients    Against   Abstain    Shareholder
6     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote


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

XTO ENERGY INC

Ticker:       XTO            Security ID:  98385X106
Meeting Date: NOV 16, 2004   Meeting Type: Special
Record Date:  SEP 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Omnibus Stock Plan                For       For        Management


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

YAHOO!, INC.

Ticker:       YHOO           Security ID:  984332106
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Terry S. Semel             For       For        Management
1.2   Elect Director Jerry Yang                 For       For        Management
1.3   Elect Director Roy J. Bostock             For       For        Management
1.4   Elect Director Ronald W. Burkle           For       For        Management
1.5   Elect Director Eric Hippeau               For       For        Management
1.6   Elect Director Arthur H. Kern             For       For        Management
1.7   Elect Director Robert A. Kotick           For       For        Management
1.8   Elect Director Edward R. Kozel            For       For        Management
1.9   Elect Director Gary L. Wilson             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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

ZIMMER HOLDINGS INC

Ticker:       ZMH            Security ID:  98956P102
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Raymond Elliott         For       For        Management
2     Amend Stock Option Plan                   For       For        Management
3     Ratify Auditors                           For       For        Management
4     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services




=========== TRAVELERS SERIES FUND INC. - MFS TOTAL RETURN PORTFOLIO ============


3M CO

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Vance D. Coffman           For       For        Management
1.2   Elect Director Rozanne L. Ridgway         For       For        Management
1.3   Elect Director Louis W. Sullivan          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Eliminate Animal Testing                  Against   Against    Shareholder
5     Implement China Principles                Against   Against    Shareholder


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

ABBOTT LABORATORIES

Ticker:       ABT            Security ID:  002824100
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director R.S. Austin                For       For        Management
1.2   Elect Director W.S. Daley                 For       For        Management
1.3   Elect Director H.L. Fuller                For       For        Management
1.4   Elect Director R.A. Gonzalez              For       For        Management
1.5   Elect Director J.M. Greenberg             For       For        Management
1.6   Elect Director J.M. Leiden                For       For        Management
1.7   Elect Director D.A.L. Owen                For       For        Management
1.8   Elect Director B. Powell Jr.              For       For        Management
1.9   Elect Director A.B. Rand                  For       For        Management
1.10  Elect Director W.A. Reynolds              For       For        Management
1.11  Elect Director R.S. Roberts               For       For        Management
1.12  Elect Director W.D. Smithburg             For       For        Management
1.13  Elect Director J.R. Walter                For       For        Management
1.14  Elect Director M.D. White                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Link Executive Compensation to Government Against   Against    Shareholder
      Fines
4     Performance- Based/Indexed Options        Against   Against    Shareholder
5     Eliminate Animal Testing                  Against   Against    Shareholder
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Operational Imact of HIV/AIDS,  Against   Against    Shareholder
      TB, and Malaria Pandemic
8     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

ACCENTURE LTD BERMUDA

Ticker:       ACN            Security ID:  G1150G111
Meeting Date: FEB 2, 2005    Meeting Type: Annual
Record Date:  DEC 6, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Joe W. Forehand           For       Did Not    Management
                                                          Vote
1.2   Elect  Director Blythe J. Mcgarvie        For       Did Not    Management
                                                          Vote
1.3   Elect  Director Sir Mark Moody-Stuart     For       Did Not    Management
                                                          Vote
2     APPROVAL OF BYE-LAW AMENDMENTS TO         For       Did Not    Management
      RELOCATE INTO THE BYE-LAWS EXISTING                 Vote
      CONTRACTUAL RESTRICTIONS APPLICABLE TO
      CLASS A COMMON SHARES OF PARTNERS AND
      FORMER PARTNERS BENEFICIALLY OWNED BY
      THEM PRIOR TO ACCENTURE S INITIAL PUBLIC
      OFFERING.
3     Ratify Auditors                           For       Did Not    Management
                                                          Vote


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

AFLAC INCORPORATED

Ticker:       AFL            Security ID:  001055102
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  FEB 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Daniel P. Amos            For       For        Management
1.2   Elect  Director John Shelby Amos II       For       For        Management
1.3   Elect  Director Michael H. Armacost       For       For        Management
1.4   Elect  Director Kriss Cloninger III       For       For        Management
1.5   Elect  Director Joe Frank Harris          For       For        Management
1.6   Elect  Director Elizabeth J. Hudson       For       For        Management
1.7   Elect  Director Kenneth S. Janke Sr.      For       For        Management
1.8   Elect  Director Douglas W. Johnson        For       For        Management
1.9   Elect  Director Robert B. Johnson         For       For        Management
1.10  Elect  Director Charles B. Knapp          For       For        Management
1.11  Elect  Director Hidefumi Matsui           For       For        Management
1.12  Elect  Director E. Stephen Purdom, M.D.   For       For        Management
1.13  Elect  Director Barbara K. Rimer, Ph.D.   For       For        Management
1.14  Elect  Director Marvin R. Schuster        For       For        Management
1.15  Elect  Director David Gary Thompson       For       For        Management
1.16  Elect  Director Tohru Tonoike             For       For        Management
1.17  Elect  Director Robert L. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management


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

AGL RESOURCES INC.

Ticker:       ATG            Security ID:  001204106
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas D. Bell, Jr.       For       For        Management
1.2   Elect  Director Arthur E. Johnson         For       For        Management
1.3   Elect  Director Paula Rosput Reynolds     For       For        Management
1.4   Elect  Director James A. Rubright         For       For        Management
1.5   Elect  Director Bettina M. Whyte          For       For        Management
2     Amend Articles                            For       For        Management
3     Amend Nonqualified Employee Stock         For       For        Management
      Purchase Plan
4     Ratify Auditors                           For       For        Management


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

AIR PRODUCTS & CHEMICALS, INC.

Ticker:       APD            Security ID:  009158106
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  NOV 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael J. Donahue        For       For        Management
1.2   Elect  Director Ursula F. Fairbairn       For       For        Management
1.3   Elect  Director John P. Jones III         For       For        Management
1.4   Elect  Director Lawrence S. Smith         For       For        Management
2     Ratify Auditors                           For       For        Management


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

ALLSTATE CORP., THE

Ticker:       ALL            Security ID:  020002101
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     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 Edward A. Brennan         For       For        Management
1.4   Elect  Director W. James Farrell          For       For        Management
1.5   Elect  Director Jack M. Greenberg         For       For        Management
1.6   Elect  Director Ronald T. LeMay           For       For        Management
1.7   Elect  Director Edward M. Liddy           For       For        Management
1.8   Elect  Director J. Christopher Reyes      For       For        Management
1.9   Elect  Director H. John Riley, Jr.        For       For        Management
1.10  Elect  Director Joshua I. Smith           For       For        Management
1.11  Elect  Director Judith A. Sprieser        For       For        Management
1.12  Elect  Director Mary Alice Taylor         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder


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

ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director  Elizabeth E. Bailey       For       For        Management
1.2   Elect Director Harold Brown               For       For        Management
1.3   Elect Director Mathis Cabiallavetta       For       For        Management
1.4   Elect Director Louis C. Camilleri         For       For        Management
1.5   Elect Director J. Dudley Fishburn         For       For        Management
1.6   Elect Director Robert E. R. Huntley       For       For        Management
1.7   Elect Director Thomas W. Jones            For       For        Management
1.8   Elect Director George Munoz               For       For        Management
1.9   Elect Director Lucio A. Noto              For       For        Management
1.10  Elect Director John S. Reed               For       For        Management
1.11  Elect Director Carlos Slim Helu           For       For        Management
1.12  Elect Director Stephen M. Wolf            For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management
5     Eliminate Animal Testing                  Against   Against    Shareholder
6     Product Warnings for Pregnant Women       Against   Against    Shareholder
7     Cease Use of Light and Ultra Light in     Against   Against    Shareholder
      Cigarette Marketing
8     Apply Fire Safety Standards for           Against   Against    Shareholder
      Cigarettes


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

AMERICAN EXPRESS CO.

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Daniel F. Akerson         For       For        Management
1.2   Elect  Director Charlene  Barshefsky      For       For        Management
1.3   Elect  Director William G. Bowen          For       For        Management
1.4   Elect  Director Ursula M. Burns           For       For        Management
1.5   Elect  Director Kenneth I. Chenault       For       For        Management
1.6   Elect  Director Peter R. Dolan            For       For        Management
1.7   Elect  Director Vernon E. Jordan, Jr.     For       For        Management
1.8   Elect  Director Jan  Leschly              For       For        Management
1.9   Elect  Director Richard A. McGinn         For       For        Management
1.10  Elect  Director Edward D. Miller          For       For        Management
1.11  Elect  Director Frank P. Popoff           For       For        Management
1.12  Elect  Director Robert D. Walter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Company-Specific--Compensation-Related    Against   Against    Shareholder
4     Report on Political Contributions         Against   Against    Shareholder


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

ANALOG DEVICES, INC.

Ticker:       ADI            Security ID:  032654105
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John L. Doyle             For       For        Management
1.2   Elect  Director Christine King            For       For        Management
1.3   Elect  Director Ray Stata                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   Against    Shareholder


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

APACHE CORP.

Ticker:       APA            Security ID:  037411105
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director G. Steven Farris          For       For        Management
1.2   Elect  Director Randolph M. Ferlic        For       For        Management
1.3   Elect  Director A.D. Frazier, Jr.         For       For        Management
1.4   Elect  Director John A. Kocur             For       For        Management
2     Approve Stock Option Plan                 For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
5     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services


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

APRIA HEALTHCARE GROUP, INC.

Ticker:       AHG            Security ID:  037933108
Meeting Date: APR 20, 2005   Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Vicente Anido, Jr.        For       For        Management
1.2   Elect  Director I.T. Corley               For       For        Management
1.3   Elect  Director David L. Goldsmith        For       For        Management
1.4   Elect  Director Lawrence M. Higby         For       For        Management
1.5   Elect  Director Richard H. Koppes         For       For        Management
1.6   Elect  Director Philip R. Lochner, Jr.    For       For        Management
1.7   Elect  Director Jeri L. Lose              For       For        Management
2     Ratify Auditors                           For       For        Management


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

ARCHER-DANIELS-MIDLAND COMPANY

Ticker:       ADM            Security ID:  039483102
Meeting Date: NOV 4, 2004    Meeting Type: Annual
Record Date:  SEP 15, 2004

#     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       For        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       For        Management
1.9   Elect  Director Kelvin R. Westbrook       For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Approve Employee Stock Purchase Plan      For       For        Management
4     Report on Genetically Engineered Products Against   Against    Shareholder


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

BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William Barnet, III       For       For        Management
1.2   Elect  Director Charles W. Coker          For       For        Management
1.3   Elect  Director John T. Collins           For       For        Management
1.4   Elect  Director Gary L. Countryman        For       For        Management
1.5   Elect  Director Paul Fulton               For       For        Management
1.6   Elect  Director Charles K. Gifford        For       For        Management
1.7   Elect  Director W. Steven Jones           For       For        Management
1.8   Elect  Director Kenneth D. Lewis          For       For        Management
1.9   Elect  Director Walter E. Massey          For       For        Management
1.10  Elect  Director Thomas J. May             For       For        Management
1.11  Elect  Director Patricia E. Mitchell      For       For        Management
1.12  Elect  Director Edward L. Romero          For       For        Management
1.13  Elect  Director Thomas M. Ryan            For       For        Management
1.14  Elect  Director O. Temple Sloan, Jr.      For       For        Management
1.15  Elect  Director Meredith R. Spangler      For       For        Management
1.16  Elect  Director Robert L. Tillman         For       For        Management
1.17  Elect  Director Jackie M. Ward            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Political Contributions         Against   Against    Shareholder
4     Director Nominee Amendment                Against   Against    Shareholder


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

BAXTER INTERNATIONAL INC.

Ticker:       BAX            Security ID:  071813109
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Blake E. Devitt            For       For        Management
1.2   Elect Director Joseph B. Martin, M.D.,    For       For        Management
      Ph. D.
1.3   Elect Director Robert L. Parkinson, Jr.   For       For        Management
1.4   Elect Director Thomas T. Stallkamp        For       For        Management
1.5   Elect Director Albert P.L. Stroucken      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
4     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services
5     Declassify the Board of Directors         None      For        Shareholder


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

BHP BILLITON PLC (FORMERLY BILLITON PLC)

Ticker:                      Security ID:  G10877101
Meeting Date: JUN 13, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Authorise Appropriation of Distributable  For       For        Management
      Profits of the Company for the Dividend
      Rectification
2     Approve Cancellation of Share Premium     For       For        Management
      Account


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

BHP BILLITON PLC (FORMERLY BILLITON PLC)

Ticker:                      Security ID:  G10877101
Meeting Date: NOV 25, 2004   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports for BHP Billiton Ltd.
2     Accept Financial Statements and Statutory For       For        Management
      Reports for BHP Billiton Plc
3     Re-elect Don Argus as Director of BHP     For       For        Management
      Billiton Ltd.
4     Re-elect Don Argus as Director of BHP     For       For        Management
      Billiton Plc
5     Re-elect David Crawford as Director of    For       For        Management
      BHP Billiton Ltd.
6     Re-elect David Crawford as Director of    For       For        Management
      BHP Billiton Plc
7     Re-elect Charles Goodyear as Director of  For       For        Management
      BHP Billiton Ltd.
8     Re-elect Charles Goodyear as Director of  For       For        Management
      BHP Billiton Plc
9     Re-elect John Schubert as Director of BHP For       For        Management
      Billiton Ltd.
10    Re-elect John Schubert as Director of BHP For       For        Management
      Billiton Plc.
11    Reappoint KPMG Audit Plc as Auditors of   For       For        Management
      BHP Billiton Plc and Authorise Board to
      Fix Remuneration of Auditors
12    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      USD 265,926,499
13    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 61,703,675
14    Authorise 246,814,700 BHP Billiton Plc    For       For        Management
      Ordinary Shares for Market Purchase
15    Approve Remuneration Report               For       For        Management
16    Amend BHP Billiton Ltd. and BHP Billiton  For       For        Management
      Plc Group Incentive Scheme
17    Approve BHP Billiton Ltd. and BHP         For       For        Management
      Billiton Plc Long Term Incentive Plan
18    Approve Grant of Deferred Shares and      For       For        Management
      Options under the Amended BHP Billiton
      Ltd. Group Incentive Scheme and Grant of
      Performance Shares under the BHP Billiton
      Ltd. Long Term Incentive Plan to Charles
      Goodyear
19    Approve Grant of Deferred Shares and      For       For        Management
      Options under the Amended BHP Billiton
      Plc Group Incentive Scheme and Grant of
      Performance Shares under the BHP Billiton
      Plc Long Term Incentive Plan to Mike
      Salamon


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

BJ SERVICES COMPANY

Ticker:       BJS            Security ID:  055482103
Meeting Date: MAR 24, 2005   Meeting Type: Annual
Record Date:  FEB 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director L. William Heiligbrodt     For       For        Management
1.2   Elect Director James L. Payne             For       For        Management
1.3   Elect Director J.W. Stewart               For       For        Management


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

BOSTON SCIENTIFIC CORP.

Ticker:       BSX            Security ID:  101137107
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ray J. Groves              For       For        Management
1.2   Elect Director Peter M. Nicholas          For       For        Management
1.3   Elect Director Warren B. Rudman           For       For        Management
1.4   Elect Director James R. Tobin             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

BOWATER INC.

Ticker:       BOW            Security ID:  102183100
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Francis J. Aguilar        For       For        Management
1.2   Elect  Director John A. Rolls             For       For        Management
1.3   Elect  Director L. Jacques Menard         For       For        Management
2     Ratify Auditors                           For       For        Management


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

BP PLC  (FORM. BP AMOCO PLC )

Ticker:       BP.PP          Security ID:  055622104
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr D C Allen              For       For        Management
1.2   Elect  Director Lord Browne               For       For        Management
1.3   Elect  Director Mr J H  Bryan             For       For        Management
1.4   Elect  Director Mr A  Burgmans            For       For        Management
1.5   Elect  Director Mr I C  Conn              For       For        Management
1.6   Elect  Director Mr E B  Davis, Jr         For       For        Management
1.7   Elect  Director Mr D J  Flint             For       For        Management
1.8   Elect  Director Dr B E  Grote             For       For        Management
1.9   Elect  Director Dr A B  Hayward           For       For        Management
1.10  Elect  Director Dr D S  Julius            For       For        Management
1.11  Elect  Director Sir Tom Mckillop          For       For        Management
1.12  Elect  Director Mr J A  Manzoni           For       For        Management
1.13  Elect  Director Dr W E  Massey            For       For        Management
1.14  Elect  Director Mr H M P  Miles           For       For        Management
1.15  Elect  Director Sir Ian Prosser           For       For        Management
1.16  Elect  Director Mr M H Wilson             For       For        Management
1.17  Elect  Director Mr P D Sutherland         For       For        Management
2     Ratify Auditors                           For       For        Management
3     TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For       For        Management
      SPECIFIED AMOUNT
4     SPECIAL RESOLUTION: TO GIVE AUTHORITY TO  For       For        Management
      ALLOT A LIMITED NUMBER OF SHARES FOR CASH
      WITHOUT MAKING AN OFFER TO SHAREHOLDERS
5     SPECIAL RESOLUTION: TO GIVE LIMITED       For       For        Management
      AUTHORITY FOR THE PURCHASE OF ITS OWN
      SHARES BY THE COMPANY
6     TO APPROVE THE DIRECTORS  REMUNERATION    For       For        Management
      REPORT
7     TO APPROVE THE RENEWAL OF EXECUTIVE       For       For        Management
      DIRECTORS  INCENTIVE PLAN
8     TO RECEIVE THE DIRECTORS  ANNUAL REPORT   For       For        Management
      AND THE ACCOUNTS


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

BURLINGTON NORTHERN SANTA FE CORP.

Ticker:       BNI            Security ID:  12189T104
Meeting Date: APR 20, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director A.L. Boeckmann            For       For        Management
1.2   Elect  Director V.S. Martinez             For       For        Management
1.3   Elect  Director M.F. Racicot              For       For        Management
1.4   Elect  Director R.S. Roberts              For       For        Management
1.5   Elect  Director M.K. Rose                 For       For        Management
1.6   Elect  Director M.J. Shapiro              For       For        Management
1.7   Elect  Director J.C. Watts, Jr.           For       For        Management
1.8   Elect  Director R.H. West                 For       For        Management
1.9   Elect  Director J.S. Whisler              For       For        Management
1.10  Elect  Director E.E. Whitacre, Jr.        For       For        Management
2     Ratify Auditors                           For       For        Management


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

CATERPILLAR INC.

Ticker:       CAT            Security ID:  149123101
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W. Frank Blount            For       For        Management
1.2   Elect Director John R. Brazil             For       For        Management
1.3   Elect Director Eugene V. Fife             For       For        Management
1.4   Elect Director Gaul D. Fosler             For       For        Management
1.5   Elect Director Peter A. Magowan           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote
4     Report on Equipment Sales to Israel       Against   Against    Shareholder
5     Report on Operational Imact of HIV/AIDS,  Against   Against    Shareholder
      TB, and Malaria Pandemic
6     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

CENDANT CORPORATION

Ticker:       CD             Security ID:  151313103
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Myra J. Biblowit           For       For        Management
1.2   Elect Director Leonard S. Coleman         For       For        Management
1.3   Elect Director Cheryl D. Mills            For       For        Management
1.4   Elect Director Brian Mulroney             For       For        Management
1.5   Elect Director Robert E. Nederlander      For       For        Management
1.6   Elect Director Ronald L. Nelson           For       For        Management
1.7   Elect Director Robert W. Pittman          For       For        Management
1.8   Elect Director Pauline D. E. Richards     For       For        Management
1.9   Elect Director Sheli Z. Rosenburg         For       For        Management
1.10  Elect Director Robert F. Smith            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Outside Director Stock            For       For        Management
      Awards/Options in Lieu of Cash
4     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
5     Report on Pay Disparity                   Against   Against    Shareholder
6     Eliminate or Restrict Severance           Against   For        Shareholder
      Agreements (Change-in-Control)


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

CHUBB CORP., THE

Ticker:       CB             Security ID:  171232101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     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 CBE    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     Ratify Auditors                           For       For        Management


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

CINERGY CORP.

Ticker:       CIN            Security ID:  172474108
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas E. Petry            For       For        Management
1.2   Elect Director Mary L. Schapiro           For       For        Management
1.3   Elect Director Philip R. Sharp            For       For        Management
2     Ratify Auditors                           For       For        Management


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

CIRCUIT CITY STORES, INC.

Ticker:       CC             Security ID:  172737108
Meeting Date: JUN 21, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Carolyn H. Byrd            For       For        Management
1.2   Elect Director Ursula O. Fairbairn        For       For        Management
1.3   Elect Director Alan Kane                  For       For        Management
1.4   Elect Director J. Patrick Spainhour       For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Approve Nonqualified Employee Stock       For       For        Management
      Purchase Plan
4     Ratify Auditors                           For       For        Management


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol A. Bartz            For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Larry R. Carter           For       For        Management
1.4   Elect  Director John T. Chambers          For       For        Management
1.5   Elect  Director Dr. James F. Gibbons      For       For        Management
1.6   Elect  Director Dr. John L. Hennessy      For       For        Management
1.7   Elect  Director Roderick C. McGeary       For       For        Management
1.8   Elect  Director James C. Morgan           For       For        Management
1.9   Elect  Director John P. Morgridge         For       For        Management
1.10  Elect  Director Donald T. Valentine       For       For        Management
1.11  Elect  Director Steven M. West            For       For        Management
1.12  Elect  Director Jerry Yang                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Against    Shareholder


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

COMPANHIA VALE DO RIO DOCE

Ticker:       RIO.PR         Security ID:  204412209
Meeting Date: AUG 18, 2004   Meeting Type: Special
Record Date:  JUL 22, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     DELIBERATION OF THE PROPOSAL FOR A        For       For        Management
      FORWARD SPLIT OF SHARES ISSUED BY THE
      COMPANY, SO THAT EACH COMMON OR PREFERRED
      SHARE ISSUED BY THE COMPANY WILL BE
      REPRESENTED BY THREE SHARES OF THE SAME
      TYPE AND CLASS, AND THE CONSEQUENT
      ALTERATIONS OF ARTICLES 5 AN
2     ELECTION, BY HOLDERS OF PREFERRED CLASS   For       For        Management
      A  SHARES, OF ONE MEMBER AND HIS
      ALTERNATE FOR THE COMPANY S FISCAL
      COUNCIL, DUE TO THE RESIGNATION OF THE
      FISCAL COUNCIL MEMBERS ELECTED BY THIS
      CLASS OF SHARES, AS WELL AS THE ELECTION
      BY THE COMMON SHAREHOLDERS
3     RECTIFICATION OF THE TOTAL ANNUAL         For       For        Management
      COMPENSATION OF THE MEMBERS OF THE
      COMPANY S MANAGEMENT FIXED BY THE
      ORDINARY GENERAL SHAREHOLDERS MEETING
      HELD ON APRIL 28, 2004.


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

COMPUTER ASSOCIATES INTERNATIONAL, INC.

Ticker:       CA             Security ID:  204912109
Meeting Date: AUG 25, 2004   Meeting Type: Annual
Record Date:  JUN 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Russell M. Artzt          For       For        Management
1.2   Elect  Director Kenneth D. Cron           For       For        Management
1.3   Elect  Director Alfonse M. D'Amato        For       For        Management
1.4   Elect  Director Gary J. Fernandes         For       For        Management
1.5   Elect  Director Robert E. La Blanc        For       For        Management
1.6   Elect  Director Jay W. Lorsch             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 Laura S. Unger            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Review Executive Compensation             Against   Against    Shareholder


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

CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director J.J. Mulva                For       For        Management
1.2   Elect  Director Norman R. Augustine       For       For        Management
1.3   Elect  Director Larry D. Horner           For       For        Management
1.4   Elect  Director Charles C. Krulak         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Executive Compensation              Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

COOPER CAMERON CORP.

Ticker:       CAM            Security ID:  216640102
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Peter J. Fluor            For       For        Management
1.2   Elect  Director David Ross III            For       For        Management
1.3   Elect  Director Bruce W. Wilkinson        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management


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

COOPER INDUSTRIES LTD

Ticker:       CBE            Security ID:  G24182100
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director R.M. Devlin               For       Did Not    Management
                                                          Vote
1.2   Elect  Director L.A. Hill                 For       Did Not    Management
                                                          Vote
1.3   Elect  Director J.J. Postl                For       Did Not    Management
                                                          Vote
1.4   Elect  Director H.J. Riley, Jr.           For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote
3     SHAREHOLDER PROPOSAL REQUESTING COOPER TO Against   Did Not    Shareholder
      IMPLEMENT A CODE OF CONDUCT BASED ON                Vote
      INTERNATIONAL LABOR ORGANIZATION HUMAN
      RIGHTS STANDARDS.


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

COUNTRYWIDE FINANCIAL CORP.

Ticker:       CFC            Security ID:  222372104
Meeting Date: JUN 15, 2005   Meeting Type: Annual
Record Date:  APR 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Angelo R. Mozilo           For       For        Management
1.2   Elect Director Stanford L. Kurland        For       For        Management
1.3   Elect Director Oscar P. Robertson         For       For        Management
1.4   Elect Director Keith P. Russell           For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

DEERE & CO.

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 23, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John R. Block             For       For        Management
1.2   Elect  Director T. Kevin Dunnigan         For       For        Management
1.3   Elect  Director Dipak C. Jain             For       For        Management
1.4   Elect  Director Joachim Milberg           For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

DEVON ENERGY CORP.

Ticker:       DVN            Security ID:  25179M103
Meeting Date: JUN 8, 2005    Meeting Type: Annual
Record Date:  APR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John A. Hill               For       For        Management
1.2   Elect Director William J. Johnson         For       For        Management
1.3   Elect Director Robert A. Mosbacher Jr.    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

DEX MEDIA, INC.

Ticker:       DEX            Security ID:  25212E100
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George A. Burnett         For       For        Management
1.2   Elect  Director R. Glenn Hubbard          For       For        Management
1.3   Elect  Director Russell T. Lewis          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Other Business                            For       For        Management


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

DIAGEO PLC (FORMERLY GUINNESS PLC)

Ticker:                      Security ID:  G42089113
Meeting Date: OCT 20, 2004   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     Approve Final Dividend of 17 Pence Per    For       For        Management
      Ordinary Share
4     Re-elect Lord Hollick of Notting Hill as  For       For        Management
      Director
5     Re-elect Nick Rose as Director            For       For        Management
6     Re-elect Paul Walker as Director          For       For        Management
7     Elect Todd Stitzer as Director            For       For        Management
8     Elect Jon Symonds as Director             For       For        Management
9     Reappoint KPMG Audit Plc as Auditors and  For       For        Management
      Authorise Board to Fix Remuneration of
      Auditors
10    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 44,234,986
11    Amend Articles of Association Re:         For       For        Management
      Treasury Shares
12    Authorise 305,752,223 Shares for Market   For       For        Management
      Purchase
13    Amend Diageo Long Term Incentive Plan     For       For        Management
14    Amend Diageo Executive Share Option Plan  For       For        Management
15    Amend Discretionary Incentive Plan        For       For        Management
16    Amend Diageo 2001 Share Incentive Plan    For       For        Management
17    Amend Diageo UK Sharesave Scheme 2000     For       For        Management
18    Amend Diageo 1999 Irish Sharesave Scheme  For       For        Management
19    Amend Diageo Long Term Incentive Plan     For       For        Management


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

DOMINION RESOURCES, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Peter W. Brown             For       For        Management
1.2   Elect Director Ronald J. Calise           For       For        Management
1.3   Elect Director Thos. E. Capps             For       For        Management
1.4   Elect Director George A. Davidson, Jr.    For       For        Management
1.5   Elect Director Thomas F. Farrell, II      For       For        Management
1.6   Elect Director John W. Harris             For       For        Management
1.7   Elect Director Robert S. Jepson, Jr.      For       For        Management
1.8   Elect Director Mark J. Kington            For       For        Management
1.9   Elect Director Benjamin J. Lambert, III   For       For        Management
1.10  Elect Director Richard L. Leatherwood     For       For        Management
1.11  Elect Director Margaret A. McKenna        For       For        Management
1.12  Elect Director Kenneth A. Randall         For       For        Management
1.13  Elect Director Frank S. Royal             For       For        Management
1.14  Elect Director S. Dallas Simmons          For       For        Management
1.15  Elect Director David A. Wollard           For       For        Management
2     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
3     Approve Omnibus Stock Plan                For       For        Management
4     Ratify Auditors                           For       For        Management
5     Report on Greenhouse Gas Emissions        Against   Against    Shareholder


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

DOW CHEMICAL COMPANY, THE

Ticker:       DOW            Security ID:  260543103
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jacqueline K. Barton      For       For        Management
1.2   Elect  Director Anthony J. Carbone        For       For        Management
1.3   Elect  Director Barbara H. Franklin       For       For        Management
1.4   Elect  Director Andrew N. Liveris         For       For        Management
1.5   Elect  Director Harold T. Shapiro         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Persistent Bioaccumulative and  Against   Against    Shareholder
      Toxic Chemicals


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

E.I. DU PONT DE NEMOURS & CO.

Ticker:       DD             Security ID:  263534109
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     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 Louisa C. Duemling         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 William K. Reilly          For       For        Management
1.10  Elect Director H. Rodney Sharp, III       For       For        Management
1.11  Elect Director Charles M. Vest            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Government Service of Employees Against   Against    Shareholder
4     Implement ILO Code of Conduct             Against   Against    Shareholder
5     Executive Compensation                    Against   Against    Shareholder
6     Eliminate Animal Testing                  Against   Against    Shareholder
7     Report on Genetically Modified Organisms  Against   Against    Shareholder
8     Performance- Based/Indexed Options        Against   Against    Shareholder
9     Report on PFOA Chemical Remediation       Against   Against    Shareholder


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

ELI LILLY AND CO.

Ticker:       LLY            Security ID:  532457108
Meeting Date: APR 18, 2005   Meeting Type: Annual
Record Date:  FEB 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director G.M.C. Fisher             For       Did Not    Management
                                                          Vote
1.2   Elect  Director A.G. Gilman               For       Did Not    Management
                                                          Vote
1.3   Elect  Director K.N. Horn                 For       Did Not    Management
                                                          Vote
1.4   Elect  Director J. Rose                   For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote
3     Separate Chairman and CEO Positions       Against   Did Not    Shareholder
                                                          Vote
4     Review and Report on Drug Reimportation   Against   Did Not    Shareholder
      Policy                                              Vote
5     Report on Product Availability in Canada  Against   Did Not    Shareholder
                                                          Vote
6     Report on Political Contributions         Against   Did Not    Shareholder
                                                          Vote
7     Adopt Policy on Performance-based Stock   Against   Did Not    Shareholder
      Option Grants                                       Vote
8     Eliminate Animal Testing                  Against   Did Not    Shareholder
                                                          Vote


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

EMERSON ELECTRIC CO.

Ticker:       EMR            Security ID:  291011104
Meeting Date: FEB 1, 2005    Meeting Type: Annual
Record Date:  NOV 24, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director D.N. Farr                 For       For        Management
1.2   Elect  Director C.A. Peters               For       For        Management
1.3   Elect  Director D.C. Farrell              For       For        Management
1.4   Elect  Director J.W. Prueher              For       For        Management
1.5   Elect  Director R.B. Horton               For       For        Management
2     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management
5     Amend Equal Employment Policy Regarding   Against   Against    Shareholder
      Sexual Orientation


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

ENCANA CORP[FORMERLY PANCANADIAN ENERGY CORP

Ticker:       ECA.           Security ID:  292505104
Meeting Date: APR 27, 2005   Meeting Type: Annual/Special
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael N. Chernoff        For       For        Management
1.2   Elect Director Ralph S. Cunningham        For       For        Management
1.3   Elect Director Patrick D. Daniel          For       For        Management
1.4   Elect Director Ian W. Delaney             For       For        Management
1.5   Elect Director William R. Fatt            For       Withhold   Management
1.6   Elect Director Michael A. Grandin         For       For        Management
1.7   Elect Director Barry W. Harrison          For       For        Management
1.8   Elect Director Dale A. Lucas              For       For        Management
1.9   Elect Director Ken F. McCready            For       For        Management
1.10  Elect Director Gwyn Morgan                For       For        Management
1.11  Elect Director Valerie A.A. Nielsen       For       For        Management
1.12  Elect Director David P. O'Brien           For       For        Management
1.13  Elect Director Jane L. Peverett           For       For        Management
1.14  Elect Director Dennis A. Sharp            For       For        Management
1.15  Elect Director James M. Stanford          For       For        Management
2     Approve Auditors and Authorize Board to   For       For        Management
      Fix Remuneration of Auditors
3     Amend Employee Stock Option Plan          For       For        Management
4     Approve 2:1 Stock Split                   For       For        Management


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

ENTERGY CORP.

Ticker:       ETR            Security ID:  29364G103
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Maureen Scannell Bateman   For       For        Management
1.2   Elect Director W. Frank Blount            For       For        Management
1.3   Elect Director Simon D. deBree            For       For        Management
1.4   Elect Director Claiborne P. Deming        For       For        Management
1.5   Elect Director Alexis Herman              For       For        Management
1.6   Elect Director Donald C. Hintz            For       For        Management
1.7   Elect Director J. Wayne Leonard           For       For        Management
1.8   Elect Director Robert v.d. Luft           For       For        Management
1.9   Elect Director Kathleen A. Murphy         For       For        Management
1.10  Elect Director James R. Nichols           For       For        Management
1.11  Elect Director William A. Percy, II       For       For        Management
1.12  Elect Director Dennis H. Reilley          For       For        Management
1.13  Elect Director Steven V. Wilkinson        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require the Chairman of the Board Be an   Against   Against    Shareholder
      Independent Director
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

EOG RESOURCES, INC.

Ticker:       EOG            Security ID:  26875P101
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George A. Alcorn          For       For        Management
1.2   Elect  Director Charles R. Crisp          For       For        Management
1.3   Elect  Director Mark G. Papa              For       For        Management
1.4   Elect  Director Edmund P. Segner, III     For       For        Management
1.5   Elect  Director William D. Stevens        For       For        Management
1.6   Elect  Director H. Leighton Steward       For       For        Management
1.7   Elect  Director Donald F. Textor          For       For        Management
1.8   Elect  Director Frank G. Wisner           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management


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

EXXON MOBIL CORP.

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael J. Boskin         For       For        Management
1.2   Elect  Director William W. George         For       For        Management
1.3   Elect  Director James R. Houghton         For       For        Management
1.4   Elect  Director William R. Howell         For       For        Management
1.5   Elect  Director Reatha Clark King         For       For        Management
1.6   Elect  Director Philip E. Lippincott      For       For        Management
1.7   Elect  Director Henry A. McKinnell, Jr.   For       For        Management
1.8   Elect  Director Marilyn Carlson Nelson    For       For        Management
1.9   Elect  Director Lee R. Raymond            For       For        Management
1.10  Elect  Director Walter V. Shipley         For       For        Management
1.11  Elect  Director Rex W. Tillerson          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Political Contributions/Activities        Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Nominate Independent Directors with       Against   Against    Shareholder
      Industry Experience
6     Report on Payments to Indonesian Military Against   Against    Shareholder
7     Adopt Policy Prohibiting Discrimination   Against   Against    Shareholder
      based on Sexual Orientation
8     Report on Potential Damage of Drilling in Against   Against    Shareholder
      Protected Regions
9     Disclose Information Supporting the       Against   Against    Shareholder
      Company Position on Climate Change
10    Report on Company Policies for Compliance Against   Against    Shareholder
      with the Kyoto Protocol


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

FAMILY DOLLAR STORES, INC.

Ticker:       FDO            Security ID:  307000109
Meeting Date: JAN 20, 2005   Meeting Type: Annual
Record Date:  NOV 24, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mark R. Bernstein         For       For        Management
1.2   Elect  Director Sharon Allred Decker      For       For        Management
1.3   Elect  Director Edward C. Dolby           For       For        Management
1.4   Elect  Director Glenn A. Eisenberg        For       For        Management
1.5   Elect  Director Howard R. Levine          For       For        Management
1.6   Elect  Director George R. Mahoney, Jr.    For       For        Management
1.7   Elect  Director James G. Martin           For       For        Management
2     Amend Stock Option Plan                   For       For        Management
3     Ratify Auditors                           For       For        Management


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

FISERV, INC.

Ticker:       FISV           Security ID:  337738108
Meeting Date: APR 6, 2005    Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director D.F. Dillon                For       For        Management
1.2   Elect Director G.J. Levy                  For       For        Management
1.3   Elect Director G.M. Renwick               For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management


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

FPL GROUP, INC.

Ticker:       FPL            Security ID:  302571104
Meeting Date: MAY 20, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Director H. Jesse Arnelle For       For        Management
1.2   Elect  Director Director Sherry S. Barrat For       For        Management
1.3   Elect  Director Director Robert M. Beall, For       For        Management
      II
1.4   Elect  Director Director J. Hyatt Brown   For       For        Management
1.5   Elect  Director Director James L. Camaren For       For        Management
1.6   Elect  Director Director Lewis Hay, III   For       For        Management
1.7   Elect  Director Director Rudy E. Schupp   For       For        Management
1.8   Elect  Director Director Michael H.       For       For        Management
      Thaman
1.9   Elect  Director Director Hansel E.        For       For        Management
      Tookes, II
1.10  Elect  Director Director Paul R.          For       For        Management
      Tregurtha
1.11  Elect  Director Director Frank G. Zarb    For       For        Management
2     Ratify Auditors                           For       For        Management


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

FRANKLIN RESOURCES, INC.

Ticker:       BEN            Security ID:  354613101
Meeting Date: JAN 25, 2005   Meeting Type: Annual
Record Date:  NOV 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Samuel H. Armacost        For       For        Management
1.2   Elect  Director Harmon E. Burns           For       For        Management
1.3   Elect  Director Charles Crocker           For       For        Management
1.4   Elect  Director Robert D. Joffe           For       For        Management
1.5   Elect  Director Charles B. Johnson        For       For        Management
1.6   Elect  Director Rupert H. Johnson, Jr.    For       For        Management
1.7   Elect  Director Thomas H. Kean            For       For        Management
1.8   Elect  Director Chutta Ratnathicam        For       For        Management
1.9   Elect  Director Peter M. Sacerdote        For       For        Management
1.10  Elect  Director Anne M. Tatlock           For       For        Management
1.11  Elect  Director Louis E. Woodworth        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       Against    Management
4     Increase Authorized Common Stock          For       For        Management


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

FREDDIE MAC

Ticker:       FRE            Security ID:  313400301
Meeting Date: NOV 4, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Barbara T. Alexander      For       For        Management
1.2   Elect  Director Geoffrey T. Boisi         For       For        Management
1.3   Elect  Director Michelle Engler           For       For        Management
1.4   Elect  Director Richard Karl Goeltz       For       For        Management
1.5   Elect  Director Thomas S. Johnson         For       For        Management
1.6   Elect  Director William M. Lewis, Jr.     For       For        Management
1.7   Elect  Director John B. Mccoy             For       For        Management
1.8   Elect  Director Eugene M. Mcquade         For       For        Management
1.9   Elect  Director Shaun F. O'Malley         For       For        Management
1.10  Elect  Director Ronald F. Poe             For       For        Management
1.11  Elect  Director Stephen A. Ross           For       For        Management
1.12  Elect  Director Richard F. Syron          For       For        Management
1.13  Elect  Director William J. Turner         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management
4     Amend Employee Stock Purchase Plan        For       For        Management


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

GAP, INC., THE

Ticker:       GPS            Security ID:  364760108
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     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
1.13  Elect Director Margaret C. Whitman        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management


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

GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James I. Cash, Jr.        For       For        Management
1.2   Elect  Director William M. Castell        For       For        Management
1.3   Elect  Director Dennis D. Dammerman       For       For        Management
1.4   Elect  Director Ann M. Fudge              For       For        Management
1.5   Elect  Director Claudio X. Gonzalez       For       For        Management
1.6   Elect  Director Jeffrey R. Immelt         For       For        Management
1.7   Elect  Director Andrea Jung               For       For        Management
1.8   Elect  Director Alan G. Lafley            For       For        Management
1.9   Elect  Director Ralph S. Larsen           For       For        Management
1.10  Elect  Director Rochelle B. Lazarus       For       For        Management
1.11  Elect  Director Sam Nunn                  For       For        Management
1.12  Elect  Director Roger S. Penske           For       For        Management
1.13  Elect  Director Robert J. Swieringa       For       For        Management
1.14  Elect  Director Douglas A. Warner III     For       For        Management
1.15  Elect  Director Robert C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder
4     Report on Nuclear Fuel Storage Risks      Against   Against    Shareholder
5     Report on PCB Clean-up Costs              Against   Against    Shareholder
6     Adopt Policy on Overboarded Directors     Against   Against    Shareholder
7     Prepare a Sustainability Report           Against   Against    Shareholder
8     Political Contributions/Activities        Against   Against    Shareholder
9     Eliminate Animal Testing                  Against   Against    Shareholder


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

GENERAL MILLS, INC.

Ticker:       GIS            Security ID:  370334104
Meeting Date: SEP 27, 2004   Meeting Type: Annual
Record Date:  JUL 29, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Stephen R. Demeritt       For       For        Management
1.2   Elect  Director Livio D. Desimone         For       For        Management
1.3   Elect  Director William T. Esrey          For       For        Management
1.4   Elect  Director Raymond V. Gilmartin      For       For        Management
1.5   Elect  Director Judith R. Hope            For       For        Management
1.6   Elect  Director Robert L. Johnson         For       For        Management
1.7   Elect  Director Heidi G. Miller           For       For        Management
1.8   Elect  Director H. Ochoa-Brillembourg     For       For        Management
1.9   Elect  Director Michael D. Rose           For       For        Management
1.10  Elect  Director Stephen W. Sanger         For       For        Management
1.11  Elect  Director A. Michael Spence         For       For        Management
1.12  Elect  Director Dorothy A. Terrell        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Range For Board Size            For       For        Management


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

GILLETTE CO., THE

Ticker:       G              Security ID:  375766102
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael B. Gifford        For       For        Management
1.2   Elect  Director Ray J. Groves             For       For        Management
1.3   Elect  Director Fred H. Langhammer        For       For        Management
1.4   Elect  Director Marjorie M. Yang          For       For        Management
2     Ratify Auditors                           For       For        Management


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

GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP)

Ticker:       GSF            Security ID:  G3930E101
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard L. George         For       For        Management
1.2   Elect  Director Robert E. Rose            For       For        Management
1.3   Elect  Director Stephen J. Solarz         For       For        Management
1.4   Elect  Director Nader H. Sultan           For       For        Management
2     PROPOSAL TO AMEND THE COMPANY S 2003      For       For        Management
      LONG-TERM INCENTIVE PLAN TO REDUCE THE
      NUMBER OF SHARES AUTHORIZED FOR ISSUANCE
      UNDER THE PLAN AND INCREASE THE NUMBER OF
      SUCH SHARES AVAILABLE FOR FULL-VALUE
      STOCK AWARDS.
3     Ratify Auditors                           For       For        Management


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

GOLDMAN SACHS GROUP, INC., THE

Ticker:       GS             Security ID:  38141G104
Meeting Date: APR 6, 2005    Meeting Type: Annual
Record Date:  FEB 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John H. Bryan             For       For        Management
1.2   Elect  Director Stephen Friedman          For       For        Management
1.3   Elect  Director William W. George         For       For        Management
1.4   Elect  Director Henry M. Paulson, Jr.     For       For        Management
2     Declassify the Board of Directors         For       For        Management
3     Ratify Auditors                           For       For        Management


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

H. J. HEINZ CO.

Ticker:       HNZ            Security ID:  423074103
Meeting Date: SEP 8, 2004    Meeting Type: Annual
Record Date:  JUN 3, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William R. Johnson        For       For        Management
1.2   Elect  Director Charles E. Bunch          For       For        Management
1.3   Elect  Director Mary C. Choksi            For       For        Management
1.4   Elect  Director Leonard S. Coleman, Jr.   For       For        Management
1.5   Elect  Director Peter H. Coors            For       For        Management
1.6   Elect  Director Edith E. Holiday          For       For        Management
1.7   Elect  Director Candace Kendle            For       For        Management
1.8   Elect  Director Dean R. O'Hare            For       For        Management
1.9   Elect  Director Lynn C. Swann             For       For        Management
1.10  Elect  Director Thomas J. Usher           For       For        Management
1.11  Elect  Director James M. Zimmerman        For       For        Management
2     Ratify Auditors                           For       For        Management


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

HARTFORD FINANCIAL SERVICES GROUP, INC., THE

Ticker:       HIG            Security ID:  416515104
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Ramani Ayer               For       For        Management
1.2   Elect  Director Ronald E. Ferguson        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
3     Approve Omnibus Stock Plan                For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management


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

HASBRO, INC.

Ticker:       HAS            Security ID:  418056107
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Basil L. Anderson         For       For        Management
1.2   Elect  Director Alan R. Batkin            For       For        Management
1.3   Elect  Director Frank J. Biondi, Jr.      For       For        Management
1.4   Elect  Director John M. Connors, Jr.      For       For        Management
1.5   Elect  Director E. Gordon Gee             For       For        Management
1.6   Elect  Director Jack M. Greenberg         For       For        Management
1.7   Elect  Director Alan G. Hassenfeld        For       For        Management
1.8   Elect  Director Claudine B. Malone        For       For        Management
1.9   Elect  Director Edward M. Philip          For       For        Management
1.10  Elect  Director Eli J. Segal              For       For        Management
1.11  Elect  Director Paula Stern               For       For        Management
1.12  Elect  Director Alfred J. Verrecchia      For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Adopt ILO Based Code of Conduct           Against   Against    Shareholder


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

HCA, INC.

Ticker:       HCA            Security ID:  404119109
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director C. Michael Armstrong      For       For        Management
1.2   Elect  Director Magdalena H. Averhoff,    For       For        Management
      M.D.
1.3   Elect  Director Jack O. Bovender, Jr.     For       For        Management
1.4   Elect  Director Richard M. Bracken        For       For        Management
1.5   Elect  Director Martin Feldstein          For       For        Management
1.6   Elect  Director Thomas F. Frist, Jr.,     For       For        Management
      M.D.
1.7   Elect  Director Frederick W. Gluck        For       For        Management
1.8   Elect  Director Glenda A. Hatchett        For       For        Management
1.9   Elect  Director Charles O. Holliday, Jr.  For       For        Management
1.10  Elect  Director T. Michael Long           For       For        Management
1.11  Elect  Director John H. McArthur          For       For        Management
1.12  Elect  Director Kent C. Nelson            For       For        Management
1.13  Elect  Director Frank S. Royal, M.D.      For       For        Management
1.14  Elect  Director Harold T. Shapiro         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management


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

HEWLETT-PACKARD CO.

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 16, 2005   Meeting Type: Annual
Record Date:  JAN 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director L.T. Babbio, Jr.           For       For        Management
1.2   Elect Director P.C. Dunn                  For       For        Management
1.3   Elect Director R.A. Hackborn              For       For        Management
1.4   Elect Director G.A. Keyworth              For       For        Management
1.5   Elect Director R.E. Knowling, Jr.         For       For        Management
1.6   Elect Director T.J. Perkins               For       For        Management
1.7   Elect Director R.L. Ryan                  For       For        Management
1.8   Elect Director L.S. Salhany               For       For        Management
1.9   Elect Director R.P. Wayman                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Employee Stock Purchase Plan        For       For        Management


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

HUBBELL INCORPORATED

Ticker:       HUB.B          Security ID:  443510201
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director G. Jackson Ratcliffe      For       For        Management
1.2   Elect  Director E. Richard Brooks         For       For        Management
1.3   Elect  Director George W. Edwards, Jr.    For       For        Management
1.4   Elect  Director Joel S. Hoffman           For       For        Management
1.5   Elect  Director Andrew McNally IV         For       For        Management
1.6   Elect  Director Daniel J. Meyer           For       For        Management
1.7   Elect  Director Timothy H. Powers         For       For        Management
1.8   Elect  Director Daniel S. Van Riper       For       For        Management
1.9   Elect  Director Richard J. Swift          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

ILLINOIS TOOL WORKS INC.

Ticker:       ITW            Security ID:  452308109
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William F. Aldinger        For       For        Management
1.2   Elect Director Michael J. Birck           For       For        Management
1.3   Elect Director Marvin D. Brailsford       For       For        Management
1.4   Elect Director Susan Crown                For       For        Management
1.5   Elect Director Don H. Davis, Jr.          For       For        Management
1.6   Elect Director W. James Farrell           For       For        Management
1.7   Elect Director Robert C. McCormack        For       For        Management
1.8   Elect Director Robert S. Morrison         For       For        Management
1.9   Elect Director Harold B. Smith            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Implement China Principles                Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

INGERSOLL-RAND COMPANY LIMITED

Ticker:       IR             Security ID:  G4776G101
Meeting Date: JUN 1, 2005    Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director A.C. Berzin               For       Did Not    Management
                                                          Vote
1.2   Elect  Director H.L. Henkel               For       Did Not    Management
                                                          Vote
1.3   Elect  Director H.W. Lichtenberger        For       Did Not    Management
                                                          Vote
1.4   Elect  Director T.L. White                For       Did Not    Management
                                                          Vote
2     APPROVAL OF AMENDMENT TO BYE-LAW 10 OF    For       Did Not    Management
      THE BYE-LAWS TO ELIMINATE THE                       Vote
      CLASSIFICATION OF THE BOARD OF DIRECTORS.
3     APPROVAL OF AMENDMENT TO BYE-LAW 10 OF    For       Did Not    Management
      THE BYE-LAWS TO ELIMINATE CUMULATIVE                Vote
      VOTING IN THE ELECTION OF DIRECTORS.
4     Ratify Auditors                           For       Did Not    Management
                                                          Vote


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

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     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       For        Management
1.5   Elect Director Carlos Ghosn               For       For        Management
1.6   Elect Director Charles F. Knight          For       For        Management
1.7   Elect Director Minoru Makihara            For       For        Management
1.8   Elect Director Lucio A. Noto              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       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
4     Eliminate Age Discrimination in           Against   Against    Shareholder
      Retirement Benefits
5     Calculate Executive Salary Without Regard Against   Against    Shareholder
      to Pension Income
6     Expense Stock Options                     Against   For        Shareholder
7     Report on Executive Compensation          Against   Against    Shareholder
8     Report on Outsourcing                     Against   Against    Shareholder


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

INTERNATIONAL PAPER CO.

Ticker:       IP             Security ID:  460146103
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 17, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert M. Amen             For       For        Management
1.2   Elect Director Samir G. Gibara            For       For        Management
1.3   Elect Director Charles R. Shoemate        For       For        Management
1.4   Elect Director William G. Walter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Executive Compensation              Against   Against    Shareholder


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

ITT INDUSTRIES, INC.

Ticker:       ITT            Security ID:  450911102
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Steven R. Loranger         For       For        Management
1.2   Elect Director Curtis J. Crawford         For       For        Management
1.3   Elect Director Christina A. Gold          For       For        Management
1.4   Elect Director Ralph F. Hake              For       For        Management
1.5   Elect Director John J. Hamre              For       For        Management
1.6   Elect Director Raymond W. LeBoeuf         For       For        Management
1.7   Elect Director Frank T. MacInnis          For       For        Management
1.8   Elect Director Linda S. Sanford           For       For        Management
1.9   Elect Director Markos I. Tambakeras       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Sue Coleman          For       For        Management
1.2   Elect  Director James G. Cullen           For       For        Management
1.3   Elect  Director Robert J. Darretta        For       For        Management
1.4   Elect  Director Michael M. E. Johns       For       For        Management
1.5   Elect  Director Ann Dibble Jordan         For       For        Management
1.6   Elect  Director Arnold G. Langbo          For       For        Management
1.7   Elect  Director Susan L. Lindquist        For       For        Management
1.8   Elect  Director Leo F. Mullin             For       For        Management
1.9   Elect  Director Christine A. Poon         For       For        Management
1.10  Elect  Director Steven S. Reinemund       For       For        Management
1.11  Elect  Director David Satcher             For       For        Management
1.12  Elect  Director William C. Weldon         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Director Hans W. Becherer For       For        Management
1.2   Elect  Director Director John H. Biggs    For       For        Management
1.3   Elect  Director Director Lawrence A.      For       For        Management
      Bossidy
1.4   Elect  Director Director Stephen B. Burke For       For        Management
1.5   Elect  Director Director James S. Crown   For       For        Management
1.6   Elect  Director Director James Dimon      For       For        Management
1.7   Elect  Director Director Ellen V. Futter  For       For        Management
1.8   Elect  Director Director William H. Gray, For       For        Management
      III
1.9   Elect  Director Director William B.       For       For        Management
      Harrison, Jr
1.10  Elect  Director Director Laban P.         For       For        Management
      Jackson, Jr.
1.11  Elect  Director Director John W. Kessler  For       For        Management
1.12  Elect  Director Director Robert I. Lipp   For       For        Management
1.13  Elect  Director Director Richard A.       For       For        Management
      Manoogian
1.14  Elect  Director Director David C. Novak   For       For        Management
1.15  Elect  Director Director Lee R. Raymond   For       For        Management
1.16  Elect  Director Director William C.       For       For        Management
      Weldon
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Establish Term Limits for Directors       Against   Against    Shareholder
5     Separate Chairman and CEO Positions       Against   Against    Shareholder
6     Limit Executive Compensation              Against   Against    Shareholder
7     Adopt Executive Benefit Policy            Against   Against    Shareholder


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

KELLOGG CO.

Ticker:       K              Security ID:  487836108
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Claudio X. Gonzalez        For       For        Management
1.2   Elect Director A. D. David Mackay         For       For        Management
1.3   Elect Director William C. Richardson      For       For        Management
1.4   Elect Director John L. Zabriskie          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Genetically Modified Organisms  Against   Against    Shareholder
      (GMO)
4     Employ Financial Advisor to Explore       Against   Against    Shareholder
      Alternatives to Maximize Value


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

KIMBERLY-CLARK CORP.

Ticker:       KMB            Security ID:  494368103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John F. Bergstrom         For       For        Management
1.2   Elect  Director Robert W. Decherd         For       For        Management
1.3   Elect  Director G. Craig Sullivan         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt ILO Based Code of Conduct           Against   Against    Shareholder


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LEHMAN BROTHERS HOLDINGS INC.

Ticker:       LEH            Security ID:  524908100
Meeting Date: APR 5, 2005    Meeting Type: Annual
Record Date:  FEB 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael L. Ainslie        For       For        Management
1.2   Elect  Director John F. Akers             For       For        Management
1.3   Elect  Director Richard S. Fuld, Jr.      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Limit Executive Compensation              Against   Against    Shareholder


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LOCKHEED MARTIN CORP.

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E.C. 'Pete' Aldridge, Jr.  For       For        Management
1.2   Elect Director Nolan D. Archibald         For       For        Management
1.3   Elect Director Marcus C. Bennett          For       For        Management
1.4   Elect Director James O. Ellis, Jr.        For       For        Management
1.5   Elect Director Gwendolyn S. King          For       For        Management
1.6   Elect Director Douglas H. McCorkindale    For       For        Management
1.7   Elect Director Eugene F. Murphy           For       For        Management
1.8   Elect Director Joseph W. Ralston          For       For        Management
1.9   Elect Director Frank Savage               For       For        Management
1.10  Elect Director Anne Stevens               For       For        Management
1.11  Elect Director Robert J. Stevens          For       For        Management
1.12  Elect Director James R. Ukropina          For       For        Management
1.13  Elect Director Douglas C. Yearley         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Performance-Based/Indexed Options         Against   Against    Shareholder
5     Adopt Simple Majority Vote Requirement    Against   For        Shareholder
      for All Issues
6     Report on Pay Disparity                   Against   Against    Shareholder
7     and amend its code of conduct and         Against   Against    Shareholder
      policies related to bidding  Review Code
      of Conduct on Military Contracts


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

LOWE'S COMPANIES, INC.

Ticker:       LOW            Security ID:  548661107
Meeting Date: MAY 27, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert A. Ingram           For       For        Management
1.2   Elect Director Richard K. Lochridge       For       For        Management
1.3   Elect Director Robert L. Johnson          For       For        Management
2     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management


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

MASCO CORP.

Ticker:       MAS            Security ID:  574599106
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Verne G. Istock            For       For        Management
1.2   Elect Director David L. Johnston          For       For        Management
1.3   Elect Director J. Michael Losh            For       For        Management
1.4   Elect Director Dennis W. Archer           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

MATTEL, INC.

Ticker:       MAT            Security ID:  577081102
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     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 Dr. Andrea L. Rich         For       For        Management
1.6   Elect Director Ronald L. Sargent          For       For        Management
1.7   Elect Director Christopher A. Sinclair    For       For        Management
1.8   Elect Director G. Craig Sullivan          For       For        Management
1.9   Elect Director John L. Vogelstein         For       For        Management
1.10  Elect Director Kathy Brittain White       For       For        Management
2     Ratify Auditor                            For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote
5     Workplace Code of Conduct                 Against   Against    Shareholder


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

MBNA CORP.

Ticker:       KRB            Security ID:  55262L100
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  FEB 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James H. Berick           For       For        Management
1.2   Elect  Director Mary M. Boies             For       For        Management
1.3   Elect  Director Benjamin R. Civiletti     For       For        Management
1.4   Elect  Director Bruce L. Hammonds         For       For        Management
1.5   Elect  Director William L. Jews           For       For        Management
1.6   Elect  Director Randolph D. Lerner        For       For        Management
1.7   Elect  Director Stuart L. Markowitz, M.D. For       For        Management
1.8   Elect  Director William B. Milstead       For       For        Management
1.9   Elect  Director Thomas G. Murdough, Jr.   For       For        Management
1.10  Elect  Director Laura S. Unger            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   For        Shareholder
4     Performance- Based/Indexed Options        Against   Against    Shareholder


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

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Hall Adams, Jr.            For       For        Management
1.2   Elect Director Cary D. McMillan           For       For        Management
1.3   Elect Director Michael J. Roberts         For       For        Management
1.4   Elect Director James A. Skinner           For       For        Management
1.5   Elect Director Anne-Marie Slaughter       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Genetically Modified Organisms  Against   Against    Shareholder


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

MEDIMMUNE, INC.

Ticker:       MEDI           Security ID:  584699102
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Wayne T. Hockmeyer, Ph.D.  For       For        Management
1.2   Elect Director David M. Mott              For       For        Management
1.3   Elect Director David Baltimore, Ph.D.     For       For        Management
1.4   Elect Director M. James Barrett, Ph.D.    For       For        Management
1.5   Elect Director James H. Cavanaugh, Ph.D.  For       For        Management
1.6   Elect Director Barbara Hackman Franklin   For       For        Management
1.7   Elect Director Gordon S. Macklin          For       Withhold   Management
1.8   Elect Director George M. Miline, Jr.,     For       For        Management
      Ph.D.
1.9   Elect Director Elizabeth H.S. Wyatt       For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

MELLON FINANCIAL CORP.

Ticker:       MEL            Security ID:  58551A108
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ruth E. Bruch              For       For        Management
1.2   Elect Director Steven G. Elliott          For       For        Management
1.3   Elect Director Edmund F. Kelly            For       For        Management
1.4   Elect Director Robert Mehrabian           For       For        Management
1.5   Elect Director Wesley W. Von Schack       For       For        Management
2     Ratify Auditors                           For       For        Management


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

MERCK & CO., INC.

Ticker:       MRK            Security ID:  589331107
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Rochelle B. Lazarus       For       For        Management
1.2   Elect  Director William G. Bowen          For       For        Management
1.3   Elect  Director Raymond V. Gilmartin      For       For        Management
1.4   Elect  Director Thomas E. Shenk           For       For        Management
1.5   Elect  Director Anne M. Tatlock           For       For        Management
1.6   Elect  Director Samuel O. Thier           For       For        Management
1.7   Elect  Director Wendell P. Weeks          For       For        Management
1.8   Elect  Director Peter C. Wendell          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Prohibit Awards to Executives             Against   Against    Shareholder
4     Limit Executive Compensation              Against   Against    Shareholder
5     Eliminate Animal Testing                  Against   Against    Shareholder
6     Separate Chairman and CEO Positions       Against   Against    Shareholder
7     Report on Product Availability in Canada  Against   Against    Shareholder
8     Report on Political Contributions         Against   Against    Shareholder
9     Report on Operational Impact of HIV/AIDS, Against   Against    Shareholder
      TB, and Malaria Pandemic


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

MERRILL LYNCH & CO., INC.

Ticker:       MER            Security ID:  590188108
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jill K. Conway            For       For        Management
1.2   Elect  Director Heinz-Joachim Neuburger   For       For        Management
1.3   Elect  Director E. Stanley O'Neal         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
4     Provide for Cumulative Voting             Against   Against    Shareholder
5     Limit Executive Compensation              Against   Against    Shareholder


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

METLIFE, INC

Ticker:       MET            Security ID:  59156R108
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Cheryl W. Grise           For       For        Management
1.2   Elect  Director James R. Houghton         For       For        Management
1.3   Elect  Director Helene L. Kaplan          For       For        Management
1.4   Elect  Director Sylvia M. Mathews         For       For        Management
1.5   Elect  Director William C. Steere, Jr.    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Other Board Committee           Against   Against    Shareholder


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William H. Gates III      For       For        Management
1.2   Elect  Director Steven A. Ballmer         For       For        Management
1.3   Elect  Director James I. Cash Jr., Ph.D.  For       For        Management
1.4   Elect  Director Raymond V. Gilmartin      For       For        Management
1.5   Elect  Director Ann McLaughlin Korologos  For       For        Management
1.6   Elect  Director David F. Marquardt        For       For        Management
1.7   Elect  Director Charles H. Noski          For       For        Management
1.8   Elect  Director Dr. Helmut Panke          For       For        Management
1.9   Elect  Director Jon A. Shirley            For       For        Management
2     Amend Bundled Compensation Plans          For       Against    Management
3     Amend Bundled Compensation Plans          For       For        Management
4     Amend Stock Option Plan                   For       Against    Management
5     Ratify Auditors                           For       For        Management


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

MONSANTO CO.

Ticker:       MON            Security ID:  61166W101
Meeting Date: JAN 20, 2005   Meeting Type: Annual
Record Date:  NOV 22, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John W. Bachmann          For       For        Management
1.2   Elect  Director William U. Parfet         For       For        Management
1.3   Elect  Director George H. Poste           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management
4     Report on Genetically Modified Organisms  Against   Against    Shareholder
5     Report on Export of Hazardous Pesticides  Against   Against    Shareholder
6     Adopt Human Rights Policy                 Against   Against    Shareholder
7     Eliminate Animal Testing                  Against   Against    Shareholder


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

MORGAN STANLEY

Ticker:       MWD            Security ID:  617446448
Meeting Date: MAR 15, 2005   Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John E. Jacob             For       For        Management
1.2   Elect  Director Charles F. Knight         For       For        Management
1.3   Elect  Director Miles L. Marsh            For       For        Management
1.4   Elect  Director Laura D'Andrea Tyson      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Limit Executive Compensation              Against   Against    Shareholder


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

NALCO HOLDING COMPANY

Ticker:       NLC            Security ID:  62985Q101
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. William H. Joyce      For       Withhold   Management
1.2   Elect  Director Mr. Douglas A. Pertz      For       For        Management
1.3   Elect  Director Mr. Daniel S. Sanders     For       For        Management
2     Ratify Auditors                           For       For        Management


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

NESTLE SA

Ticker:       NESAC          Security ID:  H57312466
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1a    Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
1b    Accept Consolidated Financial Statements  For       Did Not    Management
      and Statutory Reports                               Vote
2     Approve Discharge of Board and Senior     For       Did Not    Management
      Management                                          Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of CHF 8.00 per Share                     Vote
4a    Amend Articles of Association to Separate Against   Did Not    Shareholder
      Position of CEO and Chairman of the Board           Vote
4b    Amend Articles of Association to Reduce   Against   Did Not    Shareholder
      Board Terms from Five Years to Three                Vote
      Years; Approve Individual Election of
      Board Members
4c    Amend Articles of Association to Reduce   Against   Did Not    Shareholder
      Threshold for Submitting Shareholder                Vote
      Proposals From CHF 1 Million to CHF
      100,000
5     Elect Guenter Blobel as Director          For       Did Not    Management
                                                          Vote
6     Ratify KPMG Klynveld Peat Marwick         For       Did Not    Management
      Goerdeler SA as Auditors                            Vote


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

NISOURCE INC.

Ticker:       NI             Security ID:  65473P105
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Steven R. McCracken       For       For        Management
1.2   Elect  Director Ian M. Rolland            For       For        Management
1.3   Elect  Director Robert C. Skaggs, Jr.     For       For        Management
1.4   Elect  Director John W. Thompson          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       Against    Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
5     Declassify the Board of Directors         Against   For        Shareholder
6     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

NOBLE CORP

Ticker:       NE             Security ID:  G65422100
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Lawrence J. Chazen        For       For        Management
1.2   Elect  Director Mary P. Ricciardello      For       For        Management
1.3   Elect  Director William A. Sears          For       For        Management
2     APPROVAL OF ADOPTION OF SPECIAL           For       For        Management
      RESOLUTION OF MEMBERS TO AMEND ARTICLES
      OF ASSOCIATION TO INCREASE DIRECTOR
      RETIREMENT AGE.
3     APPROVAL OF THE PROPOSAL REGARDING THE    For       For        Management
      AMENDED AND RESTATED NOBLE CORPORATION
      1992 NONQUALIFIED STOCK OPTION PLAN FOR
      NON-EMPLOYEE DIRECTORS.
4     APPROVAL OF THE PROPOSAL TO AMEND THE     For       For        Management
      NOBLE CORPORATION EQUITY COMPENSATION
      PLAN FOR NON-EMPLOYEE DIRECTORS.
5     Ratify Auditors                           For       For        Management


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

NOKIA CORP.

Ticker:       NKCAF          Security ID:  654902204
Meeting Date: APR 7, 2005    Meeting Type: Annual
Record Date:  FEB 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
2     APPROVAL OF THE INCOME STATEMENTS AND THE For       For        Management
      BALANCE SHEET.
3     APPROVAL OF A PROPOSAL TO THE ANNUAL      For       For        Management
      GENERAL MEETING OF A DIVIDEND OF EUR 0.33
      PER SHARE.
4     DISCHARGE OF THE CHAIRMAN, THE MEMBERS OF For       For        Management
      THE BOARD OF DIRECTORS, AND THE
      PRESIDENT, FROM LIABILITY.
6     PROPOSAL ON THE COMPOSITION OF THE BOARD  For       For        Management
      AS PROPOSED BY THE CORPORATE GOVERNANCE
      AND NOMINATION COMMITTEE.
7.1   Elect  Directors Paul J. Collins          For       For        Management
7.2   Elect  Directors Georg Ehrnrooth          For       For        Management
7.3   Elect  Directors Bengt Holmstrom          For       For        Management
7.4   Elect  Directors Per Karlsson             For       For        Management
7.5   Elect  Directors Jorma Ollila             For       For        Management
7.6   Elect  Directors Marjorie Scardino        For       For        Management
7.7   Elect  Directors Vesa Vainio              For       For        Management
7.8   Elect  Directors Arne Wessberg            For       For        Management
7.9   Elect  Directors Dan Hesse                For       For        Management
7.10  Elect  Directors Edouard Michelin         For       For        Management
8     APPROVAL OF THE REMUNERATION TO BE PAID   For       For        Management
      TO THE AUDITOR.
9     APPROVAL OF THE RE-ELECTION OF            For       For        Management
      PRICEWATERHOUSECOOPERS OY AS THE AUDITORS
      FOR FISCAL YEAR 2005.
10    APPROVAL OF THE PROPOSAL TO GRANT STOCK   For       For        Management
      OPTIONS TO SELECTED PERSONNEL OF THE
      COMPANY.
11    APPROVAL OF THE PROPOSAL OF THE BOARD TO  For       For        Management
      REDUCE THE SHARE CAPITAL THROUGH
      CANCELLATION OF NOKIA SHARES HELD BY
      COMPANY.
12    AUTHORIZATION TO THE BOARD TO INCREASE    For       For        Management
      THE SHARE CAPITAL OF THE COMPANY.
13    AUTHORIZATION TO THE BOARD TO REPURCHASE  For       For        Management
      NOKIA SHARES.
14    AUTHORIZATION TO THE BOARD TO DISPOSE     For       For        Management
      NOKIA SHARES HELD BY THE COMPANY.
15    MARK THE FOR BOX IF YOU WISH TO INSTRUCT  For       Abstain    Management
      NOKIA S LEGAL COUNSELS TO VOTE IN THEIR
      DISCRETION ON YOUR BEHALF ONLY UPON ITEM
      15.


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

NORTHROP GRUMMAN CORP.

Ticker:       NOC            Security ID:  666807102
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Phillip Frost              For       For        Management
1.2   Elect Director John B. Slaughter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend Nonemployee Director Plan (Stock    For       For        Management
      Awards in Lieu of Cash)
5     Adopt Simply Majority Vote Requirement    Against   For        Shareholder


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

NOVARTIS AG

Ticker:       NVS            Security ID:  H5820Q150
Meeting Date: MAR 1, 2005    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Discharge of Board and Senior     For       Did Not    Management
      Management                                          Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of CHF 1.05 per Share                     Vote
4     Approve CHF 19 Million Reduction in Share For       Did Not    Management
      Capital via Share Cancellation                      Vote
5     Authorize Repurchase of up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
6.1   Reelect Birgit Breuel as Director         For       Did Not    Management
                                                          Vote
6.2   Reelect Peter Burckhardt as Director      For       Did Not    Management
                                                          Vote
6.3   Reelect Alexandre Jetzer as Director      For       Did Not    Management
                                                          Vote
6.4   Reelect Pierre Landolt as Director        For       Did Not    Management
                                                          Vote
6.5   Reelect Ulrich Lehner as Director         For       Did Not    Management
                                                          Vote
7     Ratify PricewaterhouseCoopers AG as       For       Did Not    Management
      Auditors                                            Vote


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

OWENS-ILLINOIS, INC.

Ticker:       OI             Security ID:  690768403
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Anastasia D. Kelly        For       For        Management
1.2   Elect  Director Steven R. McCracken       For       For        Management
1.3   Elect  Director John J. McMackin, Jr.     For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John F. Akers             For       For        Management
1.2   Elect  Director Robert E. Allen           For       For        Management
1.3   Elect  Director Ray L. Hunt               For       For        Management
1.4   Elect  Director Arthur C. Martinez        For       For        Management
1.5   Elect  Director Indra K. Nooyi            For       For        Management
1.6   Elect  Director Steven S Reinemund        For       For        Management
1.7   Elect  Director Sharon P. Rockefeller     For       For        Management
1.8   Elect  Director James J. Schiro           For       For        Management
1.9   Elect  Director Franklin A. Thomas        For       For        Management
1.10  Elect  Director Cynthia M. Trudell        For       For        Management
1.11  Elect  Director Solomon D. Trujillo       For       For        Management
1.12  Elect  Director Daniel Vasella            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Corporate Political             Against   Against    Shareholder
      Contributions


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     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       For        Management
1.10  Elect Director Henry A. McKinnell         For       For        Management
1.11  Elect Director Dana G. Mead               For       For        Management
1.12  Elect Director Ruth J. Simmons            For       For        Management
1.13  Elect Director William C. Steere, Jr.     For       For        Management
1.14  Elect Director Jean-Paul Valles           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Term Limits for Directors       Against   Against    Shareholder
4     Report on Pharmaceutical Price Restraint  Against   Against    Shareholder
5     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Product Availability in Canada  Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

PNC FINANCIAL SERVICES GROUP, INC.

Ticker:       PNC            Security ID:  693475105
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul W. Chellgren          For       For        Management
1.2   Elect Director Robert N. Clay             For       For        Management
1.3   Elect Director J. Gary Cooper             For       For        Management
1.4   Elect Director George A. Davidson, Jr.    For       For        Management
1.5   Elect Director Richard B. Kelson          For       For        Management
1.6   Elect Director Bruce C. Lindsay           For       For        Management
1.7   Elect Director Anthony A. Massaro         For       For        Management
1.8   Elect Director Thomas H. O'Brien          For       For        Management
1.9   Elect Director Jane G. Pepper             For       For        Management
1.10  Elect Director James E. Rohr              For       For        Management
1.11  Elect Director Lorene K. Steffes          For       For        Management
1.12  Elect Director Dennis F. Strigl           For       For        Management
1.13  Elect Director Stephen G. Thieke          For       For        Management
1.14  Elect Director Thomas J. Usher            For       For        Management
1.15  Elect Director Milton A. Washington       For       For        Management
1.16  Elect Director Heldge H. Wehmeier         For       For        Management
2     Ratify Auditors                           For       For        Management


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

PPG INDUSTRIES, INC.

Ticker:       PPG            Security ID:  693506107
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michele J. Hooper         For       For        Management
1.2   Elect  Director Raymond W. Leboeuf        For       For        Management
1.3   Elect  Director Robert Mehrabian          For       For        Management
2     Ratify Auditors                           For       For        Management


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

PPL CORP.

Ticker:       PPL            Security ID:  69351T106
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frederick M. Bernthal      For       For        Management
1.2   Elect Director John R. Biggar             For       For        Management
1.3   Elect Director Louise K. Goeser           For       For        Management
2     Ratify Auditors                           For       For        Management


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

PRAXAIR, INC.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jose Alves                For       For        Management
1.2   Elect  Director Ira D. Hall               For       For        Management
1.3   Elect  Director Raymond W. Leboeuf        For       For        Management
1.4   Elect  Director Wayne T. Smith            For       For        Management
1.5   Elect  Director Robert L. Wood            For       For        Management
2     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
3     Ratify Auditors                           For       For        Management


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

REED ELSEVIER PLC(FORMERLY REED INTERNATIONAL PLC)

Ticker:                      Security ID:  G74570105
Meeting Date: APR 27, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Elect Strauss Zelnick as Director         For       Did Not    Management
                                                          Vote


**The Fund has been informed by its custodian that due to a vote execution
processing problem with the custodian's agent in the U.K., the Advisor's or
Subadvisor's, as the case may be, voting instructions with respect to this
shareholder meeting were not carried out.**
- --------------------------------------------------------------------------------

REED ELSEVIER PLC(FORMERLY REED INTERNATIONAL PLC)

Ticker:                      Security ID:  G74570105
Meeting Date: APR 27, 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     Approve Final Dividend of 9.6 Pence Per   For       For        Management
      Share
4     Reappoint Deloitte & Touche LLP as        For       For        Management
      Auditors of the Company
5     Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
6     Elect Jan Hommen as Director              For       For        Management
7     Elect Erik Engstrom as Director           For       For        Management
8     Re-elect Mark Armour as Director          For       For        Management
9     Re-elect Sir Crispin Davis as Director    For       For        Management
10    Re-elect Andrew Prozes as Director        For       For        Management
11    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 24,700,000
12    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 7,900,000
13    Authorise 127,000,000 Ordinary Shares for For       For        Management
      Market Purchase


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

ROCHE HOLDING AG

Ticker:       RHHBY          Security ID:  H69293217
Meeting Date: FEB 28, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Discharge of Board and Senior     For       Did Not    Management
      Management                                          Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of CHF 2.00 per Share                     Vote
4.1   Reelect John Bell as Director             For       Did Not    Management
                                                          Vote
4.2   Reelect Andre Hoffmann as Director        For       Did Not    Management
                                                          Vote
4.3   Reelect Franz Humer as Director           For       Did Not    Management
                                                          Vote
5     Ratify KPMG Klynveld Peat Marwick         For       Did Not    Management
      Goerdeler SA as Auditors                            Vote


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

SARA LEE CORP.

Ticker:       SLE            Security ID:  803111103
Meeting Date: OCT 28, 2004   Meeting Type: Annual
Record Date:  SEP 1, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Brenda C. Barnes          For       For        Management
1.2   Elect  Director J.T. Battenberg III       For       For        Management
1.3   Elect  Director Charles W. Coker          For       For        Management
1.4   Elect  Director James S. Crown            For       For        Management
1.5   Elect  Director Willie D. Davis           For       For        Management
1.6   Elect  Director Vernon E. Jordan, Jr.     For       For        Management
1.7   Elect  Director Laurette T. Koellner      For       For        Management
1.8   Elect  Director Cornelis J.A. van Lede    For       For        Management
1.9   Elect  Director Joan D. Manley            For       For        Management
1.10  Elect  Director C. Steven McMillan        For       For        Management
1.11  Elect  Director Sir Ian Prosser           For       For        Management
1.12  Elect  Director Rozanne L. Ridgway        For       For        Management
1.13  Elect  Director Richard L. Thomas         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Charitable Contributions        Against   Against    Shareholder


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

SBC COMMUNICATIONS INC.

Ticker:       SBC            Security ID:  78387G103
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gilbert F. Amelio         For       For        Management
1.2   Elect  Director August A. Busch III       For       For        Management
1.3   Elect  Director Martin K. Eby, Jr.        For       For        Management
1.4   Elect  Director James A. Henderson        For       For        Management
1.5   Elect  Director Charles F. Knight         For       For        Management
1.6   Elect  Director Lynn M. Martin            For       For        Management
1.7   Elect  Director John B. McCoy             For       For        Management
1.8   Elect  Director Mary S. Metz              For       For        Management
1.9   Elect  Director Toni Rembe                For       For        Management
1.10  Elect  Director S. Donley Ritchey         For       For        Management
1.11  Elect  Director Joyce M. Roche            For       For        Management
1.12  Elect  Director Laura D'Andrea Tyson      For       For        Management
1.13  Elect  Director Patricia P. Upton         For       For        Management
1.14  Elect  Director Edward E. Whitacre, Jr    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Nonqualified Employee Stock       For       For        Management
      Purchase Plan
4     Report on Political Contributions         Against   Against    Shareholder
5     Report on Executive Compensation          Against   Against    Shareholder
6     Performance- Based/Indexed Options        Against   Against    Shareholder
7     Adopt Simple Majority Vote                Against   For        Shareholder


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

SMURFIT - STONE CONTAINER CORP.

Ticker:       SSCC           Security ID:  832727101
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James R. Boris            For       For        Management
1.2   Elect  Director Connie K. Duckworth       For       For        Management
1.3   Elect  Director Alan E. Goldberg          For       For        Management
1.4   Elect  Director William T. Lynch, Jr.     For       For        Management
1.5   Elect  Director Patrick J. Moore          For       For        Management
1.6   Elect  Director James J. O'Connor         For       For        Management
1.7   Elect  Director Jerry K. Pearlman         For       For        Management
1.8   Elect  Director Thomas A. Reynolds, III   For       For        Management
1.9   Elect  Director Eugene C. Sit             For       For        Management
1.10  Elect  Director William D. Smithburg      For       For        Management
2     Ratify Auditors                           For       For        Management


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

SPX CORP.

Ticker:       SPW            Security ID:  784635104
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Kermit Campbell         For       For        Management
1.2   Elect Director Emerson U. Fullwood        For       For        Management
1.3   Elect Director Michael J. Mancuso         For       For        Management
2     Ratify Auditors                           For       For        Management


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

SUNTRUST BANKS, INC.

Ticker:       STI            Security ID:  867914103
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas C. Farnsworth Jr.   For       For        Management
1.2   Elect Director Patricia C. Frist          For       For        Management
1.3   Elect Director Blake P. Garrett, Jr.      For       For        Management
1.4   Elect Director L. Philip Humann           For       For        Management
1.5   Elect Director M. Douglas Ivester         For       For        Management
1.6   Elect Director Karen Hastie Williams      For       For        Management
1.7   Elect Director Phail Wynn, Jr.            For       For        Management
1.8   Elect Director Thomas M. Garrott, III     For       For        Management
1.9   Elect Director E. Neville Isdell          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Management Incentive Plan         For       For        Management
4     Approve Performance Unit Plan             For       For        Management


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

SUNTRUST BANKS, INC.

Ticker:       STI            Security ID:  867914103
Meeting Date: SEP 15, 2004   Meeting Type: Special
Record Date:  JUL 30, 2004

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


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

SYMANTEC CORP.

Ticker:       SYMC           Security ID:  871503108
Meeting Date: JUN 24, 2005   Meeting Type: Special
Record Date:  MAY 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Adjourn Meeting                           For       For        Management


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

SYNGENTA AG

Ticker:                      Security ID:  H84140112
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Discharge of Board and Senior     For       Did Not    Management
      Management                                          Vote
3     Approve Allocation of Income and Omission For       Did Not    Management
      of Dividends                                        Vote
4     Approve CHF 51.4 Million Reduction in     For       Did Not    Management
      Share Capital via Cancellation of                   Vote
      Repurchased Shares
5     Approve CHF 287.1 Million Reduction in    For       Did Not    Management
      Share Capital via Repayment of CHF 2.70             Vote
      Nominal Value to Shareholders
6.1   Reelect Martin Taylor as Director         For       Did Not    Management
                                                          Vote
6.2   Reelect Peter Thompson as Director        For       Did Not    Management
                                                          Vote
6.3   Reelect Rolf Watter as Director           For       Did Not    Management
                                                          Vote
6.4   Reelect Felix Weber as Director           For       Did Not    Management
                                                          Vote
6.5   Elect Jacques Vincent as Director         For       Did Not    Management
                                                          Vote
7     Ratify Ernst & Young AG as Auditors       For       Did Not    Management
                                                          Vote


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

TENET HEALTHCARE CORP.

Ticker:       THC            Security ID:  88033G100
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Trevor Fetter              For       For        Management
1.2   Elect Director Brenda J. Gaines           For       For        Management
1.3   Elect Director Karen M. Garrison          For       For        Management
1.4   Elect Director Edward A. Kangas           For       For        Management
1.5   Elect Director J. Robert Kerrey           For       For        Management
1.6   Elect Director Floyd D. Loop, M.D.        For       For        Management
1.7   Elect Director Richard R. Pettingill      For       For        Management
1.8   Elect Director James A. Unruh             For       For        Management
1.9   Elect Director J. McDonald Williams       For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management


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

TIME WARNER INC

Ticker:       TWX            Security ID:  887317105
Meeting Date: MAY 20, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James L. Barksdale         For       For        Management
1.2   Elect Director Stephen F. Bollenbach      For       For        Management
1.3   Elect Director Stephen M. Case            For       For        Management
1.4   Elect Director Frank J. Caufield          For       For        Management
1.5   Elect Director Robert C. Clark            For       For        Management
1.6   Elect Director Jessica P. Einhorn         For       For        Management
1.7   Elect Director Miles R. Gilburne          For       For        Management
1.8   Elect Director Carla A. Hills             For       For        Management
1.9   Elect Director Reuben Mark                For       For        Management
1.10  Elect Director Michael A. Miles           For       For        Management
1.11  Elect Director Kenneth J. Novack          For       For        Management
1.12  Elect Director Richard D. Parsons         For       For        Management
1.13  Elect Director R. E. Turner               For       For        Management
1.14  Elect Director Francis T. Vincent, Jr     For       For        Management
1.15  Elect Director Deborah C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Against    Shareholder


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

TJX COMPANIES, INC., THE

Ticker:       TJX            Security ID:  872540109
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gail Deegan               For       For        Management
1.2   Elect  Director Dennis F. Hightower       For       For        Management
1.3   Elect  Director John F. O'Brien           For       For        Management
1.4   Elect  Director Willow B. Shire           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Adopt ILO-Based Code of Conduct           Against   Against    Shareholder
5     Review Vendor Standards                   Against   Against    Shareholder
6     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

TOYOTA MOTOR CORP.

Ticker:       TM             Security ID:  J92676113
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 25,
      Final JY 40, Special JY 0
2.1   Elect Director                            For       For        Management
2.2   Elect Director                            For       For        Management
2.3   Elect Director                            For       For        Management
2.4   Elect Director                            For       For        Management
2.5   Elect Director                            For       For        Management
2.6   Elect Director                            For       For        Management
2.7   Elect Director                            For       For        Management
2.8   Elect Director                            For       For        Management
2.9   Elect Director                            For       For        Management
2.10  Elect Director                            For       For        Management
2.11  Elect Director                            For       For        Management
2.12  Elect Director                            For       For        Management
2.13  Elect Director                            For       For        Management
2.14  Elect Director                            For       For        Management
2.15  Elect Director                            For       For        Management
2.16  Elect Director                            For       For        Management
2.17  Elect Director                            For       For        Management
2.18  Elect Director                            For       For        Management
2.19  Elect Director                            For       For        Management
2.20  Elect Director                            For       For        Management
2.21  Elect Director                            For       For        Management
2.22  Elect Director                            For       For        Management
2.23  Elect Director                            For       For        Management
2.24  Elect Director                            For       For        Management
2.25  Elect Director                            For       For        Management
2.26  Elect Director                            For       For        Management
3     Appoint Internal Statutory Auditor        For       Against    Management
4     Approve Executive Stock Option Plan       For       For        Management
5     Authorize Share Repurchase Program        For       For        Management
6     Approve Retirement Bonuses for Directors  For       For        Management
7     Amend Articles of Incorporation to        Against   Against    Shareholder
      Require Disclosure of Individual
      Compensation Levels of Directors and
      Statutory Auditors
8     Amend Articles of Incorporation to        Against   Against    Shareholder
      Require Reporting of Contributions to
      Political Parties and Political
      Fundraising Organizations


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

TRIBUNE CO.

Ticker:       TRB            Security ID:  896047107
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Roger Goodan              For       For        Management
1.2   Elect  Director Enrique Hernandez, Jr.    For       For        Management
1.3   Elect  Director J. Christopher Reyes      For       For        Management
1.4   Elect  Director Dudley S. Taft            For       For        Management
2     Ratify Auditors                           For       For        Management


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

TXU CORP.

Ticker:       TXU            Security ID:  873168108
Meeting Date: MAY 20, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Derek C. Bonham            For       For        Management
1.2   Elect Director E. Gail de Planque         For       For        Management
1.3   Elect Director William M. Griffin         For       For        Management
1.4   Elect Director Kerney Laday               For       For        Management
1.5   Elect Director Jack E. Little             For       For        Management
1.6   Elect Director Erle Nye                   For       For        Management
1.7   Elect Director J.E. Oesterreicher         For       For        Management
1.8   Elect Director Michael W. Ranger          For       For        Management
1.9   Elect Director Herbert H. Richardson      For       For        Management
1.10  Elect Director C. John Wilder             For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  902124106
Meeting Date: MAR 10, 2005   Meeting Type: Annual
Record Date:  JAN 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dennis C. Blair           For       For        Management
1.2   Elect  Director Edward D. Breen           For       For        Management
1.3   Elect  Director George W. Buckley         For       For        Management
1.4   Elect  Director Brian Duperreault         For       For        Management
1.5   Elect  Director Bruce S. Gordon           For       For        Management
1.6   Elect  Director Rajiv L. Gupta            For       For        Management
1.7   Elect  Director John A. Krol              For       For        Management
1.8   Elect  Director Mackey J. Mcdonald        For       For        Management
1.9   Elect  Director H. Carl Mccall            For       For        Management
1.10  Elect  Director Brendan R. O'Neill        For       For        Management
1.11  Elect  Director Sandra S. Wijnberg        For       For        Management
1.12  Elect  Director Jerome B. York            For       For        Management
2     Ratify Auditors                           For       For        Management


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

U.S. BANCORP

Ticker:       USB            Security ID:  902973304
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Joel W. Johnson            For       For        Management
1.2   Elect Director David B. O'Maley           For       For        Management
1.3   Elect Director O'Dell M. Owens Md, Mph    For       For        Management
1.4   Elect Director Craig D. Schnuck           For       Withhold   Management
1.5   Elect Director Warren R. Staley           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management
4     Performance- Based/Indexed Options        Against   Against    Shareholder
5     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services


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

UNION PACIFIC CORP.

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Philip F. Anschutz         For       For        Management
1.2   Elect Director Erroll B. Davis, Jr.       For       For        Management
1.3   Elect Director Richard K. Davidson        For       For        Management
1.4   Elect Director Thomas J. Donohue          For       For        Management
1.5   Elect Director Archie W. Dunham           For       For        Management
1.6   Elect Director Spencer F. Eccles          For       For        Management
1.7   Elect Director Judith Richards Hope       For       For        Management
1.8   Elect Director Michael W. McConnell       For       For        Management
1.9   Elect Director Steven R. Rogel            For       For        Management
1.10  Elect Director James R. Young             For       For        Management
1.11  Elect Director Ernesto Zedillo Ponce de   For       For        Management
      Leon
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management
4     Performance- Based/Indexed Options        Against   Against    Shareholder


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

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  FEB 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George David               For       For        Management
1.2   Elect Director Jean-Pierre Garnier        For       For        Management
1.3   Elect Director Jamie S. Gorelick          For       For        Management
1.4   Elect Director Charles R. Lee             For       For        Management
1.5   Elect Director Richard D. McCormick       For       For        Management
1.6   Elect Director Harold McGraw III          For       For        Management
1.7   Elect Director Frank P. Popoff            For       For        Management
1.8   Elect Director H. Patrick Swygert         For       For        Management
1.9   Elect Director Andre Villeneuve           For       For        Management
1.10  Elect Director H. A. Wagner               For       For        Management
1.11  Elect Director Christine Todd Whitman     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Increase Disclosure of Executive          Against   Against    Shareholder
      Compensation
5     Adopt Ethical Criteria for Military       Against   Against    Shareholder
      Contracts
6     Limit Executive Compensation              Against   Against    Shareholder


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

UNOCAL CORP.

Ticker:       UCL            Security ID:  915289102
Meeting Date: MAY 23, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Craig Arnold              For       For        Management
1.2   Elect  Director James W. Crownover        For       For        Management
1.3   Elect  Director Donald B. Rice            For       For        Management
1.4   Elect  Director Mark A. Suwyn             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

VERIZON COMMUNICATIONS

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     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 Thomas H. O' Brien         For       For        Management
1.7   Elect Director Hugh B. Price              For       For        Management
1.8   Elect Director Ivan G. Seidenberg         For       For        Management
1.9   Elect Director Walter V. Shipley          For       For        Management
1.10  Elect Director John R. Stafford           For       For        Management
1.11  Elect Director Robert D. Storey           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
5     Require Majority of Independent Directors Against   Against    Shareholder
      on Board
6     Separate Chairman and CEO Positions       Against   Against    Shareholder
7     Amend Director/Officer                    Against   Against    Shareholder
      Liability/Indemnifications Provisions
8     Report on Political Contributions         Against   Against    Shareholder


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

VODAFONE GROUP PLC

Ticker:                      Security ID:  92857W100
Meeting Date: JUL 27, 2004   Meeting Type: Annual
Record Date:  JUN 11, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RECEIVE THE REPORT OF THE DIRECTORS    For       For        Management
      AND FINANCIAL STATEMENTS
2     TO APPROVE THE REMUNERATION REPORT        For       For        Management
3     TO RE-ELECT PETER BAMFORD AS A DIRECTOR   For       For        Management
4     TO RE-ELECT JULIAN HORN-SMITH AS A        For       For        Management
      DIRECTOR
5     TO RE-ELECT SIR DAVID SCHOLEY AS A        For       For        Management
      DIRECTOR (MEMBER OF THE NOMINATIONS AND
      GOVERNANCE AND AUDIT COMMITTEE)
6     TO ELECT LUC VANDEVELDE AS A DIRECTOR     For       For        Management
      (MEMBER OF THE REMUNERATION COMMITTEE)
7     TO APPROVE A FINAL DIVIDEND OF 1.07800    For       For        Management
      PENCE PER ORDINARY SHARE
8     Ratify Auditors                           For       For        Management
9     TO AUTHORIZE THE AUDIT COMMITTEE TO       For       For        Management
      DETERMINE THE AUDITORS REMUNERATION
10    TO AUTHORIZE DONATIONS UNDER THE          For       For        Management
      POLITICAL PARTIES, ELECTIONS AND
      REFERENDUMS ACT 2000
11    TO RENEW AUTHORITY TO ALLOT SHARES UNDER  For       For        Management
      ARTICLE 16.2 OF THE COMPANY S ARTICLES OF
      ASSOCIATION
12    TO RENEW AUTHORITY TO DISAPPLY            For       For        Management
      PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF
      THE COMPANY S ARTICLES OF ASSOCIATION+
13    TO AUTHORIZE THE COMPANY S PURCHASE OF    For       For        Management
      ITS OWN SHARES+
14    TO AUTHORIZE THE COMPANY S PURCHASE OF    For       For        Management
      ITS OWN SHARES PURSUANT TO CONTINGENT
      PURCHASE CONTRACTS AND OFF-MARKET
      PURCHASES+


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

WACHOVIA CORP.

Ticker:       WB             Security ID:  929903102
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John D. Baker, II          For       For        Management
1.2   Elect Director Peter C. Browing           For       For        Management
1.3   Elect Director Donald M. James            For       For        Management
1.4   Elect Director Van L. Richey              For       For        Management
1.5   Elect Director G. Kennedy Thompson        For       For        Management
1.6   Elect Director John C. Whitaker, Jr.      For       For        Management
1.7   Elect Director Wallace D. Malone, Jr.     For       For        Management
1.8   Elect Director Robert J. Brown            For       For        Management
2     Ratify Auditors                           For       For        Management


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

WACHOVIA CORP.

Ticker:       WB             Security ID:  929903102
Meeting Date: OCT 28, 2004   Meeting Type: Special
Record Date:  AUG 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       Did Not    Management
                                                          Vote


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

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James W. Breyer           For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Douglas N. Daft           For       For        Management
1.4   Elect  Director David D. Glass            For       For        Management
1.5   Elect  Director Roland A. Hernandez       For       For        Management
1.6   Elect  Director John D. Opie              For       For        Management
1.7   Elect  Director J. Paul Reason            For       For        Management
1.8   Elect  Director H. Lee Scott, Jr.         For       For        Management
1.9   Elect  Director Jack C. Shewmaker         For       For        Management
1.10  Elect  Director Jose H. Villarreal        For       For        Management
1.11  Elect  Director John T. Walton            For       For        Management
1.12  Elect  Director S. Robson Walton          For       For        Management
1.13  Elect  Director Christopher J. Williams   For       For        Management
1.14  Elect  Director Linda S. Wolf             For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management
4     Report on Executive Compensation          Against   Against    Shareholder
5     Prepare Sustainability Report             Against   Against    Shareholder
6     Report on Stock Option Distribution by    Against   Against    Shareholder
      Race and Gender
7     Report on Political Contributions         Against   Against    Shareholder
8     Prepare Equal Opportunity Report          Against   Against    Shareholder
9     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
10    Require Majority of Independent Directors Against   Against    Shareholder
      on Board
11    Performance- Based/Indexed Options        Against   Against    Shareholder


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

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: FEB 11, 2005   Meeting Type: Annual
Record Date:  DEC 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John E. Bryson            For       For        Management
1.2   Elect  Director John S. Chen              For       For        Management
1.3   Elect  Director Michael D. Eisner         For       For        Management
1.4   Elect  Director Judith L. Estrin          For       For        Management
1.5   Elect  Director Robert A. Iger            For       For        Management
1.6   Elect  Director Fred H. Langhammer        For       For        Management
1.7   Elect  Director Aylwin B. Lewis           For       For        Management
1.8   Elect  Director Monica C. Lozano          For       For        Management
1.9   Elect  Director Robert W. Matschullat     For       For        Management
1.10  Elect  Director George J. Mitchell        For       For        Management
1.11  Elect  Director Leo J. O'Donovan, S.J.    For       For        Management
1.12  Elect  Director Gary L. Wilson            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management
4     Prohibit Greenmail Payments               Against   Against    Shareholder
5     Report on Vendor Standards in China       Against   Against    Shareholder


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

WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J.A. Blanchard III         For       For        Management
1.2   Elect Director Susan E. Engel             For       For        Management
1.3   Elect Director Enrique Hernandez, Jr.     For       For        Management
1.4   Elect Director Robert L. Joss             For       For        Management
1.5   Elect Director Reatha Clark King          For       For        Management
1.6   Elect Director Richard M. Kovacevich      For       For        Management
1.7   Elect Director Richard D. McCormick       For       For        Management
1.8   Elect Director Cynthia H. Milligan        For       For        Management
1.9   Elect Director Philip J. Quigley          For       For        Management
1.10  Elect Director Donald B. Rice             For       For        Management
1.11  Elect Director Judith M. Runstad          For       For        Management
1.12  Elect Director Stephen W. Sanger          For       For        Management
1.13  Elect Director Susan G. Swenson           For       For        Management
1.14  Elect Director Michael W. Wright          For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Adopt Policy on Payday Lenders            Against   Against    Shareholder
5     Link Executive Compensation to Predatory  Against   Against    Shareholder
      Lending
6     Performance- Based/Indexed Options        Against   Against    Shareholder
7     Limit Executive Compensation              Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

WYETH

Ticker:       WYE            Security ID:  983024100
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard L. Carrion        For       For        Management
1.2   Elect  Director Robert Essner             For       For        Management
1.3   Elect  Director John D. Feerick           For       For        Management
1.4   Elect  Director Frances D. Fergusson      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           For       For        Management
1.8   Elect  Director Ivan G. Seidenberg        For       For        Management
1.9   Elect  Director Walter V. Shipley         For       For        Management
1.10  Elect  Director John R. Torell III        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
5     Separate Chairman and CEO Positions       Against   Against    Shareholder
6     Report on Political Contributions         Against   Against    Shareholder
7     Discontinue Promotion of Premarin and     Against   Against    Shareholder
      Report on Animal Testing


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

XEROX CORP.

Ticker:       XRX            Security ID:  984121103
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     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 Stephen Robert            For       For        Management
2     Ratify Auditors                           For       For        Management




============ TRAVELERS SERIES FUND INC. - PIONEER STRATEGIC INCOME =============
============                       PORTFOLIO                       =============


CINCINNATI BELL INC.

Ticker:       CBB            Security ID:  171871106
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Bruce L. Byrnes           For       For        Management
1.2   Elect  Director John F. Cassidy           For       For        Management
1.3   Elect  Director Robert W. Mahoney         For       For        Management
1.4   Elect  Director Daniel J. Meyer           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management


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

IPCS INC.

Ticker:       IPCX           Security ID:  44980Y305
Meeting Date: JUN 30, 2005   Meeting Type: Annual
Record Date:  MAY 13, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Amend Articles/Bylaws/Charter-Non-Routine For       For        Management
3.1   Elect  Director Timothy M. Yager          For       For        Management
3.2   Elect  Director Timothy C. Babich         For       For        Management
3.3   Elect  Director Donald L. Bell            For       For        Management
3.4   Elect  Director Eugene I. Davis           For       For        Management
3.5   Elect  Director Eric F. Ensor             For       For        Management
3.6   Elect  Director James F. Gaffney          For       For        Management
3.7   Elect  Director Kevin M. Roe              For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Ratify Auditors                           For       For        Management


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

LEUCADIA NATIONAL CORP.

Ticker:       LUK            Security ID:  527288104
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  APR 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ian M. Cumming             For       For        Management
1.2   Elect Directors Paul M. Dougan            For       For        Management
1.3   Elect Director Lawrence D. Glaubinger     For       For        Management
1.4   Elect Director Alan J. Hirschfield        For       For        Management
1.5   Elect Director James E. Jordan            For       For        Management
1.6   Elect Director Jeffrey C. Keil            For       For        Management
1.7   Elect Director Jesse Clyde Nichols, III   For       For        Management
1.8   Elect Director Joseph S. Steinberg        For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Ratify Auditors                           For       For        Management


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

MCI INC.

Ticker:       MCIP           Security ID:  552691107
Meeting Date: MAY 16, 2005   Meeting Type: Annual
Record Date:  APR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director N. Katzenbach              For       For        Management
1.2   Elect Director D. Beresford               For       For        Management
1.3   Elect Director M. Capellas                For       For        Management
1.4   Elect Director W. Gregory                 For       For        Management
1.5   Elect Director J. Haberkorn               For       For        Management
1.6   Elect Director L. Harris                  For       Withhold   Management
1.7   Elect Director E. Holder                  For       For        Management
1.8   Elect Director M. Neporent                For       For        Management
1.9   Elect Director C. Rogers, Jr.             For       For        Management
2     Ratify Auditors                           For       For        Management


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

POLYMER GROUP, INC.

Ticker:       POLGA          Security ID:  731745204
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Pedro A. Arias            For       For        Management
1.2   Elect  Director Ramon Betolaza            For       Withhold   Management
1.3   Elect  Director Lap Wai Chan              For       Withhold   Management
1.4   Elect  Director William B. Hewitt         For       Withhold   Management
1.5   Elect  Director Eugene Linden             For       For        Management
1.6   Elect  Director James A. Ovenden          For       For        Management
1.7   Elect  Director James L. Schaeffer        For       Withhold   Management
1.8   Elect  Director Michael Watzky            For       Withhold   Management
2     Amend Stock Option Plan                   For       Against    Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Approve Stock Option Plan                 For       Against    Management


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

STERLING CHEMICALS, INC.

Ticker:       SCHI           Security ID:  859166100
Meeting Date: APR 15, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard K. Crump          For       For        Management
1.2   Elect  Director Marc S. Kirschner         For       For        Management
1.3   Elect  Director Dr. Peter Ting Kai Wu     For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management


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

STERLING CHEMICALS, INC.

Ticker:       SCHI           Security ID:  859166AA8
Meeting Date: APR 15, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     PROPOSAL TO ELECT JOHN W. GILDEA TO THE   For       For        Management
      BOARD OF DIRECTORS OF THE COMPANY.




=========== TRAVELERS SERIES FUND INC. - SALOMON BROTHERS STRATEGIC ============
===========               TOTAL RETURN BOND PORTFOLIO               ============


ALAMOSA HOLDINGS, INC.

Ticker:       APCS           Security ID:  011589207
Meeting Date: FEB 15, 2005   Meeting Type: Special
Record Date:  JAN 12, 2005

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


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

ALAMOSA HOLDINGS, INC.

Ticker:       APCS           Security ID:  011589207
Meeting Date: JUN 2, 2005    Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Kendall W. Cowan          For       For        Management
1.2   Elect  Director Schuyler B. Marshall      For       For        Management
1.3   Elect  Director Thomas F. Riley           For       For        Management
1.4   Elect  Director Jane E. Shivers           For       For        Management
2     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

NTL INCORPORATED

Ticker:       NTLI           Security ID:  62940M104
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  APR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James F. Mooney           For       For        Management
1.2   Elect  Director William R. Huff           For       For        Management
1.3   Elect  Director George R. Zoffinger       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Approve Executive Incentive Bonus Plan    For       For        Management


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

SPECTRASITE, INC.

Ticker:       SSI            Security ID:  84761M104
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Stephen H. Clark          For       For        Management
1.2   Elect  Director Timothy G. Biltz          For       For        Management
1.3   Elect  Director Paul M. Albert, Jr.       For       For        Management
1.4   Elect  Director John F. Chlebowski        For       For        Management
1.5   Elect  Director Dean J. Douglas           For       For        Management
1.6   Elect  Director Patricia L. Higgins       For       For        Management
1.7   Elect  Director Samme L. Thompson         For       For        Management
1.8   Elect  Director Kari-Pekka Wilska         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

TELEWEST GLOBAL, INC.

Ticker:       TLWT           Security ID:  87956T107
Meeting Date: MAY 9, 2005    Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Barry R. Elson            For       For        Management
1.2   Elect  Director Michael J. McGuiness      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management


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

UNITEDGLOBAL.COM INC

Ticker:                      Security ID:  913247508
Meeting Date: JUN 14, 2005   Meeting Type: Special
Record Date:  MAY 3, 2005

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


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

UNITEDGLOBAL.COM INC

Ticker:                      Security ID:  913247508
Meeting Date: NOV 15, 2004   Meeting Type: Annual
Record Date:  SEP 28, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert R. Bennett         For       Withhold   Management
1.2   Elect  Director Bernard G. Dvorak         For       Withhold   Management
1.3   Elect  Director David B. Koff             For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management




============ TRAVELERS SERIES FUND INC. - SB ADJUSTABLE RATE INCOME ============
============                       PORTFOLIO                        ============
The Series did not hold any voting securities and accordingly, did not vote
any proxies during the reporting period.



========= TRAVELERS SERIES FUND INC. - SMITH BARNEY AGGRESSIVE GROWTH ==========
=========                          PORTFOLIO                          ==========


ADVENT SOFTWARE, INC.

Ticker:       ADVS           Security ID:  007974108
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John H. Scully            For       For        Management
1.2   Elect  Director Stephanie G. Dimarco      For       For        Management
1.3   Elect  Director Terry H. Carlitz          For       For        Management
1.4   Elect  Director James P. Roemer           For       For        Management
1.5   Elect  Director Wendell G. Van Auken      For       For        Management
1.6   Elect  Director William F. Zuendt         For       For        Management
2     Approve Qualified Employee Stock Purchase For       Against    Management
      Plan
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

ALBANY MOLECULAR RESEARCH, INC.

Ticker:       AMRI           Security ID:  012423109
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frank W. Haydu, III       For       For        Management
1.2   Elect  Director Arthur J. Roth            For       For        Management


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

ALKERMES, INC.

Ticker:       ALKS           Security ID:  01642T108
Meeting Date: SEP 23, 2004   Meeting Type: Annual
Record Date:  JUL 19, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Floyd E. Bloom            For       Withhold   Management
1.2   Elect  Director Robert A. Breyer          For       Withhold   Management
1.3   Elect  Director Gerri Henwood             For       For        Management
1.4   Elect  Director Paul J. Mitchell          For       For        Management
1.5   Elect  Director Richard F. Pops           For       Withhold   Management
1.6   Elect  Director Alexander Rich            For       Withhold   Management
1.7   Elect  Director Paul Schimmel             For       Withhold   Management
1.8   Elect  Director Mark B. Skaletsky         For       For        Management
1.9   Elect  Director Michael A. Wall           For       Withhold   Management
2     Amend Stock Option Plan                   For       For        Management


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

AMGEN, INC.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. David Baltimore       For       For        Management
1.2   Elect  Director Ms. Judith C. Pelham      For       For        Management
1.3   Elect  Director Mr. Kevin W. Sharer       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Eliminate Animal Testing                  Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Adopt Retention Ratio for Executives      Against   For        Shareholder


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

ANADARKO PETROLEUM CORP.

Ticker:       APC            Security ID:  032511107
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John R. Butler             For       For        Management
1.2   Elect Director Preston M. Geren III       For       For        Management
1.3   Elect Director John R. Gordon             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Report on Political Contributions         Against   Against    Shareholder


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

ASTORIA FINANCIAL CORP.

Ticker:       AF             Security ID:  046265104
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George L. Engelke, Jr.    For       For        Management
1.2   Elect  Director Robert J. Conway          For       For        Management
1.3   Elect  Director Peter C. Haeffner, Jr.    For       For        Management
1.4   Elect  Director Ralph F. Palleschi        For       For        Management
1.5   Elect  Director Leo J. Waters             For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

AT&T CORP.

Ticker:       T              Security ID:  001957505
Meeting Date: JUN 30, 2005   Meeting Type: Annual
Record Date:  MAY 27, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Adjourn Meeting                           For       For        Management
3.1   Elect Director William F. Aldinger        For       For        Management
3.2   Elect Director Kenneth T. Derr            For       For        Management
3.3   Elect Director D.W. Dorman                For       For        Management
3.4   Elect Director M.K. Eickhoff-Smith        For       For        Management
3.5   Elect Director H.L. Henkel                For       For        Management
3.6   Elect Director F.C. Herringer             For       For        Management
3.7   Elect Director Jon C. Madonna             For       For        Management
3.8   Elect Director Donald F. McHenry          For       For        Management
3.9   Elect Director Tony L. White              For       For        Management
4     Ratify Auditors                           For       For        Management
5     Limit Awards to Executives                Against   Against    Shareholder
6     Performance- Based/Indexed Options        Against   Against    Shareholder
7     Report on Executive Compensation          Against   Against    Shareholder
8     Redeem or Vote Poison Pill                Against   For        Shareholder
9     Review Executive Compensation             Against   For        Shareholder
10    Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote


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

AUTODESK, INC.

Ticker:       ADSK           Security ID:  052769106
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAY 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol A. Bartz            For       For        Management
1.2   Elect  Director Mark A. Bertelsen         For       For        Management
1.3   Elect  Director Crawford W. Beveridge     For       For        Management
1.4   Elect  Director J. Hallam Dawson          For       For        Management
1.5   Elect  Director Michael J. Fister         For       For        Management
1.6   Elect  Director Per-Kristian Halvorsen    For       For        Management
1.7   Elect  Director Steven L. Scheid          For       For        Management
1.8   Elect  Director Mary Alice Taylor         For       For        Management
1.9   Elect  Director Larry W. Wangberg         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Approve Increase in Common Stock and a    For       For        Management
      Stock Split
4     Approve Executive Incentive Bonus Plan    For       For        Management
5     Ratify Auditors                           For       For        Management


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

BARRETT BILL CORP

Ticker:       BBG            Security ID:  06846N104
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Fredrick J. Barrett       For       For        Management
1.2   Elect  Director Henry Cornell             For       For        Management
1.3   Elect  Director Michael E. Wiley          For       For        Management
1.4   Elect  Director James M. Fitzgibbons      For       For        Management
1.5   Elect  Director Jeffrey A. Harris         For       For        Management
1.6   Elect  Director Randy Stein               For       For        Management
1.7   Elect  Director William J. Barrett        For       For        Management
1.8   Elect  Director Roger L. Jarvis           For       For        Management
1.9   Elect  Director Philippe S.E. Schreiber   For       For        Management


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

BIOGEN IDEC, INC.

Ticker:       BIIB           Security ID:  09062X103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas F. Keller           For       For        Management
1.2   Elect Director William H. Rastetter       For       For        Management
1.3   Elect Director Lynn Schenk                For       For        Management
1.4   Elect Director Philip A. Sharp            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan


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

BIOSITE INC

Ticker:       BSTE           Security ID:  090945106
Meeting Date: JUN 17, 2005   Meeting Type: Annual
Record Date:  APR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Anthony Demaria, M.D.     For       For        Management
1.2   Elect  Director Howard E. Greene, Jr.     For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Increase Authorized Common Stock          For       Against    Management
4     Ratify Auditors                           For       For        Management


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

BROADCOM CORP.

Ticker:       BRCM           Security ID:  111320107
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George L. Farinsky        For       Withhold   Management
1.2   Elect  Director John Major                For       Withhold   Management
1.3   Elect  Director Scott A. McGregor         For       For        Management
1.4   Elect  Director Alan E. Ross              For       For        Management
1.5   Elect  Director Henry Samueli, Ph.D.      For       For        Management
1.6   Elect  Director Robert E. Switz           For       Withhold   Management
1.7   Elect  Director Werner F. Wolfen          For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management
4     Link Executive Compensation to Social and Against   For        Shareholder
      Financial Issues


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

C-COR INC

Ticker:       CCBL           Security ID:  125010108
Meeting Date: OCT 12, 2004   Meeting Type: Annual
Record Date:  AUG 18, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Anthony A. Ibarguen       For       For        Management
1.2   Elect  Director John J. Omlor             For       For        Management
1.3   Elect  Director James J. Tietjen          For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

CABLEVISION SYSTEMS CORP.

Ticker:       CVC            Security ID:  12686C109
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles D. Ferris          For       For        Management
1.2   Elect Director Richard H. Hochman         For       For        Management
1.3   Elect Director Victor Oristano            For       For        Management
1.4   Elect Director Vincent Tese               For       For        Management
1.5   Elect Director Thomas V. Reifenheiser     For       For        Management
1.6   Elect Director John R. Ryan               For       For        Management
2     Ratify Auditors                           For       For        Management


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

CABOT MICROELECTRONICS CORP.

Ticker:       CCMP           Security ID:  12709P103
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Steven V. Wilkinson       For       For        Management
1.2   Elect  Director Robert J. Birgeneau       For       For        Management
2     Ratify Auditors                           For       For        Management


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

CANCERVAX CORP.

Ticker:       CNVX           Security ID:  13738Y107
Meeting Date: JUN 14, 2005   Meeting Type: Annual
Record Date:  APR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Ivor Royston, M.D.        For       For        Management
1.2   Elect  Director Robert E. Kiss, CFA       For       For        Management
1.3   Elect  Director Phillip M. Schneider      For       For        Management
2     Ratify Auditors                           For       For        Management


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

CHARMING SHOPPES, INC.

Ticker:       CHRS           Security ID:  161133103
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAY 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dorrit J. Bern            For       For        Management
1.2   Elect  Director Alan Rosskamm             For       For        Management


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

CHIRON CORP.

Ticker:       CHIR           Security ID:  170040109
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Lewis W. Coleman           For       For        Management
1.2   Elect Director J. Richard Fredericks      For       For        Management
1.3   Elect Director Paul L. Herrling           For       For        Management
1.4   Elect Director Howard H. Pien             For       For        Management
2     Ratify Auditors                           For       For        Management


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

CIRRUS LOGIC, INC.

Ticker:       CRUS           Security ID:  172755100
Meeting Date: JUL 29, 2004   Meeting Type: Annual
Record Date:  JUN 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael L. Hackworth      For       For        Management
1.2   Elect  Director David D. French           For       For        Management
1.3   Elect  Director D. James Guzy             For       For        Management
1.4   Elect  Director Suhas S. Patil            For       For        Management
1.5   Elect  Director Walden C. Rhines          For       For        Management
1.6   Elect  Director William D. Sherman        For       For        Management
1.7   Elect  Director Robert H. Smith           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Other Business                            For       For        Management


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

CIT GROUP INC

Ticker:       CIT            Security ID:  125581108
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jeffrey M. Peek           For       For        Management
1.2   Elect  Director Gary C. Butler            For       For        Management
1.3   Elect  Director William A. Farlinger      For       For        Management
1.4   Elect  Director William M. Freeman        For       For        Management
1.5   Elect  Director Hon. Thomas H. Kean       For       For        Management
1.6   Elect  Director Marianne Miller Parrs     For       For        Management
1.7   Elect Director Timothy M. Ring            For       For        Management
1.8   Elect  Director John R. Ryan              For       For        Management
1.9   Elect  Director Peter J. Tobin            For       For        Management
1.10  Elect  Director Lois M. Van Deusen        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Other Business                            For       For        Management


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

COGENT INC

Ticker:       COGT           Security ID:  19239Y108
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 19, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Ming Hsieh                For       For        Management
1.2   Elect  Director John C. Bolger            For       For        Management
1.3   Elect  Director John P. Stenbit           For       For        Management
1.4   Elect  Director Kenneth R. Thornton       For       For        Management
2     Ratify Auditors                           For       For        Management


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

COHEN & STEERS, INC

Ticker:       CNS            Security ID:  19247A100
Meeting Date: MAY 9, 2005    Meeting Type: Annual
Record Date:  MAR 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Martin Cohen              For       For        Management
1.2   Elect  Director Robert H. Steers          For       For        Management
1.3   Elect  Director Richard E. Bruce          For       For        Management
1.4   Elect  Director Peter L. Rhein            For       For        Management
1.5   Elect  Director Richard P. Simon          For       For        Management
1.6   Elect  Director Edmond D. Villani         For       For        Management
2     Ratify Auditors                           For       Against    Management


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

COMCAST CORP.

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: JUN 1, 2005    Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director S. Decker Anstrom         For       For        Management
1.2   Elect  Director Kenneth J. Bacon          For       For        Management
1.3   Elect  Director Sheldon M. Bonovitz       For       For        Management
1.4   Elect  Director Edward D. Breen           For       For        Management
1.5   Elect  Director Julian A. Brodsky         For       For        Management
1.6   Elect  Director Joseph L. Castle, II      For       For        Management
1.7   Elect  Director Joseph J. Collins         For       For        Management
1.8   Elect  Director J. Michael Cook           For       For        Management
1.9   Elect  Director Brian L. Roberts          For       For        Management
1.10  Elect  Director Ralph J. Roberts          For       For        Management
1.11  Elect  Director Dr. Judith Rodin          For       For        Management
1.12  Elect  Director Michael I. Sovern         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Restricted Stock Plan               For       For        Management
4     Report on Political Contributions         Against   Against    Shareholder
5     Separate Chairman and CEO Positions       Against   For        Shareholder
6     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote
7     Approve Recapitalization Plan             Against   Against    Shareholder


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

CORE LABORATORIES N V

Ticker:       CLB            Security ID:  N22717107
Meeting Date: APR 15, 2005   Meeting Type: Annual
Record Date:  MAR 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David M. Demshur          For       For        Management
1.2   Elect  Director Rene R. Joyce             For       For        Management
1.3   Elect  Director Michael C. Kearney        For       For        Management
2     CONFIRMATION AND ADOPTION OF ANNUAL       For       For        Management
      ACCOUNTS AND DISCHARGE OF DIRECTORS.
3     APPROVAL OF CANCELLATION OF OUR           For       For        Management
      REPURCHASED SHARES.
4     APPROVAL OF EXTENSION OF AUTHORITY OF     For       For        Management
      MANAGEMENT BOARD TO REPURCHASE UP TO 10%
      OF THE ISSUED SHARE CAPITAL OF THE
      COMPANY UNTIL OCTOBER 15, 2006.
5     APPROVAL OF EXTENSION OF AUTHORITY OF     For       For        Management
      SUPERVISORY BOARD TO ISSUE SHARES AND/OR
      TO GRANT RIGHTS (INCLUDING OPTIONS TO
      PURCHASE) WITH RESPECT TO OUR COMMON
      AND/OR PREFERENCE SHARES UNTIL APRIL 15,
      2010.
6     APPROVAL OF EXTENSION OF AUTHORITY OF     For       For        Management
      SUPERVISORY BOARD TO LIMIT OR ELIMINATE
      PREEMPTIVE RIGHTS OF HOLDERS OF COMMON
      SHARES UNTIL APRIL 15, 2010.
7     RATIFICATION OF APPOINTMENT OF            For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS THE COMPANY
      S INDEPENDENT PUBLIC ACCOUNTANTS FOR THE
      YEAR ENDED DECEMBER 31, 2005.


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

CREE, INC.

Ticker:       CREE           Security ID:  225447101
Meeting Date: NOV 4, 2004    Meeting Type: Annual
Record Date:  SEP 7, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director F. Neal Hunter            For       For        Management
1.2   Elect  Director Charles M. Swoboda        For       For        Management
1.3   Elect  Director John W. Palmour, Ph.D.    For       For        Management
1.4   Elect  Director Dolph W. von Arx          For       For        Management
1.5   Elect  Director James E. Dykes            For       For        Management
1.6   Elect  Director Robert J. Potter, Ph.D.   For       For        Management
1.7   Elect  Director Harvey A. Wagner          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

CYGNUS, INC.

Ticker:       CYGN           Security ID:  232560102
Meeting Date: MAR 23, 2005   Meeting Type: Special
Record Date:  FEB 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Sale of Company Assets            For       For        Management
2     Approve Disposition of Assets and         For       For        Management
      Liquidate Company
3     Adjourn Meeting                           For       For        Management


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

DREAMWORKS ANIMATION SKG, INC.

Ticker:       DWA            Security ID:  26153C103
Meeting Date: JUN 22, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jeffrey Katzenberg        For       For        Management
1.2   Elect  Director Roger A. Enrico           For       For        Management
1.3   Elect  Director Paul G. Allen             For       For        Management
1.4   Elect  Director Lewis W. Coleman          For       For        Management
1.5   Elect  Director David Geffen              For       For        Management
1.6   Elect  Director Mellody Hobson            For       For        Management
1.7   Elect  Director Nathan Myhrvold           For       For        Management
1.8   Elect  Director Howard Schultz            For       For        Management
1.9   Elect  Director Margaret C. Whitman       For       For        Management
2     Ratify Auditors                           For       For        Management


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

EXCEL TECHNOLOGY, INC.

Ticker:       XLTC           Security ID:  30067T103
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Donald Hill             For       For        Management
1.2   Elect Director Steven Georgiev            For       For        Management
1.3   Elect Director Howard S. Breslow          For       For        Management
1.4   Elect Director Donald E. Weeden           For       For        Management
1.5   Elect Director Ira J. Lamel               For       For        Management
2     Ratify Auditors                           For       For        Management


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

FOREST LABORATORIES, INC.

Ticker:       FRX            Security ID:  345838106
Meeting Date: AUG 11, 2004   Meeting Type: Annual
Record Date:  JUN 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Howard Solomon            For       For        Management
1.2   Elect  Director William J. Candee, III    For       For        Management
1.3   Elect  Director George S. Cohan           For       For        Management
1.4   Elect  Director Dan L. Goldwasser         For       For        Management
1.5   Elect  Director Lester B. Salans          For       For        Management
1.6   Elect  Director Kenneth E. Goodman        For       For        Management
1.7   Elect  Director Phillip M. Satow          For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Approve Stock Option Plan                 For       For        Management
4     Ratify Auditors                           For       For        Management


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

FREESCALE SEMICONDUCTOR, INC.

Ticker:       FSL            Security ID:  35687M206
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director H. Raymond Bingham        For       For        Management
1.2   Elect  Director Stephen P. Kaufman        For       For        Management
2     Amend Articles                            For       For        Management
3     Amend Bylaws                              For       For        Management
4     Approve Omnibus Stock Plan                For       Against    Management
5     Ratify Auditors                           For       For        Management


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

GENENTECH, INC.

Ticker:       DNA            Security ID:  368710406
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Herbert W. Boyer          For       For        Management
1.2   Elect  Director William M. Burns          For       For        Management
1.3   Elect  Director Erich Hunziker            For       For        Management
1.4   Elect  Director Jonathan K.C. Knowles     For       For        Management
1.5   Elect  Director Arthur D. Levinson        For       For        Management
1.6   Elect  Director Charles A. Sanders        For       For        Management
2     Ratify Auditors                           For       For        Management


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

GENZYME CORP.

Ticker:       GENZ           Security ID:  372917104
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert J. Carpenter       For       For        Management
1.2   Elect  Director Charles L. Cooney         For       For        Management
2     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
3     Amend Stock Option Plan                   For       For        Management
4     Ratify Auditors                           For       For        Management
5     Declassify the Board of Directors         Against   For        Shareholder


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

GRANT PRIDECO INC

Ticker:       GRP            Security ID:  38821G101
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David J. Butters          For       For        Management
1.2   Elect  Director Eliot M. Fried            For       For        Management
1.3   Elect  Director Dennis R. Hendrix         For       For        Management
1.4   Elect  Director Harold E. Layman          For       For        Management
1.5   Elect  Director Sheldon B. Lubar          For       For        Management
1.6   Elect  Director Michael McShane           For       For        Management
1.7   Elect  Director Robert K. Moses, Jr.      For       For        Management
1.8   Elect  Director Joseph E. Reid            For       For        Management
1.9   Elect  Director David A. Trice            For       For        Management


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

GREENHILL & CO INC

Ticker:       GHL            Security ID:  395259104
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert F. Greenhill       For       For        Management
1.2   Elect  Director Scott L. Bok              For       For        Management
1.3   Elect  Director Simon A. Borrows          For       For        Management
1.4   Elect  Director John C. Danforth          For       For        Management
1.5   Elect  Director Steven F. Goldstone       For       For        Management
1.6   Elect  Director Stephen L. Key            For       For        Management
1.7   Elect  Director Isabel V. Sawhill         For       For        Management
2     Ratify Auditors                           For       For        Management


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

IMCLONE SYSTEMS INC.

Ticker:       IMCL           Security ID:  45245W109
Meeting Date: JUN 15, 2005   Meeting Type: Annual
Record Date:  APR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Andrew G. Bodnar, M.D.,   For       For        Management
      J.D.
1.2   Elect  Director William W. Crouse         For       For        Management
1.3   Elect  Director Vincent T. DeVita, Jr.,   For       For        Management
      M.D.
1.4   Elect  Director John A. Fazio             For       For        Management
1.5   Elect  Director Joseph L. Fischer         For       For        Management
1.6   Elect  Director David M. Kies             For       For        Management
1.7   Elect  Director Daniel S. Lynch           For       For        Management
1.8   Elect  Director William R. Miller         For       For        Management
1.9   Elect  Director David Sidransky, M.D.     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management


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

INTEL CORP.

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Craig R. Barrett           For       For        Management
1.2   Elect Director Charlene Barshefsky        For       For        Management
1.3   Elect Director E. John P. Browne          For       For        Management
1.4   Elect Director D. James Guzy              For       For        Management
1.5   Elect Director Reed E. Hundt              For       For        Management
1.6   Elect Director Paul S. Otellini           For       For        Management
1.7   Elect Director David S. Pottruck          For       For        Management
1.8   Elect Director Jane E. Shaw               For       For        Management
1.9   Elect Director John L. Thornton           For       For        Management
1.10  Elect Director David B. Yoffie            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management


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

ISIS PHARMACEUTICALS, INC.

Ticker:       ISIS           Security ID:  464330109
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Spencer R. Berthelsen,    For       For        Management
      M.D.
1.2   Elect  Director Richard D. DiMarchi,      For       For        Management
      Ph.D.
1.3   Elect  Director B. Lynne Parshall         For       For        Management
1.4   Elect  Director Joseph H. Wender          For       For        Management
2     Ratify Auditors                           For       For        Management


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Sue Coleman          For       For        Management
1.2   Elect  Director James G. Cullen           For       For        Management
1.3   Elect  Director Robert J. Darretta        For       For        Management
1.4   Elect  Director Michael M. E. Johns       For       For        Management
1.5   Elect  Director Ann Dibble Jordan         For       For        Management
1.6   Elect  Director Arnold G. Langbo          For       For        Management
1.7   Elect  Director Susan L. Lindquist        For       For        Management
1.8   Elect  Director Leo F. Mullin             For       For        Management
1.9   Elect  Director Christine A. Poon         For       For        Management
1.10  Elect  Director Steven S. Reinemund       For       For        Management
1.11  Elect  Director David Satcher             For       For        Management
1.12  Elect  Director William C. Weldon         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

KING PHARMACEUTICALS INC.

Ticker:       KG             Security ID:  495582108
Meeting Date: MAY 31, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director R. Charles Moyer, Ph.D.   For       For        Management
1.2   Elect  Director Gregory D. Jordan, Ph.D.  For       For        Management
1.3   Elect  Director D. Greg Rooker            For       For        Management
1.4   Elect  Director Brian A. Markison         For       For        Management
1.5   Elect  Director Ted G. Wood               For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

L-3 COMMUNICATIONS HOLDINGS, INC.

Ticker:       LLL            Security ID:  502424104
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank C. Lanza             For       For        Management
1.2   Elect Director John M. Shalikashvili      For       For        Management
1.3   Elect Director John White                 For       For        Management
2     Ratify Auditors                           For       For        Management


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

LEHMAN BROTHERS HOLDINGS INC.

Ticker:       LEH            Security ID:  524908100
Meeting Date: APR 5, 2005    Meeting Type: Annual
Record Date:  FEB 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael L. Ainslie        For       For        Management
1.2   Elect  Director John F. Akers             For       For        Management
1.3   Elect  Director Richard S. Fuld, Jr.      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Limit Executive Compensation              Against   Against    Shareholder


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

LIBERTY GLOBAL INC.

Ticker:       LBTYA          Security ID:  530719103
Meeting Date: JUN 14, 2005   Meeting Type: Annual
Record Date:  MAY 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2.1   Elect  Directors David E. Rapley          For       For        Management
2.2   Elect  Directors Larry E. Romrell         For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management
4     Ratify Auditors                           For       For        Management


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

LIBERTY MEDIA CORP.

Ticker:       L              Security ID:  530718105
Meeting Date: JUN 8, 2005    Meeting Type: Annual
Record Date:  APR 26, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David E. Rapley           For       For        Management
1.2   Elect  Director Larry E. Romrell          For       For        Management
2     Ratify Auditors                           For       For        Management


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

MAXTOR CORP.

Ticker:       MXO            Security ID:  577729205
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. C.S. Park             For       For        Management
1.2   Elect  Director Charles F. Christ         For       For        Management
1.3   Elect  Director Gregory E. Myers          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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

MERRILL LYNCH & CO., INC.

Ticker:       MER            Security ID:  590188108
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jill K. Conway            For       For        Management
1.2   Elect  Director Heinz-Joachim Neuburger   For       For        Management
1.3   Elect  Director E. Stanley O'Neal         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
4     Provide for Cumulative Voting             Against   For        Shareholder
5     Limit Executive Compensation              Against   Against    Shareholder


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

MICRON TECHNOLOGY, INC.

Ticker:       MU             Security ID:  595112103
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Steven R. Appleton        For       For        Management
1.2   Elect  Director James W. Bagley           For       For        Management
1.3   Elect  Director Ronald C. Foster          For       For        Management
1.4   Elect  Director Robert A. Lothrop         For       For        Management
1.5   Elect  Director Thomas T. Nicholson       For       For        Management
1.6   Elect  Director Gordon C. Smith           For       For        Management
1.7   Elect  Director William P. Weber          For       For        Management
2     Amend Employee Stock Purchase Plan        For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Approve Executive Incentive Bonus Plan    For       For        Management
5     Ratify Auditors                           For       For        Management


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William H. Gates III      For       For        Management
1.2   Elect  Director Steven A. Ballmer         For       For        Management
1.3   Elect  Director James I. Cash Jr., Ph.D.  For       For        Management
1.4   Elect  Director Raymond V. Gilmartin      For       For        Management
1.5   Elect  Director Ann McLaughlin Korologos  For       For        Management
1.6   Elect  Director David F. Marquardt        For       For        Management
1.7   Elect  Director Charles H. Noski          For       For        Management
1.8   Elect  Director Dr. Helmut Panke          For       For        Management
1.9   Elect  Director Jon A. Shirley            For       For        Management
2     Amend Bundled Compensation Plans          For       For        Management
3     Amend Bundled Compensation Plans          For       For        Management
4     Amend Stock Option Plan                   For       For        Management
5     Ratify Auditors                           For       For        Management


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

MILLENNIUM PHARMACEUTICALS, INC.

Ticker:       MLNM           Security ID:  599902103
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mark J. Levin             For       For        Management
1.2   Elect  Director A. Grant Heidrich, III    For       For        Management
1.3   Elect  Director Kenneth E. Weg            For       For        Management
2     Ratify Auditors                           For       For        Management


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

MOTOROLA, INC.

Ticker:       MOT            Security ID:  620076109
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Zander                  For       For        Management
1.2   Elect Director H. L. Fuller               For       For        Management
1.3   Elect Director J. Lewant                  For       For        Management
1.4   Elect Director W. Massey                  For       For        Management
1.5   Elect Director T. Meredith                For       For        Management
1.6   Elect Director N. Negroponte              For       For        Management
1.7   Elect Director I. Nooyi                   For       For        Management
1.8   Elect Director S. Scott III               For       For        Management
1.9   Elect Director R. Sommer                  For       For        Management
1.10  Elect Director J. Stengel                 For       For        Management
1.11  Elect Director D. Warner III              For       For        Management
1.12  Elect Director J. White                   For       For        Management
2     Limit Executive Compensation              Against   Against    Shareholder
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

NABI BIOPHARMACEUTICALS

Ticker:       NABI           Security ID:  629519109
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David L. Castaldi         For       For        Management
1.2   Elect  Director Geoffrey F. Cox, Ph.D.    For       For        Management
1.3   Elect  Director George W. Ebright         For       For        Management
1.4   Elect  Director Richard A. Harvey, Jr.    For       For        Management
1.5   Elect  Director Linda Jenckes             For       For        Management
1.6   Elect  Director Thomas H. McLain          For       For        Management
1.7   Elect  Director Stephen G. Sudovar        For       For        Management


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

NANOGEN, INC.

Ticker:       NGEN           Security ID:  630075109
Meeting Date: DEC 15, 2004   Meeting Type: Special
Record Date:  OCT 26, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Adjourn Meeting                           For       For        Management


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

NANOGEN, INC.

Ticker:       NGEN           Security ID:  630075109
Meeting Date: JUN 9, 2005    Meeting Type: Annual
Record Date:  APR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Howard C. Birndorf        For       For        Management
1.2   Elect  Director Robert E. Whalen          For       For        Management
1.3   Elect  Director Frank H. Jellinek Jr.     For       For        Management
1.4   Elect  Director William G. Gerber         For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

NATIONAL FINANCIAL PARTNERS CORP.

Ticker:       NFP            Security ID:  63607P208
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Stephanie W. Abramson     For       For        Management
1.2   Elect  Director Arthur S. Ainsberg        For       For        Management
1.3   Elect  Director Marc E. Becker            For       For        Management
1.4   Elect  Director Jessica M. Bibliowicz     For       For        Management
1.5   Elect  Director John A. Elliott           For       For        Management
1.6   Elect  Director Shari Loessberg           For       For        Management
1.7   Elect  Director Marc J. Rowan             For       For        Management
2     Ratify Auditors                           For       For        Management


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

NEW YORK COMMUNITY BANCORP, INC.

Ticker:       NYB            Security ID:  649445103
Meeting Date: JUN 1, 2005    Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dominick Ciampa           For       For        Management
1.2   Elect  Director William C. Frederick,     For       For        Management
      M.D.
1.3   Elect  Director Max L. Kupferberg         For       For        Management
1.4   Elect  Director Joseph L. Mancino         For       For        Management
1.5   Elect  Director Spiros J. Voutsinas       For       For        Management
2     Ratify Auditors                           For       For        Management


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

NOKIA CORP.

Ticker:       NKCAF          Security ID:  654902204
Meeting Date: APR 7, 2005    Meeting Type: Annual
Record Date:  FEB 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
2     APPROVAL OF THE INCOME STATEMENTS AND THE For       For        Management
      BALANCE SHEET.
3     APPROVAL OF A PROPOSAL TO THE ANNUAL      For       For        Management
      GENERAL MEETING OF A DIVIDEND OF EUR 0.33
      PER SHARE.
4     DISCHARGE OF THE CHAIRMAN, THE MEMBERS OF For       For        Management
      THE BOARD OF DIRECTORS, AND THE
      PRESIDENT, FROM LIABILITY.
6     PROPOSAL ON THE COMPOSITION OF THE BOARD  For       For        Management
      AS PROPOSED BY THE CORPORATE GOVERNANCE
      AND NOMINATION COMMITTEE.
7.1   Elect  Directors Paul J. Collins          For       For        Management
7.2   Elect  Directors Georg Ehrnrooth          For       For        Management
7.3   Elect  Directors Bengt Holmstrom          For       For        Management
7.4   Elect  Directors Per Karlsson             For       For        Management
7.5   Elect  Directors Jorma Ollila             For       For        Management
7.6   Elect  Directors Marjorie Scardino        For       For        Management
7.7   Elect  Directors Vesa Vainio              For       For        Management
7.8   Elect  Directors Arne Wessberg            For       For        Management
7.9   Elect  Directors Dan Hesse                For       For        Management
7.10  Elect  Directors Edouard Michelin         For       For        Management
8     APPROVAL OF THE REMUNERATION TO BE PAID   For       For        Management
      TO THE AUDITOR.
9     APPROVAL OF THE RE-ELECTION OF            For       For        Management
      PRICEWATERHOUSECOOPERS OY AS THE AUDITORS
      FOR FISCAL YEAR 2005.
10    APPROVAL OF THE PROPOSAL TO GRANT STOCK   For       For        Management
      OPTIONS TO SELECTED PERSONNEL OF THE
      COMPANY.
11    APPROVAL OF THE PROPOSAL OF THE BOARD TO  For       For        Management
      REDUCE THE SHARE CAPITAL THROUGH
      CANCELLATION OF NOKIA SHARES HELD BY
      COMPANY.
12    AUTHORIZATION TO THE BOARD TO INCREASE    For       For        Management
      THE SHARE CAPITAL OF THE COMPANY.
13    AUTHORIZATION TO THE BOARD TO REPURCHASE  For       For        Management
      NOKIA SHARES.
14    AUTHORIZATION TO THE BOARD TO DISPOSE     For       For        Management
      NOKIA SHARES HELD BY THE COMPANY.
15    MARK THE FOR BOX IF YOU WISH TO INSTRUCT  For       For        Management
      NOKIA S LEGAL COUNSELS TO VOTE IN THEIR
      DISCRETION ON YOUR BEHALF ONLY UPON ITEM
      15.


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

PALL CORP.

Ticker:       PLL            Security ID:  696429307
Meeting Date: NOV 17, 2004   Meeting Type: Annual
Record Date:  SEP 28, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John H.F. Haskell, Jr.    For       For        Management
1.2   Elect  Director Katharine L. Plourde      For       For        Management
1.3   Elect  Director Heywood Shelley           For       For        Management
1.4   Elect  Director Edward Travaglianti       For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     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       For        Management
1.10  Elect Director Henry A. McKinnell         For       For        Management
1.11  Elect Director Dana G. Mead               For       For        Management
1.12  Elect Director Ruth J. Simmons            For       For        Management
1.13  Elect Director William C. Steere, Jr.     For       For        Management
1.14  Elect Director Jean-Paul Valles           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Term Limits for Directors       Against   Against    Shareholder
4     Report on Pharmaceutical Price Restraint  Against   Against    Shareholder
5     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Product Availability in Canada  Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   For        Shareholder


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

QUANTUM CORP.

Ticker:       DSS            Security ID:  747906204
Meeting Date: SEP 2, 2004    Meeting Type: Annual
Record Date:  JUL 6, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard E. Belluzzo       For       For        Management
1.2   Elect  Director Michael A. Brown          For       For        Management
1.3   Elect  Director Alan L. Earhart           For       For        Management
1.4   Elect  Director Edward M. Esber, Jr.      For       For        Management
1.5   Elect  Director Kevin J. Kennedy          For       For        Management
1.6   Elect  Director Edward J. Sanderson       For       For        Management
1.7   Elect  Director Steven C. Wheelwright     For       For        Management
1.8   Elect  Director Mary A. Wilderotter       For       For        Management
2     Ratify Auditors                           For       For        Management


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

RF MICRO DEVICES, INC.

Ticker:       RFMD           Security ID:  749941100
Meeting Date: JUL 27, 2004   Meeting Type: Annual
Record Date:  JUN 4, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert A. Bruggeworth     For       For        Management
1.2   Elect  Director Daniel A. Dileo           For       For        Management
1.3   Elect  Director Dr. F. J. Leonberger      For       For        Management
1.4   Elect  Director David A. Norbury          For       For        Management
1.5   Elect  Director Dr. Albert E. Paladino    For       For        Management
1.6   Elect  Director William J. Pratt          For       For        Management
1.7   Elect  Director Erik H. Van Der Kaay      For       For        Management
1.8   Elect  Director Walter H. Wilkinson Jr.   For       For        Management
2     Ratify Auditors                           For       For        Management


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

RSA SECURITY INC.

Ticker:       RSAS           Security ID:  749719100
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard A. DeMillo        For       For        Management
1.2   Elect  Director Richard L. Earnest        For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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

SANDISK CORP.

Ticker:       SNDK           Security ID:  80004C101
Meeting Date: MAY 27, 2005   Meeting Type: Annual
Record Date:  MAR 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. Eli Harari            For       For        Management
1.2   Elect  Director Irwin Federman            For       For        Management
1.3   Elect  Director Catherine P. Lego         For       For        Management
1.4   Elect  Director Michael E. Marks          For       For        Management
1.5   Elect  Director Dr. James D. Meindl       For       For        Management
1.6   Elect  Director Alan F. Shugart           For       For        Management
2     Amend Stock Option Plan                   For       For        Management
3     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


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

STANDARD MICROSYSTEMS CORP.

Ticker:       SMSC           Security ID:  853626109
Meeting Date: JUL 14, 2004   Meeting Type: Annual
Record Date:  MAY 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Andrew M. Caggia          For       For        Management
1.2   Elect  Director Timothy P. Craig          For       For        Management
1.3   Elect  Director Ivan T. Frisch            For       For        Management
2     Approve Stock Option Plan                 For       Against    Management
3     Approve Restricted Stock Plan             For       For        Management
4     Approve Non-Employee Director Stock       For       For        Management
      Option Plan
5     Ratify Auditors                           For       For        Management


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

TERADYNE, INC.

Ticker:       TER            Security ID:  880770102
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James W. Bagley           For       For        Management
1.2   Elect  Director Michael A. Bradley        For       For        Management
1.3   Elect  Director Vincent M. O'Reilly       For       For        Management
2     Ratify Auditors                           For       For        Management


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

TIME WARNER INC

Ticker:       TWX            Security ID:  887317105
Meeting Date: MAY 20, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James L. Barksdale         For       For        Management
1.2   Elect Director Stephen F. Bollenbach      For       For        Management
1.3   Elect Director Stephen M. Case            For       For        Management
1.4   Elect Director Frank J. Caufield          For       For        Management
1.5   Elect Director Robert C. Clark            For       For        Management
1.6   Elect Director Jessica P. Einhorn         For       For        Management
1.7   Elect Director Miles R. Gilburne          For       For        Management
1.8   Elect Director Carla A. Hills             For       For        Management
1.9   Elect Director Reuben Mark                For       For        Management
1.10  Elect Director Michael A. Miles           For       For        Management
1.11  Elect Director Kenneth J. Novack          For       For        Management
1.12  Elect Director Richard D. Parsons         For       For        Management
1.13  Elect Director R. E. Turner               For       For        Management
1.14  Elect Director Francis T. Vincent, Jr     For       For        Management
1.15  Elect Director Deborah C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Against    Shareholder


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

TULARIK, INC.

Ticker:       TLRK           Security ID:  899165104
Meeting Date: AUG 12, 2004   Meeting Type: Special
Record Date:  JUN 25, 2004

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


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  902124106
Meeting Date: MAR 10, 2005   Meeting Type: Annual
Record Date:  JAN 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dennis C. Blair           For       For        Management
1.2   Elect  Director Edward D. Breen           For       For        Management
1.3   Elect  Director George W. Buckley         For       For        Management
1.4   Elect  Director Brian Duperreault         For       For        Management
1.5   Elect  Director Bruce S. Gordon           For       For        Management
1.6   Elect  Director Rajiv L. Gupta            For       For        Management
1.7   Elect  Director John A. Krol              For       For        Management
1.8   Elect  Director Mackey J. Mcdonald        For       For        Management
1.9   Elect  Director H. Carl Mccall            For       For        Management
1.10  Elect  Director Brendan R. O'Neill        For       For        Management
1.11  Elect  Director Sandra S. Wijnberg        For       For        Management
1.12  Elect  Director Jerome B. York            For       For        Management
2     Ratify Auditors                           For       For        Management


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas H. Kean            For       For        Management
1.2   Elect  Director Robert L. Ryan            For       For        Management
1.3   Elect  Director William G. Spears         For       For        Management
1.4   Elect  Director Gail R. Wilensky, Ph.D.   For       For        Management
2     Ratify Auditors                           For       For        Management
3     Performance- Based/Indexed Options        Against   For        Shareholder
4     Performance- Based/Indexed Options        Against   For        Shareholder


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

VALEANT PHARMACEUTICALS INTL.

Ticker:       VRX            Security ID:  91911X104
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  APR 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard H. Koppes         For       For        Management
1.2   Elect  Director Robert W. O'Leary         For       For        Management
1.3   Elect  Director Randy H. Thurman          For       For        Management
2     Ratify Auditors                           For       For        Management


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

VERITY, INC.

Ticker:       VRTY           Security ID:  92343C106
Meeting Date: SEP 30, 2004   Meeting Type: Annual
Record Date:  AUG 11, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Karl C. Powell, Jr.       For       For        Management
1.2   Elect  Director Gary J. Sbona             For       For        Management
1.3   Elect  Director John G. Schwarz           For       For        Management
2     Amend Employee Stock Purchase Plan        For       Against    Management
3     Ratify Auditors                           For       For        Management


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

VERTEX PHARMACEUTICALS INC.

Ticker:       VRTX           Security ID:  92532F100
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Roger W. Brimblecombe     For       For        Management
1.2   Elect  Director Stuart J.M. Collinson,    For       For        Management
      Ph.D.
1.3   Elect  Director Matthew W. Emmens         For       For        Management
2     Approve Increase in Size of Board         For       For        Management


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

VIACELL, INC.

Ticker:       VIAC           Security ID:  92554J105
Meeting Date: JUN 9, 2005    Meeting Type: Annual
Record Date:  APR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Barbara Bierer            For       For        Management
1.2   Elect  Director Denise Pollard-Knight     For       For        Management
1.3   Elect  Director James Tullis              For       For        Management


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

VIACOM INC.

Ticker:       VIA            Security ID:  925524308
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George S. Abrams          For       Withhold   Management
1.2   Elect  Director David R. Andelman         For       Withhold   Management
1.3   Elect  Director Joseph A. Califano, Jr.   For       For        Management
1.4   Elect  Director William S. Cohen          For       For        Management
1.5   Elect  Director Philippe P. Dauman        For       Withhold   Management
1.6   Elect  Director Alan C. Greenberg         For       Withhold   Management
1.7   Elect  Director Charles E. Phillips, Jr.  For       For        Management
1.8   Elect  Director Shari Redstone            For       Withhold   Management
1.9   Elect  Director Sumner M. Redstone        For       Withhold   Management
1.10  Elect  Director Frederic V. Salerno       For       Withhold   Management
1.11  Elect  Director William Schwartz          For       Withhold   Management
1.12  Elect  Director Robert D. Walter          For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Approve Non-Employee Director Restricted  For       Against    Management
      Stock Plan


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

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: FEB 11, 2005   Meeting Type: Annual
Record Date:  DEC 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John E. Bryson            For       For        Management
1.2   Elect  Director John S. Chen              For       For        Management
1.3   Elect  Director Michael D. Eisner         For       For        Management
1.4   Elect  Director Judith L. Estrin          For       For        Management
1.5   Elect  Director Robert A. Iger            For       For        Management
1.6   Elect  Director Fred H. Langhammer        For       For        Management
1.7   Elect  Director Aylwin B. Lewis           For       For        Management
1.8   Elect  Director Monica C. Lozano          For       For        Management
1.9   Elect  Director Robert W. Matschullat     For       For        Management
1.10  Elect  Director George J. Mitchell        For       For        Management
1.11  Elect  Director Leo J. O'Donovan, S.J.    For       For        Management
1.12  Elect  Director Gary L. Wilson            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Prohibit Greenmail Payments               Against   For        Shareholder
5     Report on Vendor Standards in China       Against   Against    Shareholder


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

WEATHERFORD INTL LTD

Ticker:       WFT            Security ID:  G95089101
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nicholas F. Brady         For       Did Not    Management
                                                          Vote
1.2   Elect  Director David J. Butters          For       Did Not    Management
                                                          Vote
1.3   Elect  Director Bernard J. Duroc-Danner   For       Did Not    Management
                                                          Vote
1.4   Elect  Director Sheldon B. Lubar          For       Did Not    Management
                                                          Vote
1.5   Elect  Director William E. Macaulay       For       Did Not    Management
                                                          Vote
1.6   Elect  Director Robert B. Millard         For       Did Not    Management
                                                          Vote
1.7   Elect  Director Robert K. Moses, Jr.      For       Did Not    Management
                                                          Vote
1.8   Elect  Director Robert A. Rayne           For       Did Not    Management
                                                          Vote
2     APPOINTMENT OF ERNST & YOUNG LLP AS       For       Did Not    Management
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING            Vote
      FIRM FOR THE YEAR ENDING DECEMBER 31,
      2005, AND AUTHORIZATION OF THE AUDIT
      COMMITTEE OF THE BOARD OF DIRECTORS TO
      SET ERNST & YOUNG LLP S REMUNERATION.


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

WORLD WRESTLING ENTERTAINMENT, INC.

Ticker:       WWE            Security ID:  98156Q108
Meeting Date: SEP 23, 2004   Meeting Type: Annual
Record Date:  JUL 26, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Vincent K. McMahon        For       For        Management
1.2   Elect  Director Linda E. McMahon          For       For        Management
1.3   Elect  Director Robert A. Bowman          For       For        Management
1.4   Elect  Director David Kenin               For       For        Management
1.5   Elect  Director Joseph Perkins            For       For        Management
1.6   Elect  Director Michael B. Solomon        For       For        Management
1.7   Elect  Director Lowell P. Weicker, Jr.    For       For        Management
1.8   Elect  Director Philip B. Livingston      For       For        Management
2     Approve Option Exchange Program           For       For        Management
3     Ratify Auditors                           For       For        Management




============ TRAVELERS SERIES FUND INC. - SMITH BARNEY HIGH INCOME =============
============                       PORTFOLIO                       =============


AIRGATE PCS, INC.

Ticker:       PCSAD          Security ID:  009367301
Meeting Date: FEB 15, 2005   Meeting Type: Special
Record Date:  JAN 12, 2005

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


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

ALAMOSA HOLDINGS, INC.

Ticker:       APCS           Security ID:  011589207
Meeting Date: FEB 15, 2005   Meeting Type: Special
Record Date:  JAN 12, 2005

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


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

ALAMOSA HOLDINGS, INC.

Ticker:       APCS           Security ID:  011589108
Meeting Date: JUN 2, 2005    Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Kendall W. Cowan          For       For        Management
1.2   Elect  Director Schuyler B. Marshall      For       For        Management
1.3   Elect  Director Thomas F. Riley           For       For        Management
1.4   Elect  Director Jane E. Shivers           For       For        Management
2     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

CROWN CASTLE INTERNATIONAL CORP.

Ticker:       CCI            Security ID:  228227104
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dale N. Hatfield          For       For        Management
1.2   Elect  Director Lee W. Hogan              For       For        Management
1.3   Elect  Director Robert F. McKenzie        For       For        Management
1.4   Elect  Director Robert E. Garrison, II    For       For        Management
2     Ratify Auditors                           For       For        Management


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

FREESCALE SEMICONDUCTOR, INC.

Ticker:       FSL            Security ID:  35687M206
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director H. Raymond Bingham        For       For        Management
1.2   Elect  Director Stephen P. Kaufman        For       For        Management
2     Amend Articles                            For       For        Management
3     Amend Bylaws                              For       For        Management
4     Approve Omnibus Stock Plan                For       Against    Management
5     Ratify Auditors                           For       For        Management


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

MOTOROLA, INC.

Ticker:       MOT            Security ID:  620076109
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Zander                  For       For        Management
1.2   Elect Director H. L. Fuller               For       For        Management
1.3   Elect Director J. Lewant                  For       For        Management
1.4   Elect Director W. Massey                  For       For        Management
1.5   Elect Director T. Meredith                For       For        Management
1.6   Elect Director N. Negroponte              For       For        Management
1.7   Elect Director I. Nooyi                   For       For        Management
1.8   Elect Director S. Scott III               For       For        Management
1.9   Elect Director R. Sommer                  For       For        Management
1.10  Elect Director J. Stengel                 For       For        Management
1.11  Elect Director D. Warner III              For       For        Management
1.12  Elect Director J. White                   For       For        Management
2     Limit Executive Compensation              Against   Against    Shareholder
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

NORTHROP GRUMMAN CORP.

Ticker:       NOC            Security ID:  666807102
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Phillip Frost              For       For        Management
1.2   Elect Director John B. Slaughter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend Nonemployee Director Plan (Stock    For       For        Management
      Awards in Lieu of Cash)
5     Adopt Simply Majority Vote Requirement    Against   For        Shareholder


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

TELEWEST GLOBAL, INC.

Ticker:       TLWT           Security ID:  87956T107
Meeting Date: MAY 9, 2005    Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Barry R. Elson            For       For        Management
1.2   Elect  Director Michael J. McGuiness      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management




========= TRAVELERS SERIES FUND INC. - SMITH BARNEY INTERNATIONAL ALL ==========
=========                    CAP GROWTH PORTFOLIO                     ==========


AXA (FORMERLY AXA-UAP)

Ticker:       AXA            Security ID:  F06106102
Meeting Date: APR 20, 2005   Meeting Type: Annual/Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       Did Not    Management
      Statutory Reports                                   Vote
2     Accept Consolidated Financial Statements  For       Did Not    Management
      and Statutory Reports                               Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 0.61 per Share                     Vote
4     Approve Accounting Transfer from Special  For       Did Not    Management
      Long-Term Capital Gains Account to                  Vote
      Ordinary Reserve
5     Approve Special Auditors' Report          For       Did Not    Management
      Regarding Related-Party Transactions                Vote
6     Confirm Resignation and Non-Reelection of For       Did Not    Management
      Thierry Breton as Supervisory Board                 Vote
      Member
7     Reelect Anthony Hamilton as Supervisory   For       Did Not    Management
      Board Member                                        Vote
8     Reelect Henri Lachmann as Supervisory     For       Did Not    Management
      Board Member                                        Vote
9     Reelect Michel Pebereau as Supervisory    For       Did Not    Management
      Board Member                                        Vote
10    Ratify Appointment of Leo Apotheker as    For       Did Not    Management
      Supervisory Board Member                            Vote
11    Elect Jacques de Chateauvieux as          For       Did Not    Management
      Supervisory Board Member                            Vote
12    Elect Dominique Reiniche as Supervisory   For       Did Not    Management
      Board Member                                        Vote
13    Approve Remuneration of Directors in the  For       Did Not    Management
      Aggregate Amount of EUR 1 Million                   Vote
14    Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
15    Authorize Capitalization of Reserves of   For       Did Not    Management
      Up to EUR 1 Billion for Bonus Issue or              Vote
      Increase in Par Value
16    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities with Preemptive            Vote
      Rights up to Aggregate Nominal Amount of
      EUR 1.5 Billion
17    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities without                    Vote
      Preemptive Rights up to Aggregate Nominal
      Amount of EUR 1 Billion
18    Authorize Management Board to Set Issue   For       Did Not    Management
      Price for Ten Percent of Issued Capital             Vote
      Pursuant to Issue Authority without
      Preemptive Rights
19    Authorize Board to Increase Capital in    For       Did Not    Management
      the Event of Demand Exceeding Amounts               Vote
      Submitted to Shareholder Vote Above
20    Authorize Capital Increase of Up to EUR 1 For       Did Not    Management
      Billion for Future Exchange Offers                  Vote
21    Authorize Capital Increase of Up to Ten   For       Did Not    Management
      Percent of Issued Capital for Future                Vote
      Exchange Offers
22    Authorize Issuance of Equity Upon         For       Did Not    Management
      Conversion of a Subsidiary's                        Vote
      Equity-Linked Securities
23    Approve Issuance of Securities            For       Did Not    Management
      Convertible into Debt                               Vote
24    Approve Capital Increase Reserved for     For       Did Not    Management
      Employees Participating in                          Vote
      Savings-Related Share Purchase Plan
25    Authorize Up to 0.5 Percent of Issued     For       Did Not    Management
      Capital for Use in Restricted Stock Plan            Vote
26    Approve Stock Option Plan Grants          For       Did Not    Management
                                                          Vote
27    Approve Reduction in Share Capital via    For       Did Not    Management
      Cancellation of Repurchased Shares                  Vote
28    Amend Articles of Association Re:         For       Did Not    Management
      Definition of Related-Party Transactions            Vote
29    Amend Articles Re: Stock Option and       For       Did Not    Management
      Restricted Stock Plans                              Vote
30    Authorize Filing of Required              For       Did Not    Management
      Documents/Other Formalities                         Vote


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

BANCO BILBAO VIZCAYA ARGENTARIA

Ticker:       AGR            Security ID:  E11805103
Meeting Date: FEB 26, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Individual and Consolidated       For       For        Management
      Financial Statements, Allocation of
      Income and Distribution of Dividend, and
      Discharge Directors
2     Fix Number of Directors; Reelect          For       For        Management
      Directors
3     Authorize Additional Issuance of          For       For        Management
      Nonconvertible Bonds up to Aggregate
      Nominal Amount of EUR 50 Billion
4     Authorize Repurchase of Shares By Company For       For        Management
      and/or Subsidiaries
5     Reelect Deloitte & Touche Espana, S.L. as For       For        Management
      Auditors
6     Authorize Board to Ratify and Execute     For       For        Management
      Approved Resolutions


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

BANCO BILBAO VIZCAYA ARGENTARIA

Ticker:       AGR            Security ID:  E11805103
Meeting Date: FEB 27, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Individual and Consolidated       For       Did Not    Management
      Financial Statements, Allocation of                 Vote
      Income and Distribution of Dividend, and
      Discharge Directors
2     Fix Number of Directors; Reelect          For       Did Not    Management
      Directors                                           Vote
3     Authorize Additional Issuance of          For       Did Not    Management
      Nonconvertible Bonds up to Aggregate                Vote
      Nominal Amount of EUR 50 Billion
4     Authorize Repurchase of Shares By Company For       Did Not    Management
      and/or Subsidiaries                                 Vote
5     Reelect Deloitte & Touche Espana, S.L. as For       Did Not    Management
      Auditors                                            Vote
6     Authorize Board to Ratify and Execute     For       Did Not    Management
      Approved Resolutions                                Vote


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

BANCO BILBAO VIZCAYA ARGENTARIA

Ticker:       AGR            Security ID:  E11805103
Meeting Date: JUN 13, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Authorize EUR 260.3 Million Increase in   For       For        Management
      Capital Through the Issuance of 531.1
      Million New Ordinary Shares without
      Preemptive Rights Re: Share Exchange
      Resulting from Tender Offer for Shares of
      Banca Nazionale del Lavoro; Amend Article
      5 Accordingly
2     Authorize Board to Ratify and Execute     For       For        Management
      Approved Resolutions


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

BANK OF PIRAEUS S.A.

Ticker:                      Security ID:  X06397107
Meeting Date: APR 7, 2005    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports for Fiscal Year Ended Dec. 31,
      2004
2     Approve Discharge of Board and Auditors   For       For        Management
      for Fiscal Year Ended Dec. 31, 2004
3     Approve Remuneration of Directors and     For       For        Management
      Executive Bank Officers
4     Preapprove Remuneration of Directors for  For       For        Management
      2005
5     Approve Principal and Substitute Auditors For       For        Management
      for Fiscal Year Ending Dec. 31, 2005
6     Ratify Election of Members of the Board   For       For        Management
      in Replacement of Resinged Directors
7     Elect Directors; Designate Independent    For       For        Management
      Board Members
8     Codification of Company's Articles of     For       For        Management
      Association
9     Approve Stock Option Plan At Exercise     For       For        Management
      Price of EUR 15.44 Per Share
10    Authorize Share Repurchase Program        For       For        Management
11    Authorize Board and Managers of the       For       For        Management
      Company to Participate in Boards and
      Management of Similar Companies
12    Other Business (Non-Voting)               None      None       Management


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

BANK OF PIRAEUS S.A.

Ticker:                      Security ID:  X06397107
Meeting Date: MAY 16, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Stock Option Plan at Exercise     For       Did Not    Management
      Price of EUR 15.44 per Share                        Vote


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

BASF AG

Ticker:                      Security ID:  D06216101
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      Did Not    Management
      Statutory Reports for Fiscal Year 2004              Vote
2     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 1.70 per Share                     Vote
3     Approve Discharge of Supervisory Board    For       Did Not    Management
      for Fiscal Year 2004                                Vote
4     Approve Discharge of Management Board for For       Did Not    Management
      Fiscal Year 2004                                    Vote
5     Ratify Deloitte & Touche GmbH as Auditors For       Did Not    Management
      for Fiscal Year 2005                                Vote
6     Authorize Repurchase of up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
7     Authorize Use of Financial Derivatives    For       Did Not    Management
      when Repurchasing Shares                            Vote
8     Amend Articles Re: Calling of and         For       Did Not    Management
      Registration for Shareholder Meetings due           Vote
      to Proposed Changes in German Law
      (Company Integrity and Modernization of
      Shareholder Lawsuits Regulation)


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

BOC GROUP PLC, THE

Ticker:       BOX            Security ID:  G12068113
Meeting Date: JAN 14, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Dividend Policy                   For       For        Management
3     Elect Guy Dawson as Director              For       For        Management
4     Elect Anne Quinn as Director              For       For        Management
5     Elect Iain Napier as Director             For       For        Management
6     Re-elect Tony Issac as Director           For       For        Management
7     Re-elect Rob Margetts as Director         For       For        Management
8     Reelect Raj Rajagopal as Director         For       For        Management
9     Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors of the Company
10    Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
11    Approve Remuneration Report               For       For        Management
12    Approve The BOC Group UK Savings-Related  For       For        Management
      Share Option Scheme 2005
13    Approve The BOC Group Share Matching Plan For       For        Management
14    Amend The BOC Group Long-Term Incentive   For       For        Management
      Plan
15    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 18,580,720
16    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 6,235,319.25
17    Authorise 49,882,554 Shares for Market    For       For        Management
      Purchase


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

BP PLC  (FORM. BP AMOCO PLC )

Ticker:       BP.            Security ID:  G12793181
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Re-elect David Allen as Director          For       For        Management
2     Re-elect Lord Browne of Madingley as      For       For        Management
      Director
3     Re-elect John Bryan as Director           For       For        Management
4     Re-elect Antony Burgmans as Director      For       For        Management
5     Elect Iain Conn as Director               For       For        Management
6     Re-elect Erroll Davis, Jr. as Director    For       For        Management
7     Elect Douglas Flint as Director           For       For        Management
8     Re-elect Byron Grote as Director          For       For        Management
9     Re-elect Tony Hayward as Director         For       For        Management
10    Re-elect DeAnne Julius as Director        For       For        Management
11    Elect Sir Tom McKillop as Director        For       For        Management
12    Re-elect John Manzoni as Director         For       For        Management
13    Re-elect Walter Massey as Director        For       For        Management
14    Re-elect Michael Miles as Director        For       For        Management
15    Re-elect Sir Ian Prosser as Director      For       For        Management
16    Re-elect Michael Wilson as Director       For       For        Management
17    Re-elect Peter Sutherland as Director     For       For        Management
18    Reappoint Ernst & Young LLP as Auditors   For       For        Management
      and Authorise the Board to Determine
      Their Remuneration
19    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      USD 1,770 Million
20    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 256 Million
21    Authorise 2.1 Billion Ordinary Shares for For       For        Management
      Market Purchase
22    Approve Remuneration Report               For       For        Management
23    Approve Share Incentive Plan              For       For        Management
24    Accept Financial Statements and Statutory For       For        Management
      Reports


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

CANON INC.

Ticker:       CAJ            Security ID:  J05124144
Meeting Date: MAR 30, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 25,
      Final JY 40, Special JY 0
2     Amend Articles to: Expand Business Lines  For       Against    Management
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
3.10  Elect Director                            For       For        Management
3.11  Elect Director                            For       For        Management
3.12  Elect Director                            For       For        Management
3.13  Elect Director                            For       For        Management
3.14  Elect Director                            For       For        Management
3.15  Elect Director                            For       For        Management
3.16  Elect Director                            For       For        Management
3.17  Elect Director                            For       For        Management
3.18  Elect Director                            For       For        Management
3.19  Elect Director                            For       For        Management
3.20  Elect Director                            For       For        Management
3.21  Elect Director                            For       For        Management
3.22  Elect Director                            For       For        Management
3.23  Elect Director                            For       For        Management
3.24  Elect Director                            For       For        Management
3.25  Elect Director                            For       For        Management
4     Approve Retirement Bonuses for Directors  For       For        Management


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

CAPITA GROUP PLC

Ticker:                      Security ID:  G1846J107
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Remuneration Report               For       Did Not    Management
                                                          Vote
3     Approve Final Dividend of 3.6 Pence Per   For       Did Not    Management
      Ordinary Share                                      Vote
4     Re-elect Paul Pindar as Director          For       Did Not    Management
                                                          Vote
5     Re-elect Paddy Doyle as Director          For       Did Not    Management
                                                          Vote
6     Elect Martina King as Director            For       Did Not    Management
                                                          Vote
7     Reappoint Ernst & Young LLP as Auditors   For       Did Not    Management
      of the Company                                      Vote
8     Authorise Board to Fix Remuneration of    For       Did Not    Management
      the Auditors                                        Vote
9     Authorise the Establishment of the 2005   For       Did Not    Management
      Deferred Annual Bonus Plan                          Vote
10    Authorise Issue of Equity or              For       Did Not    Management
      Equity-Linked Securities with Pre-emptive           Vote
      Rights up to Aggregate Nominal Amount of
      GBP 4,379,478
11    Authorise Issue of Equity or              For       Did Not    Management
      Equity-Linked Securities without                    Vote
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 670,837
12    Authorise 66,355,727 Ordinary Shares for  For       Did Not    Management
      Market Purchase                                     Vote


**The Fund has been informed by its custodian that due to a vote execution
processing problem with the custodian's agent in the U.K., the Advisor's or
Subadvisor's, as the case may be, voting instructions with respect to this
shareholder meeting were not carried out.**
- --------------------------------------------------------------------------------

COMPASS GROUP PLC

Ticker:                      Security ID:  G23296182
Meeting Date: FEB 14, 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     Approve Final Dividend of 6.2 Pence Per   For       For        Management
      Share
4     Elect Steve Lucas as Director             For       For        Management
5     Elect Andrew Martin as Director           For       For        Management
6     Re-elect Peter Cawdron as Director        For       For        Management
7     Re-elect Alain Dupuis as Director         For       For        Management
8     Re-elect Val Gooding as Director          For       For        Management
9     Reappoint Deloitte & Touche LLP as        For       For        Management
      Auditors of the Company
10    Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
11    Approve Compass Group PLC Share Bonus     For       For        Management
      Matching Plan
12    Authorise EU Political Donations and      For       For        Management
      Expenditure up to Aggregate Nominal
      Amount of GBP 125,000
13    Approve Reduction of the Authorised Share For       For        Management
      Capital of the Company from GBP
      300,050,998 to GBP 300,001,000 By
      Cancelling Each Authorised but Unissued
      Non-Voting Redeemable Preference Share of
      GBP 1
14    Adopt New Articles of Association         For       For        Management
15    Authorise Issuance of Equity or           For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 10.7 Million
16    Authorise 215,540,302 Shares for Market   For       For        Management
      Purchase


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

CRH PLC

Ticker:       CRHCY          Security ID:  G25508105
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAY 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Declare Dividend                          For       For        Management
3a    Elect T.W. Hill as Director               For       For        Management
3b    Elect D.M. Kennedy as Director            For       For        Management
3c    Elect K. McGowan as Director              For       For        Management
3d    Elect A. O'Brien as Director              For       For        Management
3e    Elect J.L. Wittstock as Director          For       For        Management
3f    Elect N. Hartery as Director              For       For        Management
3g    Elect J.M.C. O'Connor as Director         For       For        Management
4     Authorize Board to Fix Remuneration of    For       For        Management
      Auditors
5     Approve Remuneration of Directors         For       For        Management
6     Authorize Share Repurchase Program of 10% For       For        Management
      of Outstanding Ordinary Share Capital
7     Authorize Reissuance of Repurchased       For       For        Management
      Shares
8     Approve Issuance of Equity or             For       For        Management
      Equity-Linked Securities without
      Preemptive Rights up to the Aggregate
      Nominal Value of EUR 9,056,000


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

DAIICHIKOSHO CO., LTD.

Ticker:                      Security ID:  J0962F102
Meeting Date: JUN 26, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 20, Special JY 20
2     Amend Articles to: Expand Business Lines  For       For        Management
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
4     Approve Retirement Bonuses for Directors  For       For        Management
5     Approve Adjustment to Aggregate           For       For        Management
      Compensation Ceiling for Directors


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

DBS GROUP HOLDINGS LTD. (FORMERLY DEVELOPMENT BANK OF SINGAPORE)

Ticker:                      Security ID:  Y20246107
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Adopt Financial Statements and Directors' For       For        Management
      and Auditors' Reports for the Year Ended
      December 31, 2004
2a    Declare Final Dividend of SGD 0.22 Per    For       For        Management
      Ordinary Share
2b    Declare Final Dividend of SGD 0.12 Per    For       For        Management
      Non-Voting Convertible Preference Share
2c    Declare Final Dividend of SGD 0.12 Per    For       For        Management
      Non-Voting Redeemable Convertible
      Preference Share
3     Approve Directors' Fees of SGD 976,689    For       For        Management
      for 2004 (2003: SGD 647,851)
4     Appoint Ernst & Young as Auditors and     For       For        Management
      Authorize Board to Fix Their Remuneration
5a1   Reelect Jackson Tai as Director           For       For        Management
5a2   Reelect CY Leung as Director              For       For        Management
5a3   Reelect Peter Ong as Director             For       For        Management
5a4   Reelect John Ross as Director             For       For        Management
5b1   Reelect Ang Kong Hua as Director          For       For        Management
5b2   Reelect Goh Geok Ling as Director         For       For        Management
5b3   Reelect Wong Ngit Liong as Director       For       For        Management
6a    Approve Issuance of Shares and Grant of   For       Against    Management
      Options Pursuant to the DBSH Share Option
      Plan
6b    Approve Issuance of Shares and Grant of   For       Against    Management
      Options Pursuant to the DBSH Performance
      Share Plan
6c    Approve Issuance of Shares without        For       For        Management
      Preemptive Rights


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

DBS GROUP HOLDINGS LTD. (FORMERLY DEVELOPMENT BANK OF SINGAPORE)

Ticker:                      Security ID:  Y20246107
Meeting Date: APR 29, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Authorize Share Repurchase Program        For       For        Management


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

DENTSU INC.

Ticker:                      Security ID:  J1207N108
Meeting Date: JUN 29, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 500,
      Final JY 1000, Special JY 0
2.1   Elect Director                            For       For        Management
2.2   Elect Director                            For       For        Management
2.3   Elect Director                            For       For        Management
2.4   Elect Director                            For       For        Management
2.5   Elect Director                            For       For        Management
2.6   Elect Director                            For       For        Management
2.7   Elect Director                            For       For        Management
2.8   Elect Director                            For       For        Management
2.9   Elect Director                            For       For        Management
2.10  Elect Director                            For       For        Management
2.11  Elect Director                            For       For        Management
2.12  Elect Director                            For       For        Management
2.13  Elect Director                            For       For        Management
2.14  Elect Director                            For       For        Management
2.15  Elect Director                            For       For        Management
2.16  Elect Director                            For       For        Management


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

DOWA MINING CO. LTD.

Ticker:                      Security ID:  J12432126
Meeting Date: JUN 28, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 10, Special JY 0
2.1   Elect Director                            For       For        Management
2.2   Elect Director                            For       For        Management
2.3   Elect Director                            For       For        Management
2.4   Elect Director                            For       For        Management
2.5   Elect Director                            For       For        Management
2.6   Elect Director                            For       For        Management
2.7   Elect Director                            For       For        Management
3     Appoint Alternate Internal Statutory      For       For        Management
      Auditor
4     Approve Retirement Bonuses for Directors  For       For        Management


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

EFG EUROBANK S.A.

Ticker:                      Security ID:  X1898P101
Meeting Date: APR 18, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Stock Option Plan for Directors   For       Did Not    Management
      and Employees of the Company and Company            Vote
      Subsidiaries


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

EFG EUROBANK S.A.

Ticker:                      Security ID:  X1898P101
Meeting Date: APR 5, 2005    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       For        Management
      Statutory Reports For Fiscal Year Ended
      December 31, 2004; Approve Allocation of
      Income
2     Approve Stock Option Plan for Directors   For       Against    Management
      and Employees
3     Approve Discharge Of Board and Auditors   For       For        Management
      for Fiscal Year Ended December 31, 2004
4     Approve Auditors for Fiscal Year Ending   For       For        Management
      Dec. 31, 2005 and Authorize Board to Fix
      Their Remuneration
5     Approve Remuneration of Directors         For       For        Management
6     Authorize Share Repurchase Program        For       For        Management
7     Authorize Board and Managers of the       For       For        Management
      Company to Participate in Boards and
      Management of Similar Companies


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

ESSILOR INTERNATIONAL

Ticker:                      Security ID:  F31668100
Meeting Date: MAY 13, 2005   Meeting Type: Annual/Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       Did Not    Management
      Discharge Directors                                 Vote
2     Accept Consolidated Financial Statements  For       Did Not    Management
      and Discharge Directors                             Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 0.76 per Share                     Vote
4     Approve Special Auditors' Report          For       Did Not    Management
      Regarding Related-Party Transactions                Vote
5     Reelect Philippe Alfroid as Director      For       Did Not    Management
                                                          Vote
6     Reelect Alain Aspect as Director          For       Did Not    Management
                                                          Vote
7     Reelect Jean-Pierre Martin as Director    For       Did Not    Management
                                                          Vote
8     Reelect Bertrand Roy as Director          For       Did Not    Management
                                                          Vote
9     Elect Dominique Reiniche as Director      For       Did Not    Management
                                                          Vote
10    Elect Michel Rose as Director             For       Did Not    Management
                                                          Vote
11    Approve Remuneration of Directors in the  For       Did Not    Management
      Aggregate Amount of EUR 225,000                     Vote
12    Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
13    Authorize Filing of Required              For       Did Not    Management
      Documents/Other Formalities                         Vote
14    Approve Reduction in Share Capital via    For       Did Not    Management
      Cancellation of Repurchased Shares                  Vote
15    Approve Stock Option Plan Grants          For       Did Not    Management
                                                          Vote
16    Approve of Up to One Percent of Issued    For       Did Not    Management
      Capital for Use in Restricted Stock Plan            Vote
17    Set Global Limit for Stock Option and     For       Did Not    Management
      Restricted Plan at Three Percent of                 Vote
      Issued Capital
18    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities with Preemptive            Vote
      Rights up to Aggregate Nominal Amount of
      EUR 25 Million
19    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities without                    Vote
      Preemptive Rights up to Aggregate Nominal
      Amount of EUR 7 Million
20    Authorize Board to Increase Capital in    For       Did Not    Management
      the Event of Demand Exceeding Amounts               Vote
      Proposed in Items 18 and 19
21    Authorize Capitalization of Reserves of   For       Did Not    Management
      Up to EUR 300 Million for Bonus Issue or            Vote
      Increase in Par Value
22    Approve Capital Increase Reserved for     For       Did Not    Management
      Employees Participating in                          Vote
      Savings-Related Share Purchase Plan
23    Authorize Filing of Required              For       Did Not    Management
      Documents/Other Formalities                         Vote


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

GRAFTON GROUP PLC

Ticker:                      Security ID:  G4035Q189
Meeting Date: MAY 9, 2005    Meeting Type: Annual
Record Date:  MAY 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive and Consider Financial Statements For       For        Management
2a    Reelect Anthony Collins as Director       For       For        Management
2b    Reelect Gillian Bowler as Director        For       For        Management
2c    Reelect Richard W. Jewson as Director     For       For        Management
2d    Reelect Fergus Malone as Director         For       For        Management
2e    Reelect Leo Martin as Director            For       For        Management
3     Authorize Board to Fix Remuneration of    For       For        Management
      Auditors
4     Authorize Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Preemptive
      Rights up to the Authorized but Unissued
      Share Capital
5     Authorize Board to Allot Equity           For       For        Management
      Securities for Cash without Preemptive
      Rights up to an Aggregate Nominal Amount
      of 5 Percent of Issued and Outstanding
      Ordinary Share Capital
6     Authorize Repurchase of Up to 10 Percent  For       For        Management
      of Issued Share Capital
7     Authorize Reissuance of Repurchased       For       For        Management
      Shares
8     Authorize and Renew Contingent Purchase   For       For        Management
      Contract Relating to 'A' Ordinary Shares
9     Amend 1999 Grafton Group Share Scheme     For       Against    Management
10    Approve Remuneration of Directors         For       For        Management


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

GROUPE DANONE

Ticker:       DA             Security ID:  F12033134
Meeting Date: APR 22, 2005   Meeting Type: Annual/Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       Did Not    Management
      Statutory Reports                                   Vote
2     Accept Consolidated Financial Statements  For       Did Not    Management
      and Statutory Reports                               Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 1.35 per Share                     Vote
4     Approve Special Auditors' Report          For       Did Not    Management
      Regarding Related-Party Transactions                Vote
5     Reelect Bruno Bonnell as Director         For       Did Not    Management
                                                          Vote
6     Reelect Michel David-Weill as Director    For       Did Not    Management
                                                          Vote
7     Reelect Jacques Nahmias as Director       For       Did Not    Management
                                                          Vote
8     Reelect Jacques Vincent as Director       For       Did Not    Management
                                                          Vote
9     Reelect Hirokatsu Hirano as Director      For       Did Not    Management
                                                          Vote
10    Reelect Jean Laurent as Director          For       Did Not    Management
                                                          Vote
11    Elect Bernard Hours as Director           For       Did Not    Management
                                                          Vote
12    Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
13    Authorize Issuance of Bonds/Debentures in For       Did Not    Management
      the Aggregate Value of EUR 2 Billion                Vote
14    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities with Preemptive            Vote
      Rights up to Aggregate Nominal Amount of
      EUR 45 Million
15    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities without                    Vote
      Preemptive Rights up to Aggregate Nominal
      Amount of EUR 33 Million
16    Authorize Board to Increase Capital in    For       Did Not    Management
      the Event of Demand Exceeding Amounts               Vote
      Proposed in Items 14 and 15
17    Authorize Capital Increase of Up to EUR   For       Did Not    Management
      33 Million for Future Exchange Offers               Vote
18    Authorize Capital Increase of Up to Ten   For       Did Not    Management
      Percent of Issued Capital for Future                Vote
      Exchange Offers
19    Authorize Issuance of Securities          For       Did Not    Management
      Convertible Into Debt                               Vote
20    Authorize Capitalization of Reserves of   For       Did Not    Management
      Up to EUR 33 Million for Bonus Issue or             Vote
      Increase in Par Value
21    Approve Capital Increase Reserved for     For       Did Not    Management
      Employees Participating in                          Vote
      Savings-Related Share Purchase Plan
22    Approve Stock Option Plan Grants          For       Did Not    Management
                                                          Vote
23    Authorize Issuance of Up to 0.4 Percent   For       Did Not    Management
      of Issued Capital For Restricted Stock              Vote
      Plan
24    Approve Reduction in Share Capital via    For       Did Not    Management
      Cancellation of Repurchased Shares                  Vote
25    Authorize Filing of Required              For       Did Not    Management
      Documents/Other Formalities                         Vote


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

HONDA MOTOR CO. LTD.

Ticker:       HMCL           Security ID:  J22302111
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 28,
      Final JY 37, Special JY 0
2     Amend Articles to: Reduce Maximum Board   For       For        Management
      Size - Decrease Authorized Capital to
      Reflect Share Repurchase
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
3.10  Elect Director                            For       For        Management
3.11  Elect Director                            For       For        Management
3.12  Elect Director                            For       For        Management
3.13  Elect Director                            For       For        Management
3.14  Elect Director                            For       For        Management
3.15  Elect Director                            For       For        Management
3.16  Elect Director                            For       For        Management
3.17  Elect Director                            For       For        Management
3.18  Elect Director                            For       For        Management
3.19  Elect Director                            For       For        Management
3.20  Elect Director                            For       For        Management
3.21  Elect Director                            For       For        Management
4     Appoint Internal Statutory Auditor        For       For        Management
5     Appoint External Auditors                 For       For        Management
6     Approve Reduction in Aggregate            For       For        Management
      Compensation Ceiling for Directors
7     Approve Payment of Annual Bonuses to      For       For        Management
      Directors and Statutory Auditors
8     Approve Retirement Bonuses for Directors  For       For        Management


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

HOYA CORP.

Ticker:                      Security ID:  J22848105
Meeting Date: JUN 17, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Articles to: Decrease Authorized    For       For        Management
      Capital to Reflect Share Repurchase and
      Cancellation
2.1   Elect Director                            For       For        Management
2.2   Elect Director                            For       For        Management
2.3   Elect Director                            For       For        Management
2.4   Elect Director                            For       For        Management
2.5   Elect Director                            For       For        Management
2.6   Elect Director                            For       For        Management
2.7   Elect Director                            For       For        Management
2.8   Elect Director                            For       For        Management
3     Approve Executive Stock Option Plan       For       For        Management
4     Appoint External Audit Firm               For       For        Management


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

HSBC HOLDINGS PLC

Ticker:                      Security ID:  G4634U169
Meeting Date: MAY 27, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2.a   Re-elect Sir John Bond as Director        For       For        Management
2.b   Re-elect R Ch'ien as Director             For       For        Management
2.c   Re-elect J Coombe as Director             For       For        Management
2.d   Re-elect Baroness Dunn as Director        For       For        Management
2.e   Re-elect D Flint as Director              For       For        Management
2.f   Re-elect J Hughes-Hallet as Director      For       For        Management
2.g   Re-elect Sir Brian Moffat as Director     For       For        Management
2.h   Re-elect S Newton as Director             For       For        Management
2.i   Re-elect H Sohmen as Director             For       For        Management
3     Reappoint KPMG Audit Plc as Auditors and  For       For        Management
      Authorise the Board to Determine Their
      Remuneration
4     Approve Remuneration Report               For       For        Management
5     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 100,000 (Preference Shares); USD
      100,000 (Preference Shares); EUR 100,000
      (Preference Shares); and USD
      1,119,000,000 (Oridnary Shares)
6     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 279,750,000
7     Authorise 1,119,000,000 Ordinary Shares   For       For        Management
      for Market Purchase
8     Amend HSBC Holdings Savings-Related Share For       For        Management
      Option Plan
9     Amend HSBC Holdings Savings-Related Share For       For        Management
      Option Plan: International
10    Approve the HSBC US Employee Stock Plan   For       For        Management
11    Approve the HSBC Share Plan               For       For        Management
12    Amend Articles of Association Re:         For       For        Management
      Statutory and Best Practice Changes


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

HUTCHISON WHAMPOA LIMITED

Ticker:                      Security ID:  Y38024108
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAY 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend                    For       For        Management
3a    Elect LI Tzar Kuoi, Victor as Director    For       For        Management
3b    Elect FOK Kin-ning, Canning as Director   For       For        Management
3c    Elect KAM Hing Lam as Director            For       For        Management
3d    Elect Holger KLUGE as Director            For       For        Management
3e    Elect WONG Chung Hin as Director          For       For        Management
4     Approve Auditors and Authorize Board to   For       For        Management
      Fix Their Remuneration
5a    Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
5b    Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
5c    Authorize Reissuance of Repurchased       For       For        Management
      Shares


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

HUTCHISON WHAMPOA LIMITED

Ticker:                      Security ID:  Y38024108
Meeting Date: MAY 19, 2005   Meeting Type: Special
Record Date:  MAY 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Share Option Scheme of Hutchison  For       Against    Management
      Telecommunications International Ltd.
      (HTIL Share Option Scheme) and Authorize
      Directors to Approve Any Amendments to
      the Rules of the HTIL Share Option Scheme


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

INDRA SISTEMAS SA

Ticker:                      Security ID:  E6271Z155
Meeting Date: JUN 24, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Individual Financial Statements   For       For        Management
      and Allocation of Income
2     Accept Consolidated Financial Statements  For       For        Management
      and Statutory Reports
3     Approve Discharge of Management           For       For        Management
4.1   Reelect for a Three-Year Term Mr. Manuel  For       For        Management
      Azpilicueta Ferrer
4.2   Reelect for a Three-Year Term Mr.         For       For        Management
      Francisco Constans Ros
4.3   Reelect for a Three-Year Term Mr.         For       For        Management
      Humberto Figarola Plaja
4.4   Reelect for a Three-Year Term Mediacion y For       For        Management
      Diagnosticos SA
4.5   Reelect for a Three-Year Term Mr. Javier  For       For        Management
      Monzon de Caceres
4.6   Reelect for a Three-Year Term Mr. Regino  For       For        Management
      Moranchel Fernandez
4.7   Reelect for a Three-Year Term Mr. Joaquin For       For        Management
      Moya-Angeler Cabrera
4.8   Reelect for a Three-Year Term Mr.         For       For        Management
      Participaciones y Cartera de Inversion SL
4.9   Reelect for a Three-Year Term Mr. Pedro   For       For        Management
      Ramon y Cajal Agueras
4.10  Reelect for a Three-Year Term Mr. Manuel  For       For        Management
      Soto Serrano
4.11  Reelect for a Three-Year Term Mr. Juan    For       For        Management
      Carlos Ureta Domingo
4.12  Elect for a Three-Year Term Mrs. Isabel   For       For        Management
      Aguilera Navarro
5     Approve Remuneration of Directors         For       For        Management
6     Approve Reduction in Stated Capital       For       For        Management
      Through Amortization of 513,927 Class B
      Shares
7     Approve Reduction in Stated Capital       For       For        Management
      Through Amortization of 7,694,101 Class A
      Shares
8     Authorize Repurchase of Shares            For       For        Management
9     Approve Auditors for Fiscal Year 2005     For       For        Management
10    Approve Stock Option Plan                 For       For        Management
11    Allow Questions                           For       For        Management
12    Approve Minutes of Meeting                For       For        Management


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

ING GROEP NV

Ticker:       ING            Security ID:  N4578E413
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  APR 19, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      Did Not    Management
                                                          Vote
2a    Receive Reports of Executive and          None      Did Not    Management
      Supervisory Boards                                  Vote
2b    Discussion on Profit Retention and        None      Did Not    Management
      Distribution Policy                                 Vote
3a    Approve Financial Statements and          For       Did Not    Management
      Statutory Reports                                   Vote
3b    Approve Allocation of Income and Total    For       Did Not    Management
      Dividends of EUR 1.07 Per Share                     Vote
4a    Approve Discharge of Executive Board      For       Did Not    Management
                                                          Vote
4b    Approve Discharge of Supervisory Board    For       Did Not    Management
                                                          Vote
5a    Discuss and Approve Implementation of     For       Did Not    Management
      Dutch Corporate Governance Code by                  Vote
      Company
5b    Discuss Executive Board Profile           None      Did Not    Management
                                                          Vote
5c    Discuss Supervisory Board Profile         None      Did Not    Management
                                                          Vote
6a    Reelect Luella Gross Goldberg to          For       Did Not    Management
      Supervisory Board                                   Vote
6b    Reelect Godfried van der Lugt to          For       Did Not    Management
      Supervisory Board                                   Vote
6c    Elect Jan Hommen to Supervisory Board     For       Did Not    Management
                                                          Vote
6d    Elect Christine Lagarde to Supervisory    For       Did Not    Management
      Board                                               Vote
7     Approve Stock Option and Incentive Stock  For       Did Not    Management
      Grants for Members of Executive Board               Vote
8a    Grant Board Authority to Issue 220        For       Did Not    Management
      Million Ordinary Shares                             Vote
      Restricting/Excluding Preemptive Rights
      (Plus 220 Million Ordinary Shares in
      Connection with Merger)
8b    Grant Board Authority to Issue 10 Million For       Did Not    Management
      Preference B Shares in Connection with              Vote
      Conversion of ING Perpetuals III
9     Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
10    Other Business (Non-Voting)               None      Did Not    Management
                                                          Vote


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

IRISH CONTINENTAL GROUP

Ticker:                      Security ID:  G49406146
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  APR 27, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2a    Reelect Gearoid O'Dea as Director         For       For        Management
2b    Reelect John McGuckian as Director        For       For        Management
3     Authorize Board to Fix Remuneration of    For       For        Management
      Auditors
4     Authorize Issuance of Equity or           For       For        Management
      Equity-Linked Securities with Preemptive
      Rights up to the Amount of the Authorized
      but Unissued Share Capital
5     Approve Issuance of Equity or             For       For        Management
      Equity-Linked Securities for Cash without
      Preemptive Rights up to Five Percent of
      the Issued Share Capital
6     Authorize Share Repurchase Program        For       For        Management


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

ITO-YOKADO CO. LTD.

Ticker:       ITOYO          Security ID:  J25209115
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 16,
      Final JY 18, Special JY 0
2     Approve Formation of Joint Holding        For       For        Management
      Company with Seven-Eleven Japan Co. and
      Denny's Japan Co.
3     Amend Articles to Change Record Date for  For       For        Management
      Payment of Interim Dividends
4.1   Elect Director                            For       For        Management
4.2   Elect Director                            For       For        Management
4.3   Elect Director                            For       For        Management
4.4   Elect Director                            For       For        Management
4.5   Elect Director                            For       For        Management
4.6   Elect Director                            For       For        Management
4.7   Elect Director                            For       For        Management
4.8   Elect Director                            For       For        Management
4.9   Elect Director                            For       For        Management
4.10  Elect Director                            For       For        Management
4.11  Elect Director                            For       For        Management
4.12  Elect Director                            For       For        Management
4.13  Elect Director                            For       For        Management
4.14  Elect Director                            For       For        Management
4.15  Elect Director                            For       For        Management
4.16  Elect Director                            For       For        Management
4.17  Elect Director                            For       For        Management
4.18  Elect Director                            For       For        Management
5.1   Appoint Internal Statutory Auditor        For       For        Management
5.2   Appoint Internal Statutory Auditor        For       For        Management
6     Approve Retirement Bonuses for Director   For       For        Management
      and Statutory Auditor


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

LI & FUNG

Ticker:                      Security ID:  G5485F144
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAY 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of HK$0.30 Per     For       For        Management
      Share and Special Dividend of HK$0.25 Per
      Share
3a    Reelect Victor Fung Kwok King as          For       For        Management
      Non-Executive Director
3b    Reelect William Fung Kwok Lun as          For       For        Management
      Executive Director
3c    Reelect Allan Wong Chi Yun as Independent For       For        Management
      Non-Executive Director
3d    Reelect Makoto Yasuda as Inependent       For       For        Management
      Non-Executive Director
3e    Reelect Lau Butt Farn as Non-Executive    For       For        Management
      Director
3f    Reelect Bruce Philip Rockowitz as         For       For        Management
      Executive Director
4     Approve Remuneration of Directors and     For       For        Management
      Chairman of the Board at HK$80,000 and
      HK$200,000 Respectively for the Year
      Ending December 31, 2005 and Pay
      Additional Remuneration to Non-Executive
      Directors Who Serve on the Board
      Committees
5     Reappoint PricewaterhouseCoopers as       For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
6     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
7     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
8     Authorize Reissuance of Repurchased       For       For        Management
      Shares


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

METTLER-TOLEDO INTERNATIONAL INC.

Ticker:       MTD            Security ID:  592688105
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert F. Spoerry         For       For        Management
1.2   Elect  Director Francis A. Contino        For       For        Management
1.3   Elect  Director John T. Dickson           For       For        Management
1.4   Elect  Director Philip H. Geier           For       For        Management
1.5   Elect  Director John D. Macomber          For       For        Management
1.6   Elect  Director Hans Ulrich Maerki        For       For        Management
1.7   Elect  Director George M. Milne, Jr.      For       For        Management
1.8   Elect  Director Thomas P. Salice          For       For        Management
2     Ratify Auditors                           For       For        Management


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

MITSUBISHI TOKYO FINANCIAL GROUP INC

Ticker:                      Security ID:  J44497105
Meeting Date: JUN 29, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends on Ordinary
      Shares: Interim JY 0, Final JY 6000,
      Special JY 0
2     Amend Articles to: Increase Authorized    For       For        Management
      Preferred Share Capital - Delete
      References to Cancelled Preferred Shares
      and Add References to New Classes of
      Preferred Shares
3     Approve Merger Agreement with UFJ         For       For        Management
      Holdings Inc.
4.1   Elect Director                            For       For        Management
4.2   Elect Director                            For       For        Management
4.3   Elect Director                            For       For        Management
4.4   Elect Director                            For       For        Management
5.1   Appoint Internal Statutory Auditor        For       For        Management
5.2   Appoint Internal Statutory Auditor        For       Against    Management
6     Approve Retirement Bonuses for Directors  For       Against    Management
      and Statutory Auditors


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

MMO2 PLC

Ticker:                      Security ID:  G6179P109
Meeting Date: FEB 14, 2005   Meeting Type: Court
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Scheme of Arrangement             For       For        Management


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

MMO2 PLC

Ticker:                      Security ID:  G6179P109
Meeting Date: FEB 14, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Scheme of Arrangement, the        For       For        Management
      Reduction of Capital, Amendments to
      Articles and Related Matters
2     Amend the Employee Share Plans            For       For        Management
3     Elect Patrick Lupo as Director            For       For        Management


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

NESTLE SA

Ticker:       NESAC          Security ID:  H57312466
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1a    Accept Financial Statements and Statutory For       For        Management
      Reports
1b    Accept Consolidated Financial Statements  For       For        Management
      and Statutory Reports
2     Approve Discharge of Board and Senior     For       For        Management
      Management
3     Approve Allocation of Income and          For       For        Management
      Dividends of CHF 8.00 per Share
4a    Amend Articles of Association to Separate Against   For        Shareholder
      Position of CEO and Chairman of the Board
4b    Amend Articles of Association to Reduce   Against   For        Shareholder
      Board Terms from Five Years to Three
      Years; Approve Individual Election of
      Board Members
4c    Amend Articles of Association to Reduce   Against   Against    Shareholder
      Threshold for Submitting Shareholder
      Proposals From CHF 1 Million to CHF
      100,000
5     Elect Guenter Blobel as Director          For       For        Management
6     Ratify KPMG Klynveld Peat Marwick         For       For        Management
      Goerdeler SA as Auditors


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

NEWS CORPORATION

Ticker:       NWS            Security ID:  65248E203
Meeting Date: JUN 30, 2005   Meeting Type: Special
Record Date:  MAY 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Omnibus Stock Plan                For       For        Management


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

NICHII GAKKAN COMPANY

Ticker:                      Security ID:  J49603103
Meeting Date: JUN 24, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 0,
      Final JY 22, Special JY 0
2     Amend Articles to: Expand Business Lines  For       For        Management
3     Elect Director                            For       For        Management
4     Approve Retirement Bonuses for Directors  For       For        Management


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

NIDEC CORP.

Ticker:                      Security ID:  J52968104
Meeting Date: DEC 15, 2004   Meeting Type: Special
Record Date:  OCT 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Share Exchange Acquisition of     For       For        Management
      Nidec-Kyori Corp.


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

NIDEC CORP.

Ticker:                      Security ID:  J52968104
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 20,
      Final JY 25, Special JY 0
2     Amend Articles to: Abolish Retirement     For       For        Management
      Bonus System - Create Post of Chairman -
      Authorize Public Announcements in
      Electronic Format
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
3.10  Elect Director                            For       For        Management
3.11  Elect Director                            For       For        Management
3.12  Elect Director                            For       For        Management
3.13  Elect Director                            For       For        Management
4     Approve Retirement Bonuses for Directors  For       For        Management
5     Approve Adjustment to Aggregate           For       For        Management
      Compensation Ceiling for Directors and
      Statutory Auditors


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

NOMURA HOLDINGS INC.

Ticker:       NOMUF          Security ID:  J59009159
Meeting Date: JUN 28, 2005   Meeting Type: Annual
Record Date:  MAR 30, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     AMENDMENTS TO THE ARTICLES OF             For       For        Management
      INCORPORATION
2     ISSUANCE OF STOCK ACQUISITION RIGHTS A    For       For        Management
      STOCK OPTIONS
3     ELECTION OF DIRECTOR: JUNICHI UJIIE       For       For        Management
4     ELECTION OF DIRECTOR: NOBUYUKI KOGA       For       For        Management
5     ELECTION OF DIRECTOR: HIROSHI TODA        For       For        Management
6     ELECTION OF DIRECTOR: KAZUTOSHI INANO     For       For        Management
7     ELECTION OF DIRECTOR: NOBUYUKI SHIGEMUNE  For       For        Management
8     ELECTION OF DIRECTOR: MASAHARU SHIBATA    For       For        Management
9     ELECTION OF DIRECTOR: HIDEAKI KUBORI      For       For        Management
10    ELECTION OF DIRECTOR: HARUO TSUJI         For       For        Management
11    ELECTION OF DIRECTOR: FUMIHIDE NOMURA     For       For        Management
12    ELECTION OF DIRECTOR: KOJI TAJIKA         For       For        Management
13    ELECTION OF DIRECTOR: YUKIO SUZUKI        For       For        Management


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

NOVARTIS AG

Ticker:       NVS            Security ID:  H5820Q150
Meeting Date: MAR 1, 2005    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Discharge of Board and Senior     For       For        Management
      Management
3     Approve Allocation of Income and          For       For        Management
      Dividends of CHF 1.05 per Share
4     Approve CHF 19 Million Reduction in Share For       For        Management
      Capital via Share Cancellation
5     Authorize Repurchase of up to Ten Percent For       For        Management
      of Issued Share Capital
6.1   Reelect Birgit Breuel as Director         For       For        Management
6.2   Reelect Peter Burckhardt as Director      For       For        Management
6.3   Reelect Alexandre Jetzer as Director      For       For        Management
6.4   Reelect Pierre Landolt as Director        For       For        Management
6.5   Reelect Ulrich Lehner as Director         For       For        Management
7     Ratify PricewaterhouseCoopers AG as       For       For        Management
      Auditors


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

NTT DATA CORP.

Ticker:                      Security ID:  J59386102
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 1000,
      Final JY 1000, Special JY 0
2     Amend Articles to: Reduce Maximum Board   For       For        Management
      Size - Streamline Board Structure in
      Connection with Introduction of Executive
      Officer System
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
4     Appoint Internal Statutory Auditor        For       For        Management
5     Approve Retirement Bonuses for Directors  For       For        Management
      and Statutory Auditor
6     Approve Reduction in Aggregate            For       For        Management
      Compensation Ceiling for Directors


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

NTT DOCOMO INC.

Ticker:                      Security ID:  J59399105
Meeting Date: JUN 21, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 1000,
      Final JY 1000, Special JY 0
2     Authorize Share Repurchase Program        For       For        Management
3     Amend Articles to: Expand Business Lines  For       For        Management
      - Reduce Maximum Board Size - Decrease
      Authorized Capital to Reflect Share
      Repurchase - Authorize Public
      Announcements in Electronic Format
4.1   Elect Director                            For       For        Management
4.2   Elect Director                            For       For        Management
4.3   Elect Director                            For       For        Management
5     Appoint Internal Statutory Auditor        For       Against    Management
6     Approve Retirement Bonuses for Directors  For       Against    Management
      and Statutory Auditor
7     Approve Adjustment to Aggregate           For       For        Management
      Compensation Ceiling for Directors


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

ORIX CORP.

Ticker:                      Security ID:  J61933123
Meeting Date: JUN 21, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Amend Articles to: Expand Business Lines  For       For        Management
      - Cancel Year-End Closure of Shareholder
      Register and Clarify Board's Authority to
      Vary AGM Record Date
2.1   Elect Director                            For       For        Management
2.2   Elect Director                            For       For        Management
2.3   Elect Director                            For       For        Management
2.4   Elect Director                            For       For        Management
2.5   Elect Director                            For       For        Management
2.6   Elect Director                            For       For        Management
2.7   Elect Director                            For       For        Management
2.8   Elect Director                            For       For        Management
2.9   Elect Director                            For       For        Management
2.10  Elect Director                            For       For        Management
2.11  Elect Director                            For       For        Management
2.12  Elect Director                            For       For        Management
3     Approve Executive Stock Option Plan       For       For        Management


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

RAKUTEN CO.

Ticker:                      Security ID:  J64264104
Meeting Date: MAR 30, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       Did Not    Management
      the Following Dividends: Interim JY 0,              Vote
      Final JY 250, Special JY 0
2     Approve Reduction in Capital Reserves     For       Did Not    Management
                                                          Vote
3     Amend Articles to: Expand Business Lines  For       Did Not    Management
      - Amend Board Size                                  Vote
4.1   Elect Director                            For       Did Not    Management
                                                          Vote
4.2   Elect Director                            For       Did Not    Management
                                                          Vote
4.3   Elect Director                            For       Did Not    Management
                                                          Vote
4.4   Elect Director                            For       Did Not    Management
                                                          Vote
4.5   Elect Director                            For       Did Not    Management
                                                          Vote
4.6   Elect Director                            For       Did Not    Management
                                                          Vote
4.7   Elect Director                            For       Did Not    Management
                                                          Vote
4.8   Elect Director                            For       Did Not    Management
                                                          Vote
5.1   Appoint Internal Statutory Auditor        For       Did Not    Management
                                                          Vote
5.2   Appoint Internal Statutory Auditor        For       Did Not    Management
                                                          Vote
6     Approve Executive Stock Option Plan       For       Did Not    Management
                                                          Vote


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

RANDSTAD HOLDING NV

Ticker:                      Security ID:  N7291Y137
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Open Meeting                              None      Did Not    Management
                                                          Vote
2     Receive Report of Executive Board         None      Did Not    Management
                                                          Vote
3a    Approve Financial Statements and          For       Did Not    Management
      Statutory Reports                                   Vote
3b    Receive Explanation on Company's Reserves None      Did Not    Management
      and Dividend Policy                                 Vote
3c    Approve Dividend                          For       Did Not    Management
                                                          Vote
4a    Approve Discharge of Executive Board      For       Did Not    Management
                                                          Vote
4b    Approve Discharge of Supervisory Board    For       Did Not    Management
                                                          Vote
5     Reelect J.C.M. Hovers to Supervisory      For       Did Not    Management
      Board                                               Vote
6     Reelect A.H.J. Risseeuw as Director of    For       Did Not    Management
      'Stichting Administratiekantoor                     Vote
      Preferente Aandelen Randstad Holding'
7     Discussion on Corporate Governance        None      Did Not    Management
                                                          Vote
8a    Approve Remuneration Report Containing    For       Did Not    Management
      Remuneration Policy for Executive Board             Vote
      Members
8b    Approve Performance-Related Remuneration  For       Did Not    Management
      of Executive Board in Shares and Share              Vote
      Options
9     Approve Remuneration of Supervisory Board For       Did Not    Management
                                                          Vote
10    Amend Articles                            For       Did Not    Management
                                                          Vote
11    Ratify Auditors                           For       Did Not    Management
                                                          Vote
12    Close Meeting                             None      Did Not    Management
                                                          Vote


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

RIO TINTO PLC (FORMERLY RTZ CORP. PLC)

Ticker:                      Security ID:  G75754104
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 34,350,000
2     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 6,900,000
3     Authorise 106,800,000 Ordinary Shares of  For       For        Management
      Rio Tinto Plc for Market Purchase by Rio
      Tinto Plc, Rio Tinto Ltd. and any
      Subsidiaries of Rio Tinto Ltd.
4     Authorise Buy-Backs of Rio Tinto Ltd.     For       For        Management
      Ordinary Shares, Under Off-Market
      Buy-Back Tender Schemes, by Rio Tinto
      Ltd.
5     Amend Articles of Association             For       For        Management
6     Amend DLC Merger Sharing Agreement        For       For        Management
7     Approve Rio Tinto Share Savings Plan for  For       For        Management
      Employees in France
8     Elect Richard Goodmanson as Director      For       For        Management
9     Elect Ashton Calvert as Director          For       For        Management
10    Elect Vivienne Cox as Director            For       For        Management
11    Re-elect Paul Skinner as Director         For       For        Management
12    Reappoint PricewaterhouseCoopers LLP as   For       For        Management
      Auditors and Authorise the Board to
      Determine Their Remuneration
13    Approve Remuneration Report               For       For        Management
14    Accept Financial Statements and Statutory For       For        Management
      Reports


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

ROCHE HOLDING AG

Ticker:       RHHBY          Security ID:  H69293217
Meeting Date: FEB 28, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Discharge of Board and Senior     For       For        Management
      Management
3     Approve Allocation of Income and          For       For        Management
      Dividends of CHF 2.00 per Share
4.1   Reelect John Bell as Director             For       For        Management
4.2   Reelect Andre Hoffmann as Director        For       For        Management
4.3   Reelect Franz Humer as Director           For       For        Management
5     Ratify KPMG Klynveld Peat Marwick         For       For        Management
      Goerdeler SA as Auditors


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

ROHM CO. LTD.

Ticker:                      Security ID:  J65328122
Meeting Date: JUN 29, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY
      42.50, Final JY 42.50, Special JY 0
2     Authorize Share Repurchase Program        For       For        Management
3     Amend Articles to: Increase Maximum Board For       For        Management
      Size - Authorize Public Announcements in
      Electronic Format
4.1   Elect Director                            For       For        Management
4.2   Elect Director                            For       For        Management
4.3   Elect Director                            For       For        Management
4.4   Elect Director                            For       For        Management
4.5   Elect Director                            For       For        Management
4.6   Elect Director                            For       For        Management
4.7   Elect Director                            For       For        Management
4.8   Elect Director                            For       For        Management
5     Approve Special Payments to Satutory      For       Against    Management
      Auditors in Connection with Abolition of
      Retirement Bonus System


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

ROYAL BANK OF SCOTLAND GROUP PLC (THE)

Ticker:       RBSPRE         Security ID:  G76891111
Meeting Date: APR 20, 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     Approve Final Dividend of 41.2 Pence Per  For       For        Management
      Share
4     Re-elect Jim Currie as Director           For       For        Management
5     Re-elect Sir Fred Goodwin as Director     For       For        Management
6     Re-elect Sir Steve Robson as Director     For       For        Management
7     Elect Archie Hunter as Director           For       For        Management
8     Elect Charles Koch as Director            For       For        Management
9     Elect Joe MacHale as Director             For       For        Management
10    Reappoint Deloitte & Touche LLP as        For       For        Management
      Auditors of the Company
11    Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
12    Approve Increase in Authorised Share      For       For        Management
      Capital; Authorise Issue of Equity or
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 264,579,936
13    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 39,686,990
14    Authorise 317,495,924 Shares for Market   For       For        Management
      Purchase
15    Approve 71 M Category II Non-Cumulative   For       For        Management
      US$ Pref. Shares; Allot the Newly Created
      and 179.5 M Unissued Category II
      Non-Cumulative US$ Pref. Shares, the
      64.75 M Unissued Non-Cumulative Euro
      Pref. Shares and 300 M Unissued
      Non-Cumulative GBP Pref. Shares
16    Approve Citizens Financial Group, Inc.    For       For        Management
      Long Term Incentive Plan


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

ROYAL DUTCH SHELL PLC (FORMERLY ROYAL DUTCH PETROLEUM CO.)

Ticker:       RPETY          Security ID:  N76277172
Meeting Date: JUN 28, 2005   Meeting Type: Annual
Record Date:  JUN 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Annual Report                     None      Did Not    Management
                                                          Vote
2     Approve Financial Statements and          For       Did Not    Management
      Statutory Reports                                   Vote
3.A   Discuss Reserves and Dividend Policy      None      Did Not    Management
                                                          Vote
3.B   Approve Dividends of EUR 1.79 Per Share   For       Did Not    Management
                                                          Vote
4.A   Approve Discharge of Managing Directors   For       Did Not    Management
                                                          Vote
4.B   Approve Discharge of Supervisory Board    For       Did Not    Management
                                                          Vote
5     Reelect L.R. Ricciardi to Supervisory     For       Did Not    Management
      Board                                               Vote
6     Authorize Repurchase of Up to Ten Percent For       Did Not    Management
      of Issued Share Capital                             Vote
7     Approve Share Cancellation                For       Did Not    Management
                                                          Vote
8     Discussion on Corporate Governance        None      Did Not    Management
                                                          Vote
9.A   Discussion of Public Exchange Offer       None      Did Not    Management
      Issued by Royal Dutch Shell plc for All             Vote
      Ordinary Shares in Capital of Company
      (non-voting)
9.B   Approve Implementation Agreement          For       Did Not    Management
                                                          Vote
10    Approve Acquisition and Cancellation of   For       Did Not    Management
      All 1,500 Priority Shares and Amend                 Vote
      Articles to Change Board Structure into
      One-Tier Board
11.A  Elect A.G. Jacobs as Non-Executive Board  For       Did Not    Management
      Member                                              Vote
11.B  Elect Ch. Morin-Postel as Non-Executive   For       Did Not    Management
      Board Member                                        Vote
11.C  Elect A.A. Loudon as Non-Executive Board  For       Did Not    Management
      Member                                              Vote
11.D  Elect L.R. Ricciardi as Non-Executive     For       Did Not    Management
      Board Member                                        Vote
12    Approve Remuneration Policy for Board of  For       Did Not    Management
      Directors                                           Vote
13    Approve Amended Long-Term Incentive Plan  For       Did Not    Management
                                                          Vote
14    Approve Amended Restricted Share Plan     For       Did Not    Management
                                                          Vote
15    Approve Amended Deferred Bonus Plan       For       Did Not    Management
                                                          Vote


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

SAIPEM

Ticker:                      Security ID:  T82000117
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  APR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements, Statutory   For       Did Not    Management
      Reports, and Allocation of Income                   Vote
2     Authorize Repurchase of Up to 2.0 Million For       Did Not    Management
      Treasury Shares, In Any Case Within the             Vote
      Maximum Amount of EUR 24.0 Million
3     Authorize Reissuance of Up to 2.o Million For       Did Not    Management
      Treasury Shares to Service Stock Option             Vote
      Plan and Stock Grants
4.1   Fix Number of Directors                   For       Did Not    Management
                                                          Vote
4.2   Elect Directors - Majority Slate          None      Did Not    Management
                                                          Vote
4.3   Elect Directors - Minority Shareholders   None      Did Not    Management
      Slate                                               Vote
4.4   Approve Remuneration of Directors         For       Did Not    Management
                                                          Vote
5.1   Appoint Internal Statutory Auditors and   None      Did Not    Management
      its Chairman - Majority Slate                       Vote
5.2   Appoint Internal Statutory Auditors -     None      Did Not    Management
      Minority Slate                                      Vote
5.3   Approve Remuneration of Internal          For       Did Not    Management
      Statutory Auditors                                  Vote


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

SAP AG

Ticker:       SAPQY          Security ID:  D66992104
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      Did Not    Management
      Statutory Reports                                   Vote
2     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 1.10 per Share                     Vote
3     Approve Discharge of Management Board for For       Did Not    Management
      Fiscal 2004                                         Vote
4     Approve Discharge of Supervisory Board    For       Did Not    Management
      for Fiscal 2004                                     Vote
5     Ratify KPMG Deutsche                      For       Did Not    Management
      Treuhand-Gesellschaft AG as Auditors                Vote
6     Elect Erhard Schipporeit to the           For       Did Not    Management
      Supervisory Board                                   Vote
7     Amend Articles Re: Share Capital;         For       Did Not    Management
      Conditional Captial IIa; Conditional                Vote
      Capital IIIa
8     Change Company Name to SAP AG             For       Did Not    Management
                                                          Vote
9     Amend Articles Re: Calling of and         For       Did Not    Management
      Registration for Shareholder Meetings due           Vote
      to Proposed Changes in German Law
      (Company Integrity and Modernization of
      Shareholder Lawsuits Regulation)
10    Approve Creation of EUR 60 Million Pool   For       Did Not    Management
      of Conditional Capital with Preemptive              Vote
      Rights; Approve Creation of EUR 60
      Million Pool of Conditional Capital
      without Preemptive Rights
11    Authorize Share Repurchase Program and    For       Did Not    Management
      Reissuance of Repurchased Shares                    Vote
12    Authorize Use of Financial Derivatives    For       Did Not    Management
      Method when Repurchasing Shares                     Vote


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

SERCO GROUP PLC

Ticker:                      Security ID:  G80400107
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Remuneration Report               For       Did Not    Management
                                                          Vote
3     Approve Final Dividend of 1.82 Pence Per  For       Did Not    Management
      Ordinary Share                                      Vote
4     Re-elect Christopher Hyman as Director    For       Did Not    Management
                                                          Vote
5     Re-elect Andrew Jenner as Director        For       Did Not    Management
                                                          Vote
6     Re-elect DeAnne Julius as Director        For       Did Not    Management
                                                          Vote
7     Reappoint Deloitte & Touche LLP as        For       Did Not    Management
      Auditors of the Company                             Vote
8     Authorise Board to Fix Remuneration of    For       Did Not    Management
      the Auditors                                        Vote
9     Authorise Issue of Equity or              For       Did Not    Management
      Equity-Linked Securities with Pre-emptive           Vote
      Rights up to Aggregate Nominal Amount of
      GBP 3,057,883
10    Authorise the Company to Grant EU         For       Did Not    Management
      Political Donations up to Aggregate                 Vote
      Nominal Amount of GBP 50,000
11    Authorise Serco Ltd. to Grant EU          For       Did Not    Management
      Political Donations up to Aggregate                 Vote
      Nominal Amount of GBP 50,000
12    Authorise ITNET UK Ltd. to Grant EU       For       Did Not    Management
      Political Donations up to Aggregate                 Vote
      Nominal Amount of GBP 30,000
13    Authorise The French Thornton Partnership For       Did Not    Management
      Ltd. to Grant EU Political Donations up             Vote
      to Aggregate Nominal Amount of GBP 30,000
14    Authorise Issue of Equity or              For       Did Not    Management
      Equity-Linked Securities without                    Vote
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 463,315
15    Authorise 46,331,570 Ordinary Shares for  For       Did Not    Management
      Market Purchase                                     Vote
16    Amend Serco Group plc 1998 Executive      For       Did Not    Management
      Option Plan                                         Vote
17    Approve Serco Group plc 2005              For       Did Not    Management
      Savings-Related Share Option Scheme                 Vote
18    Approve Serco Group 2005 Executive Option For       Did Not    Management
      Plan                                                Vote
19    Approve Serco Group 2005 Long-Term        For       Did Not    Management
      Incentive Scheme                                    Vote


**The Fund has been informed by its custodian that due to a vote execution
processing problem with the custodian's agent in the U.K., the Advisor's or
Subadvisor's, as the case may be, voting instructions with respect to this
shareholder meeting were not carried out.**
- --------------------------------------------------------------------------------

SERCO GROUP PLC

Ticker:                      Security ID:  G80400107
Meeting Date: JAN 12, 2005   Meeting Type: Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Acquisition of ITNET plc          For       For        Management


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

SEVEN-ELEVEN JAPAN CO. LTD.

Ticker:                      Security ID:  J71305106
Meeting Date: MAY 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       Did Not    Management
      the Following Dividends: Interim JY 21.5,           Vote
      Final JY 21.5, Special JY 0
2     Approve Formation of Joint Holding        For       Did Not    Management
      Company with Ito-Yokado Co. and Denny's             Vote
      Japan Co.
3     Amend Articles to Change Record Date for  For       Did Not    Management
      Payment of Interim Dividends                        Vote
4.1   Elect Director                            For       Did Not    Management
                                                          Vote
4.2   Elect Director                            For       Did Not    Management
                                                          Vote
4.3   Elect Director                            For       Did Not    Management
                                                          Vote
4.4   Elect Director                            For       Did Not    Management
                                                          Vote
4.5   Elect Director                            For       Did Not    Management
                                                          Vote
4.6   Elect Director                            For       Did Not    Management
                                                          Vote
4.7   Elect Director                            For       Did Not    Management
                                                          Vote
4.8   Elect Director                            For       Did Not    Management
                                                          Vote
4.9   Elect Director                            For       Did Not    Management
                                                          Vote
4.10  Elect Director                            For       Did Not    Management
                                                          Vote
4.11  Elect Director                            For       Did Not    Management
                                                          Vote
4.12  Elect Director                            For       Did Not    Management
                                                          Vote
4.13  Elect Director                            For       Did Not    Management
                                                          Vote
4.14  Elect Director                            For       Did Not    Management
                                                          Vote
4.15  Elect Director                            For       Did Not    Management
                                                          Vote
4.16  Elect Director                            For       Did Not    Management
                                                          Vote
5.1   Appoint Internal Statutory Auditor        For       Did Not    Management
                                                          Vote
5.2   Appoint Internal Statutory Auditor        For       Did Not    Management
                                                          Vote
6     Approve Retirement Bonuses for Directors  For       Did Not    Management
      and Statutory Auditor                               Vote


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

SHARP CORP.

Ticker:       SHCAY          Security ID:  J71434112
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 10,
      Final JY 10, Special JY 0
2     Amend Articles to Delete Obsolete         For       For        Management
      Language Relating to Conversion of
      Convertible Bonds
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
3.10  Elect Director                            For       For        Management
3.11  Elect Director                            For       For        Management
3.12  Elect Director                            For       For        Management
3.13  Elect Director                            For       For        Management
3.14  Elect Director                            For       For        Management
3.15  Elect Director                            For       For        Management
3.16  Elect Director                            For       For        Management
3.17  Elect Director                            For       For        Management
3.18  Elect Director                            For       For        Management
3.19  Elect Director                            For       For        Management
3.20  Elect Director                            For       For        Management
3.21  Elect Director                            For       For        Management
3.22  Elect Director                            For       For        Management
3.23  Elect Director                            For       For        Management
3.24  Elect Director                            For       For        Management
3.25  Elect Director                            For       For        Management
4     Approve Retirement Bonuses for Directors  For       For        Management


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

SHIN-ETSU CHEMICAL CO. LTD.

Ticker:                      Security ID:  J72810120
Meeting Date: JUN 29, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 10,
      Final JY 10, Special JY 0
2     Amend Articles to: Increase Authorized    For       Against    Management
      Capital - Cancel Year-End Closure of
      Shareholder Register - Amend Board Size
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
4     Appoint Internal Statutory Auditor        For       For        Management
5     Approve Adjustment to Aggregate           For       For        Management
      Compensation Ceiling for Directors
6     Approve Retirement Bonuses for Director   For       Against    Management
      and Statutory Auditor
7     Approve Executive Stock Option Plan       For       Against    Management


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

SINGAPORE PRESS HOLDINGS LTD.

Ticker:                      Security ID:  Y7990F106
Meeting Date: DEC 6, 2004    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Adopt Financial Statements and Directors' For       For        Management
      and Auditors' Reports
2     Declare Final and Special Dividends of    For       For        Management
      SGD 0.10 Per Share and SGD 0.11 Per
      Share, Respectively
3a    Reappoint Lim Chin Beng as Director       For       For        Management
3b    Reappoint Lee Ek Tieng as Director        For       For        Management
4a    Reelect Cheong Choong Kong as Director    For       For        Management
4b    Reelect Yeo Ning Hong as Director         For       For        Management
4c    Reelect Cham Tao Soon as Director         For       For        Management
4d    Reelect Willie Cheng Jue Hiang as         For       For        Management
      Director
5     Approve Directors' Fees of SGD 787,500    For       For        Management
6     Appoint Auditors and Authorize Board to   For       For        Management
      Fix Their Remuneration
7     Other Business (Voting)                   For       Against    Management
8a    Approve Issuance of Shares without        For       For        Management
      Preemptive Rights
8b    Approve Issuance of Shares and Grant of   For       Against    Management
      Options Pursuant to the Share Option
      Scheme
8c    Authorize Share Repurchase Program        For       For        Management


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

SMITH & NEPHEW PLC

Ticker:                      Security ID:  G82343164
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of 3.2 Pence Per   For       For        Management
      Share
3     Approve Remuneration Report               For       For        Management
4     Re-elect John Buchanan as Director        For       For        Management
5     Re-elect Brian Larcombe as Director       For       For        Management
6     Re-elect Pamela Kirby as Director         For       For        Management
7     Reappoint Ernst & Young LLP as Auditors   For       For        Management
      of the Company
8     Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
9     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 32,717,742
10    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 5,728,869
11    Authorise 93,745,121 Ordinary Shares for  For       For        Management
      Market Purchase


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

STADA ARZNEIMITTEL AG

Ticker:                      Security ID:  D76226113
Meeting Date: JUN 14, 2005   Meeting Type: Annual
Record Date:  JUN 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Receive Financial Statements and          None      Did Not    Management
      Statutory Reports                                   Vote
2     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 0.39 per Share                     Vote
3     Approve Discharge of Management Board for For       Did Not    Management
      Fiscal 2004                                         Vote
4     Approve Discharge of Supervisory Board    For       Did Not    Management
      for Fiscal 2004                                     Vote
5     Ratify TREUROG GmbH as Auditors           For       Did Not    Management
                                                          Vote
6     Authorize Share Repurchase Program and    For       Did Not    Management
      Reissuance of Repurchased Shares                    Vote
7     Approve Creation of EUR 69.4 Million Pool For       Did Not    Management
      of Conditional Capital with a Partial               Vote
      Exclusion of Preemptive Rights
8     Amend Corporate Purpose                   For       Did Not    Management
                                                          Vote


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

SWIRE PACIFIC LIMITED

Ticker:                      Security ID:  Y83310105
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAY 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Final Dividends                   For       For        Management
2a    Reelect M Cubbon as Director              For       For        Management
2b    Reelect Baroness Dunn as Director         For       Against    Management
2c    Reelect C Lee as Director                 For       For        Management
2d    Elect M C C Sze as Director               For       For        Management
2e    Elect V H C Cheng as Director             For       For        Management
3     Reappoint PricewaterhouseCoopers as       For       For        Management
      Auditors and Authorize Board to Fix Their
      Remuneration
4     Approve Repurchase of Up to 10 Percent of For       For        Management
      Issued Capital
5     Approve Issuance of Equity or             For       Against    Management
      Equity-Linked Securities without
      Preemptive Rights
6     Authorize Reissuance of Repurchased       For       For        Management
      Shares


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

SYNTHES INC

Ticker:       ICR            Security ID:  87162M409
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve the Report on the Business Year   For       Did Not    Management
      2004                                                Vote
2.1   Elect Director  Robert Bland              For       Did Not    Management
                                                          Vote
2.2   Elect Director  Roland Bronnimann         For       Did Not    Management
                                                          Vote
2.3   Elect Directors Allen Misher              For       Did Not    Management
                                                          Vote
3     Ratify Auditors                           For       Did Not    Management
                                                          Vote
4     Amend Certificate to Establish            For       Did Not    Management
      Restrictions on Stock Issuance                      Vote


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

TELEFONICA S.A. (FORMERLY TELEFONICA DE ESPANA, S.A.)

Ticker:       TEF            Security ID:  E90183182
Meeting Date: MAY 30, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Individual and Consolidated       For       For        Management
      Financial Statements, Allocation of
      Income, and Discharge Directors
2     Approve Dividend                          For       For        Management
3     Approve Merger by Absorption of Terra     For       For        Management
      Networks
4     Elect Directors                           For       For        Management
5     Approve Auditors                          For       For        Management
6     Authorize Share Repurchase Program        For       For        Management
7     Approve Reduction in Stated Capital       For       For        Management
8     Authorize Board to Ratify and Execute     For       For        Management
      Approved Resolutions


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

TERUMO CORP.

Ticker:                      Security ID:  J83173104
Meeting Date: JUN 29, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Allocation of Income, Including   For       For        Management
      the Following Dividends: Interim JY 8,
      Final JY 12, Special JY 0
2     Amend Articles to: Expand Business Lines  For       Against    Management
      - Increase Authorized Capital from 500
      Million to 840 Million Shares - Decrease
      Maximum Board Size
3.1   Elect Director                            For       For        Management
3.2   Elect Director                            For       For        Management
3.3   Elect Director                            For       For        Management
3.4   Elect Director                            For       For        Management
3.5   Elect Director                            For       For        Management
3.6   Elect Director                            For       For        Management
3.7   Elect Director                            For       For        Management
3.8   Elect Director                            For       For        Management
3.9   Elect Director                            For       For        Management
3.10  Elect Director                            For       For        Management
3.11  Elect Director                            For       For        Management
4     Approve Retirement Bonuses for Directors  For       For        Management


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

TESCO PLC

Ticker:                      Security ID:  G87621101
Meeting Date: JUN 24, 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     Approve Final Dividend of 5.27 Pence Per  For       For        Management
      Ordinary Share
4     Re-elect Rodney Chase as Director         For       For        Management
5     Re-elect Sir Terry Leahy as Director      For       For        Management
6     Re-elect Tim Mason as Director            For       For        Management
7     Re-elect David Potts as Director          For       For        Management
8     Elect Karen Cook as Director              For       For        Management
9     Elect Carolyn McCall as Director          For       For        Management
10    Reappoint PricewaterhouseCooopers LLP as  For       For        Management
      Auditors of the Company
11    Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
12    Approve Increase in Authorised Capital    For       For        Management
      from GBP 530,000,000 to GBP 535,000,000
13    Approve Scrip Dividend Program            For       For        Management
14    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 129,200,000
15    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 19,470,000
16    Authorise 778,700,000 Ordinary Shares for For       For        Management
      Market Purchase
17    Authorise the Company to Make EU          For       For        Management
      Political Organisation Donations up to
      GBP 100,000 and to Incur EU Political
      Expenditure up to GBP 100,000
18    Authorise Tesco Stores Ltd. to Make EU    For       For        Management
      Political Organisation Donations up to
      GBP 100,000 and Incur EU Political
      Expenditure up to GBP 100,000
19    Authorise Tesco Ireland Ltd. to Make EU   For       For        Management
      Political Organisation Donations up to
      GBP 25,000 and Incur EU Political
      Expenditure up to GBP 25,000
20    Authorise Tesco Vin Plus S.A. to Make EU  For       For        Management
      Political Organisation Donations up to
      GBP 25,000 and Incur EU Political
      Expenditure up to GBP 25,000
21    Authorise Tesco Stores CR a.s. to Make EU For       For        Management
      Political Organisation Donations up to
      GBP 25,000 and Incur EU Political
      Expenditure up to GBP 25,000
22    Authorise Tesco Stores SR a.s. to Make EU For       For        Management
      Political Organisation Donations up to
      GBP 25,000 and Incur EU Political
      Expenditure up to GBP 25,000
23    Authorise Tesco Global Rt to Make EU      For       For        Management
      Political Organisation Donations up to
      GBP 25,000 and Incur EU Political
      Expenditure up to GBP 25,000
24    Authorise Tesco Polska Sp z.o.o. to Make  For       For        Management
      EU Political Organisation Donations up to
      GBP 25,000 and Incur EU Political
      Expenditure up to GBP 25,000


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

TOMKINS PLC

Ticker:       TKS            Security ID:  G89158136
Meeting Date: MAY 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     Approve Final Dividend of 7.77 Pence Per  For       For        Management
      Ordinary Share
4     Re-elect Norman Broadhurst as Director    For       For        Management
5     Re-elect Jack Keenan as Director          For       For        Management
6     Re-elect James Nicol as Director          For       For        Management
7     Reappoint Deloitte & Touche LLP as        For       For        Management
      Auditors of the Company
8     Authorise Board to Fix Remuneration of    For       For        Management
      the Auditors
9     Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 12,880,674
10    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 1,934,724
11    Authorise 77,408,588 Ordinary Shares for  For       For        Management
      Market Purchase
12    Approve the Tomkins 2005 Sharesave Scheme For       For        Management


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

TOTAL SA (FORMERLY TOTAL FINA ELF  S.A )

Ticker:       TOT            Security ID:  F92124100
Meeting Date: MAY 17, 2005   Meeting Type: Annual/Special
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Financial Statements and          For       Did Not    Management
      Statutory Reports                                   Vote
2     Accept Consolidated Financial Statements  For       Did Not    Management
      and Statutory Reports                               Vote
3     Approve Allocation of Income and          For       Did Not    Management
      Dividends of EUR 5.40 per Share of which            Vote
      EUR 3.00 Remains to be Distributed
4     Approve Special Auditors' Report          For       Did Not    Management
      Regarding Related-Party Transactions                Vote
5     Authorize Repurchase of Up to 24.4        For       Did Not    Management
      Million Shares                                      Vote
6     Reelect Paul Desmarais Jr as Director     For       Did Not    Management
                                                          Vote
7     Reelect Bertrand Jacquillat as Director   For       Did Not    Management
                                                          Vote
8     Reelect Maurice Lippens as Director       For       Did Not    Management
                                                          Vote
9     Elect Lord Levene of Portsoken KBE as     For       Did Not    Management
      Director                                            Vote
10    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities with Preemptive            Vote
      Rights up to Aggregate Nominal Amount of
      EUR 4 Billion
11    Authorize Issuance of Equity or           For       Did Not    Management
      Equity-Linked Securities without                    Vote
      Preemptive Rights up to Aggregate Nominal
      Amount of EUR 1.8 Billion
12    Approve Capital Increase Reserved for     For       Did Not    Management
      Employees Participating in                          Vote
      Savings-Related Share Purchase Plan
13    Authorize Up to One Percent of Issued     For       Did Not    Management
      Capital for Use in Restricted Stock Plan            Vote
A     Shareholder Proposal: Authorize Up to One Against   Did Not    Shareholder
      Percent of Issued Capital for Use in                Vote
      Restricted Stock Plan


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

UBS AG

Ticker:                      Security ID:  H8920M855
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       Did Not    Management
      Reports                                             Vote
2     Approve Allocation of Income and          For       Did Not    Management
      Dividends of CHF 3.00 per Share                     Vote
3     Approve Discharge of Board and Senior     For       Did Not    Management
      Management                                          Vote
4.1.1 Reelect Marcel Ospel as Director          For       Did Not    Management
                                                          Vote
4.1.2 Reelect Lawrence Weinbach as Director     For       Did Not    Management
                                                          Vote
4.2.1 Elect Marco Suter as Director             For       Did Not    Management
                                                          Vote
4.2.2 Elect Peter Voser as Director             For       Did Not    Management
                                                          Vote
4.3   Ratify Ernst & Young Ltd. as Auditors     For       Did Not    Management
                                                          Vote
5.1   Approve CHF 31.9 Million Reduction in     For       Did Not    Management
      Share Capital via Cancellation of                   Vote
      Repurchased Shares
5.2   Authorize Repurchase of Issued Share      For       Did Not    Management
      Capital                                             Vote


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

UBS AG

Ticker:                      Security ID:  H8920M855
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  MAR 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ANNUAL REPORT, GROUP AND PARENT COMPANY   For       Did Not    Management
      ACCOUNTS FOR 2004. REPORTS OF THE GROUP             Vote
      AND STATUTORY AUDITORS
2     APPROPRIATION OF RETAINED EARNINGS.       For       Did Not    Management
      DIVIDEND FOR FINANCIAL YEAR 2004                    Vote
3     DISCHARGE OF THE MEMBERS OF THE BOARD OF  For       Did Not    Management
      DIRECTORS AND THE GROUP EXECUTIVE BOARD             Vote
4     RE-ELECTION OF BOARD MEMBER: MARCEL OSPEL For       Did Not    Management
                                                          Vote
5     RE-ELECTION OF BOARD MEMBER: LAWRENCE A.  For       Did Not    Management
      WEINBACH                                            Vote
6     ELECTION OF NEW BOARD MEMBER: MARCO SUTER For       Did Not    Management
                                                          Vote
7     ELECTION OF NEW BOARD MEMBER: PETER R.    For       Did Not    Management
      VOSER                                               Vote
8     RE-ELECTION OF GROUP AND STATUTORY        For       Did Not    Management
      AUDITORS: ERNST & YOUNG LTD., BASEL                 Vote
9     CANCELLATION OF SHARES REPURCHASED UNDER  For       Did Not    Management
      THE 2004/2005 SHARE BUYBACK PROGRAM AND             Vote
      RESPECTIVE AMENDMENT OF ARTICLE 4 OF THE
      ARTICLES OF ASSOCIATION
10    APPROVAL OF A NEW 2005/2006 SHARE BUYBACK For       Did Not    Management
      PROGRAM                                             Vote
11    IN CASE OF AD-HOC SHAREHOLDERS  MOTIONS   For       Did Not    Management
      DURING THE ANNUAL GENERAL MEETING, I/WE             Vote
      AUTHORIZE MY/OUR PROXY TO VOTE IN
      ACCORDANCE WITH THE BOARD OF DIRECTORS


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

WAL-MART DE MEXICO S.A. DE C.V. (FRMRLY. CIFRA S.A.)

Ticker:                      Security ID:  P98180105
Meeting Date: FEB 24, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Chairman's Report                  For       For        Management
2     Accept Audit Committee's Report           For       For        Management
3     Accept Supervisory Board Report           For       For        Management
4     Accept Financial Statements for Fiscal    For       For        Management
      Year Ended December 2004
5     Present Report on the Share Repurchase    For       For        Management
      Reserves
6     Approve Cancellation of 105.3 Million     For       For        Management
      Company Treasury Shares
7     Approve Allocation of Income              For       For        Management
8     Approve Dividend With Payout of  MXN 0.63 For       For        Management
      Per Share or Stock in the Company Whose
      Value Will Be Determined on The Closing
      Day of March 15, 2005
9     Approve Variable Capital Increase Through For       For        Management
      Issuance of 137.6 Million Common Shares
      To Be Paid Back as Dividends at MXN 0.63
      Per Share; The Targeted Increase in
      Capital is MXN 2.8 Billion
10    Approve Modifications to Article 5 in the For       For        Management
      Bylaws
11    Accept Report Re: Employee Stock Option   For       Against    Management
      Plan
12    Accept Report Re: Wal-Mart de Mexico      For       For        Management
      Foundation
13    Approve Discharge of the Board of         For       For        Management
      Directors
14    Elect or Approve Members of the Board of  For       For        Management
      Directors and  Supervisory Board
15    Approve Minutes of Meeting                For       For        Management


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

WESTPAC BANKING CORP. (WBC)

Ticker:       WBK            Security ID:  Q97417101
Meeting Date: DEC 16, 2004   Meeting Type: Annual
Record Date:  DEC 14, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory None      None       Management
      Reports
2a    Elect Edward Alfred Evans as Director     For       For        Management
2b    Elect Gordon McKellar Cairns as Director  For       For        Management


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

WPP GROUP PLC

Ticker:       WPPG10         Security ID:  G97974102
Meeting Date: JUN 27, 2005   Meeting Type: Annual
Record Date:

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Accept Financial Statements and Statutory For       For        Management
      Reports
2     Approve Final Dividend of 5.28 Pence Per  For       For        Management
      Ordinary Share
3     Elect Lubna Olayan as Director            For       For        Management
4     Elect Jeffrey Rosen as Director           For       For        Management
5     Elect Mark Read as Director               For       For        Management
6     Re-elect Sir Martin Sorrell as Director   For       For        Management
7     Re-elect Stanley Morten as Director       For       For        Management
8     Re-elect John Quelch as Director          For       For        Management
9     Reappoint Deloitte & Touche LLP as        For       For        Management
      Auditors and Authorise the Board to
      Determine Their Remuneration
10    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities with Pre-emptive
      Rights up to Aggregate Nominal Amount of
      GBP 42,115,797
11    Authorise 126,473,866 Ordinary Shares for For       For        Management
      Market Purchase
12    Authorise Issue of Equity or              For       For        Management
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of GBP 6,323,693
13    Approve Remuneration Report               For       For        Management




========== TRAVELERS SERIES FUND INC. - SMITH BARNEY LARGE CAP VALUE ===========
==========                         PORTFOLIO                         ===========


3COM CORP.

Ticker:       COMS           Security ID:  885535104
Meeting Date: SEP 22, 2004   Meeting Type: Annual
Record Date:  AUG 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Eric A. Benhamou          For       For        Management
1.2   Elect  Director Gary T. Dicamillo         For       For        Management
1.3   Elect  Director James R. Long             For       For        Management
1.4   Elect  Director Raj Reddy                 For       For        Management
1.5   Elect  Director David C. Wajsgras         For       For        Management
2     Ratify Auditors                           For       For        Management


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

ALLTEL CORP.

Ticker:       AT             Security ID:  020039103
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  FEB 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Belk                  For       For        Management
1.2   Elect Director Gregory W. Penske          For       For        Management
1.3   Elect Director Warren A. Stephens         For       For        Management
2     Ratify Auditors                           For       For        Management


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

ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director  Elizabeth E. Bailey       For       For        Management
1.2   Elect Director Harold Brown               For       For        Management
1.3   Elect Director Mathis Cabiallavetta       For       For        Management
1.4   Elect Director Louis C. Camilleri         For       For        Management
1.5   Elect Director J. Dudley Fishburn         For       For        Management
1.6   Elect Director Robert E. R. Huntley       For       For        Management
1.7   Elect Director Thomas W. Jones            For       For        Management
1.8   Elect Director George Munoz               For       For        Management
1.9   Elect Director Lucio A. Noto              For       For        Management
1.10  Elect Director John S. Reed               For       For        Management
1.11  Elect Director Carlos Slim Helu           For       For        Management
1.12  Elect Director Stephen M. Wolf            For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management
5     Eliminate Animal Testing                  Against   Against    Shareholder
6     Product Warnings for Pregnant Women       Against   Against    Shareholder
7     Cease Use of Light and Ultra Light in     Against   Against    Shareholder
      Cigarette Marketing
8     Apply Fire Safety Standards for           Against   Against    Shareholder
      Cigarettes


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

AMERICAN EXPRESS CO.

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Daniel F. Akerson         For       For        Management
1.2   Elect  Director Charlene  Barshefsky      For       For        Management
1.3   Elect  Director William G. Bowen          For       For        Management
1.4   Elect  Director Ursula M. Burns           For       For        Management
1.5   Elect  Director Kenneth I. Chenault       For       For        Management
1.6   Elect  Director Peter R. Dolan            For       For        Management
1.7   Elect  Director Vernon E. Jordan, Jr.     For       For        Management
1.8   Elect  Director Jan  Leschly              For       For        Management
1.9   Elect  Director Richard A. McGinn         For       For        Management
1.10  Elect  Director Edward D. Miller          For       For        Management
1.11  Elect  Director Frank P. Popoff           For       For        Management
1.12  Elect  Director Robert D. Walter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Company-Specific--Compensation-Related    Against   Against    Shareholder
4     Report on Political Contributions         Against   Against    Shareholder


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

AT&T CORP.

Ticker:       T              Security ID:  001957505
Meeting Date: JUN 30, 2005   Meeting Type: Annual
Record Date:  MAY 27, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Adjourn Meeting                           For       For        Management
3.1   Elect Director William F. Aldinger        For       For        Management
3.2   Elect Director Kenneth T. Derr            For       For        Management
3.3   Elect Director D.W. Dorman                For       For        Management
3.4   Elect Director M.K. Eickhoff-Smith        For       For        Management
3.5   Elect Director H.L. Henkel                For       For        Management
3.6   Elect Director F.C. Herringer             For       For        Management
3.7   Elect Director Jon C. Madonna             For       For        Management
3.8   Elect Director Donald F. McHenry          For       For        Management
3.9   Elect Director Tony L. White              For       For        Management
4     Ratify Auditors                           For       For        Management
5     Limit Awards to Executives                Against   Against    Shareholder
6     Performance- Based/Indexed Options        Against   Against    Shareholder
7     Report on Executive Compensation          Against   Against    Shareholder
8     Redeem or Vote Poison Pill                Against   For        Shareholder
9     Review Executive Compensation             Against   For        Shareholder
10    Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote


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

AVERY DENNISON CORP.

Ticker:       AVY            Security ID:  053611109
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Peter K. Barker           For       For        Management
1.2   Elect  Director Richard M. Ferry          For       For        Management
1.3   Elect  Director Kent Kresa                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William Barnet, III       For       For        Management
1.2   Elect  Director Charles W. Coker          For       For        Management
1.3   Elect  Director John T. Collins           For       For        Management
1.4   Elect  Director Gary L. Countryman        For       For        Management
1.5   Elect  Director Paul Fulton               For       For        Management
1.6   Elect  Director Charles K. Gifford        For       For        Management
1.7   Elect  Director W. Steven Jones           For       For        Management
1.8   Elect  Director Kenneth D. Lewis          For       For        Management
1.9   Elect  Director Walter E. Massey          For       For        Management
1.10  Elect  Director Thomas J. May             For       For        Management
1.11  Elect  Director Patricia E. Mitchell      For       For        Management
1.12  Elect  Director Edward L. Romero          For       For        Management
1.13  Elect  Director Thomas M. Ryan            For       For        Management
1.14  Elect  Director O. Temple Sloan, Jr.      For       For        Management
1.15  Elect  Director Meredith R. Spangler      For       For        Management
1.16  Elect  Director Robert L. Tillman         For       For        Management
1.17  Elect  Director Jackie M. Ward            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Political Contributions         Against   Against    Shareholder
4     Director Nominee Amendment                Against   Against    Shareholder


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

BANK OF NEW YORK CO., INC., THE

Ticker:       BK             Security ID:  064057102
Meeting Date: APR 12, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frank J. Biondi Jr.       For       For        Management
1.2   Elect  Director Nicholas M. Donofrio      For       For        Management
1.3   Elect  Director Gerald L. Hassell         For       For        Management
1.4   Elect  Director Richard J. Kogan          For       For        Management
1.5   Elect  Director Michael J. Kowalski       For       For        Management
1.6   Elect  Director John A. Luke Jr.          For       For        Management
1.7   Elect  Director John C. Malone            For       For        Management
1.8   Elect  Director Paul Myners               For       For        Management
1.9   Elect  Director Catherine A.Rein          For       For        Management
1.10  Elect  Director Thomas A. Renyi           For       For        Management
1.11  Elect  Director William C. Richardson     For       For        Management
1.12  Elect  Director Brian L. Roberts          For       For        Management
1.13  Elect  Director Samuel C. Scott           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   For        Shareholder
4     Limit Executive Compensation              Against   Against    Shareholder


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

BOEING CO., THE

Ticker:       BA             Security ID:  097023105
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Kenneth M. Duberstein      For       Withhold   Management
1.2   Elect Director W. James McNerney, Jr.     For       Withhold   Management
1.3   Elect Director Lewis E. Platt             For       Withhold   Management
1.4   Elect Director Mike S. Zafirovski         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt Human Rights Policy                 Against   For        Shareholder
4     Develop Ethical Criteria for Military     Against   Against    Shareholder
      Contracts
5     Report on Political Contributions         Against   Against    Shareholder
6     Declassify the Board of Directors         Against   For        Shareholder
7     Adopt Simple Majority Vote Requirement    Against   For        Shareholder
8     Establish Other Board Committee           Against   For        Shareholder
9     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

BP PLC  (FORM. BP AMOCO PLC )

Ticker:       BP.PP          Security ID:  055622104
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr D C Allen              For       For        Management
1.2   Elect  Director Lord Browne               For       For        Management
1.3   Elect  Director Mr J H  Bryan             For       For        Management
1.4   Elect  Director Mr A  Burgmans            For       For        Management
1.5   Elect  Director Mr I C  Conn              For       For        Management
1.6   Elect  Director Mr E B  Davis, Jr         For       For        Management
1.7   Elect  Director Mr D J  Flint             For       For        Management
1.8   Elect  Director Dr B E  Grote             For       For        Management
1.9   Elect  Director Dr A B  Hayward           For       For        Management
1.10  Elect  Director Dr D S  Julius            For       For        Management
1.11  Elect  Director Sir Tom Mckillop          For       For        Management
1.12  Elect  Director Mr J A  Manzoni           For       For        Management
1.13  Elect  Director Dr W E  Massey            For       For        Management
1.14  Elect  Director Mr H M P  Miles           For       For        Management
1.15  Elect  Director Sir Ian Prosser           For       For        Management
1.16  Elect  Director Mr M H Wilson             For       For        Management
1.17  Elect  Director Mr P D Sutherland         For       For        Management
2     Ratify Auditors                           For       For        Management
3     TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For       For        Management
      SPECIFIED AMOUNT
4     SPECIAL RESOLUTION: TO GIVE AUTHORITY TO  For       For        Management
      ALLOT A LIMITED NUMBER OF SHARES FOR CASH
      WITHOUT MAKING AN OFFER TO SHAREHOLDERS
5     SPECIAL RESOLUTION: TO GIVE LIMITED       For       For        Management
      AUTHORITY FOR THE PURCHASE OF ITS OWN
      SHARES BY THE COMPANY
6     TO APPROVE THE DIRECTORS  REMUNERATION    For       For        Management
      REPORT
7     TO APPROVE THE RENEWAL OF EXECUTIVE       For       For        Management
      DIRECTORS  INCENTIVE PLAN
8     TO RECEIVE THE DIRECTORS  ANNUAL REPORT   For       For        Management
      AND THE ACCOUNTS


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

CAPITAL ONE FINANCIAL CORP.

Ticker:       COF            Security ID:  14040H105
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Patrick W. Gross           For       For        Management
1.2   Elect Director Ann Fritz Hackett          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 Pay Disparity                   Against   Against    Shareholder


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

CHUBB CORP., THE

Ticker:       CB             Security ID:  171232101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     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 CBE    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     Ratify Auditors                           For       For        Management


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

COMCAST CORP.

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: JUN 1, 2005    Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director S. Decker Anstrom         For       For        Management
1.2   Elect  Director Kenneth J. Bacon          For       For        Management
1.3   Elect  Director Sheldon M. Bonovitz       For       For        Management
1.4   Elect  Director Edward D. Breen           For       For        Management
1.5   Elect  Director Julian A. Brodsky         For       For        Management
1.6   Elect  Director Joseph L. Castle, II      For       For        Management
1.7   Elect  Director Joseph J. Collins         For       For        Management
1.8   Elect  Director J. Michael Cook           For       For        Management
1.9   Elect  Director Brian L. Roberts          For       For        Management
1.10  Elect  Director Ralph J. Roberts          For       For        Management
1.11  Elect  Director Dr. Judith Rodin          For       For        Management
1.12  Elect  Director Michael I. Sovern         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Restricted Stock Plan               For       For        Management
4     Report on Political Contributions         Against   Against    Shareholder
5     Separate Chairman and CEO Positions       Against   For        Shareholder
6     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote
7     Approve Recapitalization Plan             Against   Against    Shareholder


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

COMERICA INC.

Ticker:       CMA            Security ID:  200340107
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Joseph J. Buttigieg, III  For       For        Management
1.2   Elect  Director J. Philip DiNapoli        For       For        Management
1.3   Elect  Director Roger Fridholm            For       For        Management
1.4   Elect  Director Alfred A. Piergallini     For       For        Management
1.5   Elect  Director Patricia M. Wallington    For       For        Management
1.6   Elect  Director Gail L. Warden            For       For        Management
2     Ratify Auditors                           For       For        Management


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

COMVERSE TECHNOLOGY, INC.

Ticker:       CMVT           Security ID:  205862402
Meeting Date: JUN 16, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Kobi Alexander            For       For        Management
1.2   Elect  Director Raz Alon                  For       For        Management
1.3   Elect  Director Itsik Danziger            For       For        Management
1.4   Elect  Director John H. Friedman          For       For        Management
1.5   Elect  Director Ron Hiram                 For       For        Management
1.6   Elect  Director Sam Oolie                 For       For        Management
1.7   Elect  Director William F. Sorin          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

EL PASO CORP

Ticker:       EP             Security ID:  28336L109
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Juan Carlos Braniff        For       For        Management
1.2   Elect Director James L. Dunlap            For       For        Management
1.3   Elect Director Douglas L. Foshee          For       For        Management
1.4   Elect Director Robert W. Goldman          For       For        Management
1.5   Elect Director Anthony W. Hall, Jr.       For       For        Management
1.6   Elect Director Thomas R. Hix              For       For        Management
1.7   Elect Director William H. Joyce           For       For        Management
1.8   Elect Director Ronald L. Kuehn, Jr.       For       For        Management
1.9   Elect Director J. Michael Talbert         For       For        Management
1.10  Elect Director Robert F. Vagt             For       For        Management
1.11  Elect Director John L. Whitmire           For       For        Management
1.12  Elect Director Joe B. Wyatt               For       For        Management
2     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
3     Approve Omnibus Stock Plan                For       For        Management
4     Ratify Auditors                           For       For        Management


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

EL PASO CORP

Ticker:       EP             Security ID:  28336L109
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John M. Bissell           For       Did Not    Management
                                                          Vote
1.2   Elect  Director Juan Carlos Braniff       For       Did Not    Management
                                                          Vote
1.3   Elect  Director James L. Dunlap           For       Did Not    Management
                                                          Vote
1.4   Elect  Director Douglas L. Foshee         For       Did Not    Management
                                                          Vote
1.5   Elect  Director Robert W. Goldman         For       Did Not    Management
                                                          Vote
1.6   Elect  Director Anthony W. Hall, Jr.      For       Did Not    Management
                                                          Vote
1.7   Elect  Director Thomas R. Hix             For       Did Not    Management
                                                          Vote
1.8   Elect  Director William H. Joyce          For       Did Not    Management
                                                          Vote
1.9   Elect  Director Ronald L. Kuehn, Jr.      For       Did Not    Management
                                                          Vote
1.10  Elect  Director J. Michael Talbert        For       Did Not    Management
                                                          Vote
1.11  Elect  Director John L. Whitmire          For       Did Not    Management
                                                          Vote
1.12  Elect  Director Joe B. Wyatt              For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote
3     Expense Stock Options                     Against   Did Not    Shareholder
                                                          Vote
4     Limit Executive Compensation              Against   Did Not    Shareholder
                                                          Vote


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

ENSCO INTERNATIONAL, INC.

Ticker:       ESV            Security ID:  26874Q100
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Morton H. Meyerson        For       For        Management
1.2   Elect  Director Joel V. Staff             For       For        Management
2     Eliminate Class of Preferred Stock        For       For        Management
3     Amend Stock Ownership Limitations         For       For        Management
4     Amend Articles                            For       For        Management
5     Approve Executive Incentive Bonus Plan    For       For        Management
6     Approve Omnibus Stock Plan                For       For        Management
7     Ratify Auditors                           For       For        Management


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

EOG RESOURCES, INC.

Ticker:       EOG            Security ID:  26875P101
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George A. Alcorn          For       For        Management
1.2   Elect  Director Charles R. Crisp          For       For        Management
1.3   Elect  Director Mark G. Papa              For       For        Management
1.4   Elect  Director Edmund P. Segner, III     For       For        Management
1.5   Elect  Director William D. Stevens        For       For        Management
1.6   Elect  Director H. Leighton Steward       For       For        Management
1.7   Elect  Director Donald F. Textor          For       For        Management
1.8   Elect  Director Frank G. Wisner           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management


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

EQUITY OFFICE PROPERTIES TRUST

Ticker:       EOP            Security ID:  294741103
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 17, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Marilyn A. Alexander      For       For        Management
1.2   Elect  Director Thomas E. Dobrowski       For       For        Management
1.3   Elect  Director William M. Goodyear       For       For        Management
1.4   Elect  Director James D. Harper, Jr.      For       For        Management
1.5   Elect  Director Richard D. Kincaid        For       For        Management
1.6   Elect  Director David K. McKown           For       For        Management
1.7   Elect  Director Sheli Z. Rosenberg        For       For        Management
1.8   Elect  Director Stephen I. Sadove         For       For        Management
1.9   Elect  Director Sally Susman              For       For        Management
1.10  Elect  Director Jan H.W.R. van der Vlist  For       For        Management
1.11  Elect  Director Samuel Zell               For       For        Management
2     Ratify Auditors                           For       For        Management


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

EQUITY RESIDENTIAL

Ticker:       EQR            Security ID:  29476L107
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John W. Alexander          For       For        Management
1.2   Elect Director Charles L. Atwood          For       For        Management
1.3   Elect Director Bruce W. Duncan            For       For        Management
1.4   Elect Director Stephen O. Evans           For       For        Management
1.5   Elect Director James D. Harper, Jr.       For       For        Management
1.6   Elect Director Boone A. Knox              For       For        Management
1.7   Elect Director Desiree G. Rogers          For       For        Management
1.8   Elect Director Sheli Z. Rosenberg         For       For        Management
1.9   Elect Director Gerald A. Spector          For       For        Management
1.10  Elect Director Joseph White               For       For        Management
1.11  Elect Director Samuel Zell                For       For        Management
2     Ratify Auditors                           For       For        Management


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

GLAXOSMITHKLINE PLC (FORMERLY GLAXO WELLCOME PLC )

Ticker:       GSK            Security ID:  37733W105
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     DIRECTORS  REPORT AND FINANCIAL           For       For        Management
      STATEMENTS
2     REMUNERATION REPORT                       For       For        Management
3     TO ELECT SIR CHRISTOPHER GENT AS A        For       For        Management
      DIRECTOR
4     TO ELECT SIR DERYCK MAUGHAN AS A DIRECTOR For       For        Management
5     TO ELECT MR JULIAN HESLOP AS A DIRECTOR   For       For        Management
6     TO RE-ELECT DR JEAN-PIERRE GARNIER AS A   For       For        Management
      DIRECTOR
7     TO RE-ELECT SIR IAN PROSSER AS A DIRECTOR For       For        Management
8     TO RE-ELECT DR RONALDO SCHMITZ AS A       For       For        Management
      DIRECTOR
9     TO RE-ELECT DR LUCY SHAPIRO AS A DIRECTOR For       For        Management
10    Ratify Auditors                           For       For        Management
11    REMUNERATION OF AUDITORS                  For       For        Management
12    TO AUTHORISE THE COMPANY TO MAKE          For       For        Management
      DONATIONS TO EU POLITICAL ORGANISATIONS
      AND INCUR EU POLITICAL EXPENDITURE
13    DISAPPLICATION OF PRE-EMPTION RIGHTS      For       For        Management
14    AUTHORITY FOR THE COMPANY TO PURCHASE ITS For       For        Management
      OWN SHARES
15    INSERTION OF NEW ARTICLE 48A INTO         For       For        Management
      ARTICLES OF ASSOCIATION
16    DELETION OF ARTICLE 154.2 OF ARTICLES OF  For       For        Management
      ASSOCIATION
17    AMENDMENT OF ARTICLE 81 OF ARTICLES OF    For       For        Management
      ASSOCIATION


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

GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP)

Ticker:       GSF            Security ID:  G3930E101
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard L. George         For       For        Management
1.2   Elect  Director Robert E. Rose            For       For        Management
1.3   Elect  Director Stephen J. Solarz         For       For        Management
1.4   Elect  Director Nader H. Sultan           For       For        Management
2     PROPOSAL TO AMEND THE COMPANY S 2003      For       For        Management
      LONG-TERM INCENTIVE PLAN TO REDUCE THE
      NUMBER OF SHARES AUTHORIZED FOR ISSUANCE
      UNDER THE PLAN AND INCREASE THE NUMBER OF
      SUCH SHARES AVAILABLE FOR FULL-VALUE
      STOCK AWARDS.
3     Ratify Auditors                           For       For        Management


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

GOLDMAN SACHS GROUP, INC., THE

Ticker:       GS             Security ID:  38141G104
Meeting Date: APR 6, 2005    Meeting Type: Annual
Record Date:  FEB 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John H. Bryan             For       For        Management
1.2   Elect  Director Stephen Friedman          For       For        Management
1.3   Elect  Director William W. George         For       For        Management
1.4   Elect  Director Henry M. Paulson, Jr.     For       For        Management
2     Declassify the Board of Directors         For       For        Management
3     Ratify Auditors                           For       For        Management


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

HEWLETT-PACKARD CO.

Ticker:       HPQ            Security ID:  428236103
Meeting Date: MAR 16, 2005   Meeting Type: Annual
Record Date:  JAN 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director L.T. Babbio, Jr.           For       For        Management
1.2   Elect Director P.C. Dunn                  For       For        Management
1.3   Elect Director R.A. Hackborn              For       For        Management
1.4   Elect Director G.A. Keyworth              For       For        Management
1.5   Elect Director R.E. Knowling, Jr.         For       For        Management
1.6   Elect Director T.J. Perkins               For       For        Management
1.7   Elect Director R.L. Ryan                  For       For        Management
1.8   Elect Director L.S. Salhany               For       For        Management
1.9   Elect Director R.P. Wayman                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Employee Stock Purchase Plan        For       For        Management


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

HONEYWELL INTERNATIONAL, INC.

Ticker:       HON            Security ID:  438516106
Meeting Date: APR 25, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Marshall N. Carter        For       For        Management
1.2   Elect  Director David M. Cote             For       For        Management
1.3   Elect  Director Bradley T. Sheares        For       For        Management
1.4   Elect  Director John R. Stafford          For       For        Management
1.5   Elect  Director Michael W. Wright         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend the Certificate of Incorporation    For       For        Management
      and By-laws
5     Establish Other Board Committee           Against   Against    Shareholder
6     Separate Chairman and CEO Positions       Against   For        Shareholder
7     Report on Pay Disparity                   Against   Against    Shareholder
8     Performance- Based/Indexed Options        Against   Against    Shareholder
9     Approve Commonsense Executive             Against   Against    Shareholder
      Compensation Framework


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

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     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 Carlos Ghosn               For       For        Management
1.6   Elect Director Charles F. Knight          For       For        Management
1.7   Elect Director Minoru Makihara            For       For        Management
1.8   Elect Director Lucio A. Noto              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       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   For        Shareholder
4     Eliminate Age Discrimination in           Against   Against    Shareholder
      Retirement Benefits
5     Calculate Executive Salary Without Regard Against   For        Shareholder
      to Pension Income
6     Expense Stock Options                     Against   For        Shareholder
7     Report on Executive Compensation          Against   Against    Shareholder
8     Report on Outsourcing                     Against   Against    Shareholder


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

INTERNATIONAL PAPER CO.

Ticker:       IP             Security ID:  460146103
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 17, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert M. Amen             For       For        Management
1.2   Elect Director Samir G. Gibara            For       For        Management
1.3   Elect Director Charles R. Shoemate        For       For        Management
1.4   Elect Director William G. Walter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Executive Compensation              Against   Against    Shareholder


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

J. C. PENNEY CO., INC (HLDG CO)

Ticker:       JCP            Security ID:  708160106
Meeting Date: MAY 20, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas J. Engibous        For       For        Management
1.2   Elect  Director Kent B. Foster            For       For        Management
1.3   Elect  Director Leonard H. Roberts        For       For        Management
1.4   Elect  Director Myron E. Ullman, III      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Declassify the Board of Directors         Against   For        Shareholder


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Sue Coleman          For       For        Management
1.2   Elect  Director James G. Cullen           For       For        Management
1.3   Elect  Director Robert J. Darretta        For       For        Management
1.4   Elect  Director Michael M. E. Johns       For       For        Management
1.5   Elect  Director Ann Dibble Jordan         For       For        Management
1.6   Elect  Director Arnold G. Langbo          For       For        Management
1.7   Elect  Director Susan L. Lindquist        For       For        Management
1.8   Elect  Director Leo F. Mullin             For       For        Management
1.9   Elect  Director Christine A. Poon         For       For        Management
1.10  Elect  Director Steven S. Reinemund       For       For        Management
1.11  Elect  Director David Satcher             For       For        Management
1.12  Elect  Director William C. Weldon         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Director Hans W. Becherer For       For        Management
1.2   Elect  Director Director John H. Biggs    For       For        Management
1.3   Elect  Director Director Lawrence A.      For       For        Management
      Bossidy
1.4   Elect  Director Director Stephen B. Burke For       For        Management
1.5   Elect  Director Director James S. Crown   For       For        Management
1.6   Elect  Director Director James Dimon      For       For        Management
1.7   Elect  Director Director Ellen V. Futter  For       For        Management
1.8   Elect  Director Director William H. Gray, For       For        Management
      III
1.9   Elect  Director Director William B.       For       For        Management
      Harrison, Jr
1.10  Elect  Director Director Laban P.         For       For        Management
      Jackson, Jr.
1.11  Elect  Director Director John W. Kessler  For       For        Management
1.12  Elect  Director Director Robert I. Lipp   For       For        Management
1.13  Elect  Director Director Richard A.       For       For        Management
      Manoogian
1.14  Elect  Director Director David C. Novak   For       For        Management
1.15  Elect  Director Director Lee R. Raymond   For       For        Management
1.16  Elect  Director Director William C.       For       For        Management
      Weldon
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management
4     Establish Term Limits for Directors       Against   Against    Shareholder
5     Separate Chairman and CEO Positions       Against   For        Shareholder
6     Limit Executive Compensation              Against   Against    Shareholder
7     Adopt Executive Benefit Policy            Against   For        Shareholder


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

KIMBERLY-CLARK CORP.

Ticker:       KMB            Security ID:  494368103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John F. Bergstrom         For       For        Management
1.2   Elect  Director Robert W. Decherd         For       For        Management
1.3   Elect  Director G. Craig Sullivan         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt ILO Based Code of Conduct           Against   Against    Shareholder


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

KROGER CO., THE

Ticker:       KR             Security ID:  501044101
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert D. Beyer            For       For        Management
1.2   Elect Director John T. Lamacchia          For       For        Management
1.3   Elect Director Edward M. Liddy            For       For        Management
1.4   Elect Director Katherine D. Ortega        For       For        Management
1.5   Elect Director Bobby S. Shackouls         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management
4     Eliminate super-majority provision        Against   For        Shareholder
5     Report on Feasibility of Improving Animal Against   Against    Shareholder
      Welfare Standards
6     Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote


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

LEXMARK INTERNATIONAL, INC.

Ticker:       LXK            Security ID:  529771107
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director B. Charles Ames            For       For        Management
1.2   Elect Director Ralph E. Gomory            For       For        Management
1.3   Elect Director Marvin L. Mann             For       Withhold   Management
1.4   Elect Director Teresa Beck                For       For        Management
2     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
3     Ratify Auditors                           For       For        Management


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

LIBERTY GLOBAL INC.

Ticker:       LBTYA          Security ID:  530719103
Meeting Date: JUN 14, 2005   Meeting Type: Annual
Record Date:  MAY 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2.1   Elect  Directors David E. Rapley          For       For        Management
2.2   Elect  Directors Larry E. Romrell         For       For        Management
3     Approve Omnibus Stock Plan                For       Against    Management
4     Ratify Auditors                           For       For        Management


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

LIBERTY MEDIA CORP.

Ticker:       L              Security ID:  530718105
Meeting Date: JUN 8, 2005    Meeting Type: Annual
Record Date:  APR 26, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David E. Rapley           For       For        Management
1.2   Elect  Director Larry E. Romrell          For       For        Management
2     Ratify Auditors                           For       For        Management


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

LOCKHEED MARTIN CORP.

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E.C. 'Pete' Aldridge, Jr.  For       For        Management
1.2   Elect Director Nolan D. Archibald         For       For        Management
1.3   Elect Director Marcus C. Bennett          For       For        Management
1.4   Elect Director James O. Ellis, Jr.        For       For        Management
1.5   Elect Director Gwendolyn S. King          For       For        Management
1.6   Elect Director Douglas H. McCorkindale    For       For        Management
1.7   Elect Director Eugene F. Murphy           For       For        Management
1.8   Elect Director Joseph W. Ralston          For       Withhold   Management
1.9   Elect Director Frank Savage               For       Withhold   Management
1.10  Elect Director Anne Stevens               For       For        Management
1.11  Elect Director Robert J. Stevens          For       For        Management
1.12  Elect Director James R. Ukropina          For       For        Management
1.13  Elect Director Douglas C. Yearley         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Performance-Based/Indexed Options         Against   Against    Shareholder
5     Adopt Simple Majority Vote Requirement    Against   For        Shareholder
      for All Issues
6     Report on Pay Disparity                   Against   Against    Shareholder
7     and amend its code of conduct and         Against   Against    Shareholder
      policies related to bidding  Review Code
      of Conduct on Military Contracts


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

LOEWS CORP.

Ticker:       CG             Security ID:  540424108
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Joseph L. Bower            For       For        Management
1.2   Elect Director John Brademas              For       For        Management
1.3   Elect Director Charles M. Diker           For       For        Management
1.4   Elect Director Paul J. Fribourg           For       For        Management
1.5   Elect Director Walter L. Harris           For       For        Management
1.6   Elect Director Philip A. Laskawy          For       For        Management
1.7   Elect Director Gloria R. Scott            For       For        Management
1.8   Elect Director Andrew H. Tisch            For       For        Management
1.9   Elect Director James S. Tisch             For       For        Management
1.10  Elect Director Jonathan M. Tisch          For       For        Management
1.11  Elect Director Preston R. Tisch           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Stock Option Plan                   For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management
5     Provide for Cumulative Voting             Against   For        Shareholder
6     Report on Political Contributions         Against   Against    Shareholder
7     Support Legislation and Make Public       Against   Against    Shareholder
      Statements on Environmental Tobacco Smoke
8     Apply Fire Safety Standards for           Against   Against    Shareholder
      Cigarettes


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

MARATHON OIL CORP

Ticker:       MRO            Security ID:  565849106
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Shirley Ann Jackson        For       For        Management
1.2   Elect Director Philip Lader               For       For        Management
1.3   Elect Director Seth E. Schofield          For       For        Management
1.4   Elect Director Douglas C. Yearley         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         Against   For        Shareholder
4     Amend Governance Documents Regarding      Against   For        Shareholder
      Director Nominees by Affirmative Votes


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

MATTEL, INC.

Ticker:       MAT            Security ID:  577081102
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     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 Dr. Andrea L. Rich         For       For        Management
1.6   Elect Director Ronald L. Sargent          For       For        Management
1.7   Elect Director Christopher A. Sinclair    For       For        Management
1.8   Elect Director G. Craig Sullivan          For       For        Management
1.9   Elect Director John L. Vogelstein         For       For        Management
1.10  Elect Director Kathy Brittain White       For       For        Management
2     Ratify Auditor                            For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote
5     Workplace Code of Conduct                 Against   Against    Shareholder


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

MBNA CORP.

Ticker:       KRB            Security ID:  55262L100
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  FEB 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James H. Berick           For       Withhold   Management
1.2   Elect  Director Mary M. Boies             For       For        Management
1.3   Elect  Director Benjamin R. Civiletti     For       Withhold   Management
1.4   Elect  Director Bruce L. Hammonds         For       For        Management
1.5   Elect  Director William L. Jews           For       For        Management
1.6   Elect  Director Randolph D. Lerner        For       For        Management
1.7   Elect  Director Stuart L. Markowitz, M.D. For       For        Management
1.8   Elect  Director William B. Milstead       For       For        Management
1.9   Elect  Director Thomas G. Murdough, Jr.   For       For        Management
1.10  Elect  Director Laura S. Unger            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   For        Shareholder
4     Performance- Based/Indexed Options        Against   For        Shareholder


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

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Hall Adams, Jr.            For       For        Management
1.2   Elect Director Cary D. McMillan           For       For        Management
1.3   Elect Director Michael J. Roberts         For       For        Management
1.4   Elect Director James A. Skinner           For       For        Management
1.5   Elect Director Anne-Marie Slaughter       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Genetically Modified Organisms  Against   Against    Shareholder


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

MERRILL LYNCH & CO., INC.

Ticker:       MER            Security ID:  590188108
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jill K. Conway            For       For        Management
1.2   Elect  Director Heinz-Joachim Neuburger   For       For        Management
1.3   Elect  Director E. Stanley O'Neal         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
4     Provide for Cumulative Voting             Against   For        Shareholder
5     Limit Executive Compensation              Against   Against    Shareholder


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William H. Gates III      For       For        Management
1.2   Elect  Director Steven A. Ballmer         For       For        Management
1.3   Elect  Director James I. Cash Jr., Ph.D.  For       For        Management
1.4   Elect  Director Raymond V. Gilmartin      For       For        Management
1.5   Elect  Director Ann McLaughlin Korologos  For       For        Management
1.6   Elect  Director David F. Marquardt        For       For        Management
1.7   Elect  Director Charles H. Noski          For       For        Management
1.8   Elect  Director Dr. Helmut Panke          For       For        Management
1.9   Elect  Director Jon A. Shirley            For       For        Management
2     Amend Bundled Compensation Plans          For       For        Management
3     Amend Bundled Compensation Plans          For       For        Management
4     Amend Stock Option Plan                   For       For        Management
5     Ratify Auditors                           For       For        Management


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

MORGAN STANLEY

Ticker:       MWD            Security ID:  617446448
Meeting Date: MAR 15, 2005   Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John E. Jacob             For       For        Management
1.2   Elect  Director Charles F. Knight         For       For        Management
1.3   Elect  Director Miles L. Marsh            For       For        Management
1.4   Elect  Director Laura D'Andrea Tyson      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Limit Executive Compensation              Against   Against    Shareholder


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

NABORS INDUSTRIES, LTD.

Ticker:       NBR            Security ID:  G6359F103
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Anthony G. Petrello as Director     For       Did Not    Management
                                                          Vote
1.2   Elect Myron M. Sheinfeld as Director      For       Did Not    Management
                                                          Vote
1.3   Elect Martin J. Whitman as Director       For       Did Not    Management
                                                          Vote
2     Approve  PricewaterhouseCoopers as        For       Did Not    Management
      Auditors and Authorize  Board to Fix                Vote
      Their Remuneration
3     Amend Bylaws  Re: Shareholder Approval    For       Did Not    Management
      for Disposition of  Assets                          Vote
4     Amend 2003 Employee Stock Plan to Make    For       Did Not    Management
      Non Employee Directors  Eligible                    Vote
      Participants
5     Require Performance Based Stock Grants    Against   Did Not    Shareholder
                                                          Vote


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

NABORS INDUSTRIES, LTD.

Ticker:       NBR            Security ID:  G6359F103
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Anthony G. Petrello       For       Did Not    Management
                                                          Vote
1.2   Elect  Director Myron M. Sheinfeld        For       Did Not    Management
                                                          Vote
1.3   Elect  Director Martin J. Whitman         For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote
3     AMENDMENT TO AMENDED AND RESTATED         For       Did Not    Management
      BYE-LAWS TO REQUIRE SHAREHOLDER APPROVAL            Vote
      OF CERTAIN DISPOSITIONS OF COMPANY S
      ASSETS.
4     AMENDMENT TO 2003 EMPLOYEE STOCK PLAN TO  For       Did Not    Management
      MAKE NONEMPLOYEE DIRECTORS ELIGIBLE                 Vote
      PARTICIPANTS.
5     SHAREHOLDER PROPOSAL TO REQUIRE THE       Against   Did Not    Shareholder
      COMPANY TO ADOPT A POLICY THAT A                    Vote
      SIGNIFICANT AMOUNT OF FUTURE STOCK GRANTS
      TO SENIOR EXECUTIVES BE PERFORMANCE
      BASED.


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

NEWELL RUBBERMAID INC.

Ticker:       NWL            Security ID:  651229106
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael T. Chowhig         For       For        Management
1.2   Elect Director Mark D. Ketchum            For       For        Management
1.3   Elect Director William D. Marohn          For       For        Management
1.4   Elect Director Raymond G. Viault          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         Against   For        Shareholder


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

NEWS CORPORATION

Ticker:       NWS            Security ID:  65248E203
Meeting Date: JUN 30, 2005   Meeting Type: Special
Record Date:  MAY 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Omnibus Stock Plan                For       For        Management


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

NEWS CORPORATION

Ticker:       NWS            Security ID:  652487802
Meeting Date: OCT 26, 2004   Meeting Type: Special
Record Date:  SEP 15, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     SHARE SCHEME MEETING OF PREFERRED         For       For        Management
      SHAREHOLDERS. APPROVAL OF THE SHARE
      SCHEME DESCRIBED IN THE INFORMATION
      MEMORANDUM.
2     CAPITAL REDUCTION MEETING. APPROVAL OF    For       For        Management
      THE CAPITAL REDUCTION BY CANCELLATION OF
      ALL SHARES IN THE COMPANY.
3     IF YOU MARK THE AGAINST BOX, YOU WILL NOT For       For        Management
      VOTE AS REGISTERED LEGAL OWNER OF
      NEWSCORP SHARES AND YOUR VOTE WILL NOT BE
      COUNTED IN DETERMINING WHETHER THE SHARE
      SCHEME IS APPROVED BY A MAJORITY IN
      NUMBER OF SHAREHOLDERS VOTING AT THE
      MEETINGS.


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

NOBLE CORP

Ticker:       NE             Security ID:  G65422100
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Lawrence J. Chazen        For       For        Management
1.2   Elect  Director Mary P. Ricciardello      For       For        Management
1.3   Elect  Director William A. Sears          For       For        Management
2     APPROVAL OF ADOPTION OF SPECIAL           For       For        Management
      RESOLUTION OF MEMBERS TO AMEND ARTICLES
      OF ASSOCIATION TO INCREASE DIRECTOR
      RETIREMENT AGE.
3     APPROVAL OF THE PROPOSAL REGARDING THE    For       For        Management
      AMENDED AND RESTATED NOBLE CORPORATION
      1992 NONQUALIFIED STOCK OPTION PLAN FOR
      NON-EMPLOYEE DIRECTORS.
4     APPROVAL OF THE PROPOSAL TO AMEND THE     For       For        Management
      NOBLE CORPORATION EQUITY COMPENSATION
      PLAN FOR NON-EMPLOYEE DIRECTORS.
5     Ratify Auditors                           For       For        Management


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

NOKIA CORP.

Ticker:       NKCAF          Security ID:  654902204
Meeting Date: APR 7, 2005    Meeting Type: Annual
Record Date:  FEB 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
2     APPROVAL OF THE INCOME STATEMENTS AND THE For       For        Management
      BALANCE SHEET.
3     APPROVAL OF A PROPOSAL TO THE ANNUAL      For       For        Management
      GENERAL MEETING OF A DIVIDEND OF EUR 0.33
      PER SHARE.
4     DISCHARGE OF THE CHAIRMAN, THE MEMBERS OF For       For        Management
      THE BOARD OF DIRECTORS, AND THE
      PRESIDENT, FROM LIABILITY.
6     PROPOSAL ON THE COMPOSITION OF THE BOARD  For       For        Management
      AS PROPOSED BY THE CORPORATE GOVERNANCE
      AND NOMINATION COMMITTEE.
7.1   Elect  Directors Paul J. Collins          For       For        Management
7.2   Elect  Directors Georg Ehrnrooth          For       For        Management
7.3   Elect  Directors Bengt Holmstrom          For       For        Management
7.4   Elect  Directors Per Karlsson             For       For        Management
7.5   Elect  Directors Jorma Ollila             For       For        Management
7.6   Elect  Directors Marjorie Scardino        For       For        Management
7.7   Elect  Directors Vesa Vainio              For       For        Management
7.8   Elect  Directors Arne Wessberg            For       For        Management
7.9   Elect  Directors Dan Hesse                For       For        Management
7.10  Elect  Directors Edouard Michelin         For       For        Management
8     APPROVAL OF THE REMUNERATION TO BE PAID   For       For        Management
      TO THE AUDITOR.
9     APPROVAL OF THE RE-ELECTION OF            For       For        Management
      PRICEWATERHOUSECOOPERS OY AS THE AUDITORS
      FOR FISCAL YEAR 2005.
10    APPROVAL OF THE PROPOSAL TO GRANT STOCK   For       For        Management
      OPTIONS TO SELECTED PERSONNEL OF THE
      COMPANY.
11    APPROVAL OF THE PROPOSAL OF THE BOARD TO  For       For        Management
      REDUCE THE SHARE CAPITAL THROUGH
      CANCELLATION OF NOKIA SHARES HELD BY
      COMPANY.
12    AUTHORIZATION TO THE BOARD TO INCREASE    For       For        Management
      THE SHARE CAPITAL OF THE COMPANY.
13    AUTHORIZATION TO THE BOARD TO REPURCHASE  For       For        Management
      NOKIA SHARES.
14    AUTHORIZATION TO THE BOARD TO DISPOSE     For       For        Management
      NOKIA SHARES HELD BY THE COMPANY.
15    MARK THE FOR BOX IF YOU WISH TO INSTRUCT  For       For        Management
      NOKIA S LEGAL COUNSELS TO VOTE IN THEIR
      DISCRETION ON YOUR BEHALF ONLY UPON ITEM
      15.


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

NORTEL NETWORKS CORP.

Ticker:       NT.            Security ID:  656568102
Meeting Date: JUN 29, 2005   Meeting Type: Annual
Record Date:  MAY 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Jalynn H. Bennett as Director       For       For        Management
1.2   Elect Manfred Bischoff as Director        For       For        Management
1.3   Elect Robert E. Brown as Director         For       For        Management
1.4   Elect John E. Cleghorn as Director        For       For        Management
1.5   Elect James B. Hunt, Jr. as Director      For       For        Management
1.6   Elect Robert A. Ingram as Director        For       For        Management
1.7   Elect John A. MacNaughton as Director     For       For        Management
1.8   Elect John P. Manley as Director          For       For        Management
1.9   Elect Richard D. McCormick as Director    For       For        Management
1.10  Elect Ronald W. Osborne as Director       For       For        Management
1.11  Elect William A. Owens as Director        For       For        Management
1.12  Elect Harry J. Pearce as Director         For       For        Management
2     Ratify Deloitte & Touche LLP as Auditors  For       For        Management
3     Approve Adoption of the Nortel U.S. Stock For       For        Management
      Purchase Plan, the Nortel Global Stock
      Purchase Plan, and the Nortel Stock
      Purchase Plan for Members of the Nortel
      Savings and Retirement Program
4     Approve Adoption of Nortel 2005 Stock     For       For        Management
      Incentive Plan
5     Require Shareholder Approval of the       Against   Against    Shareholder
      Compensation of the Ten Highest Paid
      Executives
6     Exclude Senior Executive's Bonuses From   Against   Against    Shareholder
      Calculation of Pensions
7     Require List of Nominees for Board of     Against   Against    Shareholder
      Directors To Have a Minimum of 25% More
      Candidates Than There Are Spaces to Fill
8     Roll Back the Salary Level of All Senior  Against   Against    Shareholder
      Executives to Their Salary Level on Jan.
      1, 1998
9     Take Legal or other Appropriate Action to Against   Against    Shareholder
      Get Back Bonus and Salary Increases Given
      to Senior Executives (Past and Present)
      From 1998 through 2004
10    Take Legal or other Appropriate Action to Against   Against    Shareholder
      Exclude Executives (Past and
      Present)Bonuses and Salary Increases from
      1998 through 2004 from Their Pensions
      Calculation
11    Take Legal or other Appropriate Action to Against   Against    Shareholder
      Get Back Compensation and Perks Paid to
      Board of Directors (former and present)
      From 1998 through 2004
12    Require Economy Class for All Business    Against   Against    Shareholder
      Travel of All Senior Executives, Company
      Employees, and Board of Directors
13    Allow Shareholders in Attendance at AGM   Against   Against    Shareholder
      to Elect Two Additional Directors to the
      Board in Addition to the Slate of
      Candidates Proposed by the Existing Board
      of Director's Nominating Committee at the
      AGM
14    Take Legal or other Appropriate Actions   Against   Against    Shareholder
      to Get Back Fees Paid to External
      Auditors From 1998 through 2004; Require
      Future Auditor's Fees To Be Approved by
      Shareholders at AGM
15    Require Nortel To Provide Letter to       Against   Against    Shareholder
      Regulatory Agencies With Information The
      Agencies Should Have Been Looking For to
      Protect Shareholders of Publicly Traded
      Companies


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     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       For        Management
1.10  Elect Director Henry A. McKinnell         For       For        Management
1.11  Elect Director Dana G. Mead               For       For        Management
1.12  Elect Director Ruth J. Simmons            For       For        Management
1.13  Elect Director William C. Steere, Jr.     For       For        Management
1.14  Elect Director Jean-Paul Valles           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Term Limits for Directors       Against   Against    Shareholder
4     Report on Pharmaceutical Price Restraint  Against   Against    Shareholder
5     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Product Availability in Canada  Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   For        Shareholder


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

PG&E CORP.

Ticker:       PCG            Security ID:  69331C108
Meeting Date: APR 20, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David R. Andrews          For       For        Management
1.2   Elect  Director Leslie S. Biller          For       For        Management
1.3   Elect  Director David A. Coulter          For       Withhold   Management
1.4   Elect  Director C. Lee Cox                For       For        Management
1.5   Elect  Director Peter A. Darbee           For       For        Management
1.6   Elect  Director Robert D. Glynn, Jr       For       For        Management
1.7   Elect  Director Mary S. Metz              For       For        Management
1.8   Elect  Director Barbara L. Rambo          For       For        Management
1.9   Elect  Director Barry Lawson Williams     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Expense Stock Options                     Against   For        Shareholder
5     Adopt Policy on Nuclear Waste Storage     Against   Against    Shareholder
6     Amend Terms of Existing Poison Pill       Against   Against    Shareholder
7     Performance- Based/Indexed Options        Against   For        Shareholder
8     Allow Vote on Golden Parachutes           Against   For        Shareholder


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

RAYTHEON CO.

Ticker:       RTN            Security ID:  755111507
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Barbara M. Barrett        For       For        Management
1.2   Elect  Director Frederic M. Poses         For       For        Management
1.3   Elect  Director Linda G. Stuntz           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Amend Non-Employee Director Restricted    For       For        Management
      Stock Plan
6     Adopt MacBride Principles                 Against   Against    Shareholder
7     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
8     Require Director Nominee Qualifications   Against   Against    Shareholder


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

ROYAL DUTCH SHELL PLC (FORMERLY ROYAL DUTCH PETROLEUM CO.)

Ticker:       RPETY          Security ID:  780257804
Meeting Date: JUN 28, 2005   Meeting Type: Annual
Record Date:  MAY 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ANNUAL ACCOUNTS 2004                      For       Did Not    Management
                                                          Vote
2     DECLARATION OF THE TOTAL DIVIDEND FOR THE For       Did Not    Management
      YEAR 2004                                           Vote
3     DISCHARGE OF THE MANAGING DIRECTORS       For       Did Not    Management
                                                          Vote
4     DISCHARGE OF THE MEMBERS OF THE           For       Did Not    Management
      SUPERVISORY BOARD                                   Vote
5     APPOINTMENT OF MR. L.R. RICCIARDI AS A    For       Did Not    Management
      MEMBER OF THE SUPERVISORY BOARD                     Vote
6     AUTHORIZATION FOR THE ACQUISITION OF      For       Did Not    Management
      ORDINARY SHARES                                     Vote
7     CANCELLATION OF THE ORDINARY SHARES HELD  For       Did Not    Management
      BY THE COMPANY                                      Vote
8     APPROVAL OF THE IMPLEMENTATION AGREEMENT  For       Did Not    Management
                                                          Vote
9     PROPOSAL TO AMEND THE ARTICLES OF         For       Did Not    Management
      ASSOCIATION OF THE COMPANY                          Vote
10    APPOINTMENT OF MR A.G. JACOBS AS A        For       Did Not    Management
      NON-EXECUTIVE DIRECTOR                              Vote
11    APPOINTMENT OF MS CH. MORIN-POSTEL AS A   For       Did Not    Management
      NON-EXECUTIVE DIRECTOR                              Vote
12    APPOINTMENT OF MR A.A. LOUDON AS A        For       Did Not    Management
      NON-EXECUTIVE DIRECTOR                              Vote
13    APPOINTMENT OF MR L.R. RICCIARDI AS A     For       Did Not    Management
      NON-EXECUTIVE DIRECTOR                              Vote
14    ADOPTION OF THE REMUNERATION POLICY FOR   For       Did Not    Management
      THE BOARD OF DIRECTORS                              Vote
15    APPROVAL OF AMENDED LONG-TERM INCENTIVE   For       Did Not    Management
      PLAN                                                Vote
16    APPROVAL OF AMENDED RESTRICTED SHARE PLAN For       Did Not    Management
                                                          Vote
17    APPROVAL OF AMENDED DEFERRED BONUS PLAN   For       Did Not    Management
                                                          Vote


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

SANOFI-AVENTIS (FORMERLY SANOFI-SYNTHELABO )

Ticker:                      Security ID:  80105N105
Meeting Date: MAY 31, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE INDIVIDUAL COMPANY        For       Did Not    Management
      FINANCIAL STATEMENTS                                Vote
2     APPROVAL OF THE CONSOLIDATED FINANCIAL    For       Did Not    Management
      STATEMENTS                                          Vote
3     APPROPRIATION OF PROFITS; DECLARATION OF  For       Did Not    Management
      DIVIDEND                                            Vote
4     APPROVAL OF TRANSACTIONS COVERED BY THE   For       Did Not    Management
      STATUTORY AUDITORS SPECIAL REPORT                   Vote
5     Ratify Auditors                           For       Did Not    Management
                                                          Vote
6     Ratify Auditors                           For       Did Not    Management
                                                          Vote
7     AUTHORIZATION TO THE BOARD OF DIRECTORS   For       Did Not    Management
      TO CARRY OUT TRANSACTIONS IN SHARES                 Vote
      ISSUED BY THE COMPANY
8     TERMINATION OF THE AUTHORITY TO ISSUE     For       Did Not    Management
      BONDS                                               Vote
9     TO CARRY OUT INCREASES IN THE SHARE       For       Did Not    Management
      CAPITAL BY ISSUANCE, WITH PREEMPTIVE                Vote
      RIGHTS MAINTAINED
10    TO CARRY OUT INCREASES IN THE SHARE       For       Did Not    Management
      CAPITAL BY ISSUANCE, WITHOUT PREEMPTIVE             Vote
      RIGHTS
11    TO CARRY OUT INCREASES IN THE SHARE       For       Did Not    Management
      CAPITAL BY INCORPORATION OF SHARE                   Vote
      PREMIUM, RESERVES, PROFITS OR OTHER ITEMS
12    TO INCREASE THE NUMBER OF SHARES TO BE    For       Did Not    Management
      ISSUED IN THE EVENT OF A CAPITAL INCREASE           Vote
      WITH OR WITHOUT PREEMPTIVE RIGHTS
13    TO CARRY OUT INCREASES IN THE SHARE       For       Did Not    Management
      CAPITAL BY ISSUANCE OF SHARES RESERVED              Vote
      FOR EMPLOYEES WITH WAIVER OF PREEMPTIVE
      RIGHTS
14    DELEGATION TO THE BOARD OF DIRECTORS OF   For       Did Not    Management
      AUTHORITY TO GRANT OPTIONS TO SUBSCRIBE             Vote
      FOR OR PURCHASE SHARES
15    DELEGATION TO THE BOARD TO ALLOT EXISTING For       Did Not    Management
      OR NEW SHARES FREE OF CHARGE TO ALL OR              Vote
      SOME SALARIED EMPLOYEES OF THE GROUP
16    DELEGATION TO THE BOARD OF DIRECTORS OF   For       Did Not    Management
      POWERS TO REDUCE THE SHARE CAPITAL BY               Vote
      CANCELLATION OF TREASURY SHARES
17    POWERS FOR THE ACCOMPLISHMENT OF          For       Did Not    Management
      FORMALITIES                                         Vote


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

SBC COMMUNICATIONS INC.

Ticker:       SBC            Security ID:  78387G103
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gilbert F. Amelio         For       For        Management
1.2   Elect  Director August A. Busch III       For       For        Management
1.3   Elect  Director Martin K. Eby, Jr.        For       For        Management
1.4   Elect  Director James A. Henderson        For       For        Management
1.5   Elect  Director Charles F. Knight         For       For        Management
1.6   Elect  Director Lynn M. Martin            For       For        Management
1.7   Elect  Director John B. McCoy             For       For        Management
1.8   Elect  Director Mary S. Metz              For       For        Management
1.9   Elect  Director Toni Rembe                For       For        Management
1.10  Elect  Director S. Donley Ritchey         For       For        Management
1.11  Elect  Director Joyce M. Roche            For       For        Management
1.12  Elect  Director Laura D'Andrea Tyson      For       For        Management
1.13  Elect  Director Patricia P. Upton         For       For        Management
1.14  Elect  Director Edward E. Whitacre, Jr    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Nonqualified Employee Stock       For       For        Management
      Purchase Plan
4     Report on Political Contributions         Against   Against    Shareholder
5     Report on Executive Compensation          Against   Against    Shareholder
6     Performance- Based/Indexed Options        Against   Against    Shareholder
7     Adopt Simple Majority Vote                Against   For        Shareholder


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

SCHERING-PLOUGH CORP.

Ticker:       SGP            Security ID:  806605101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Hans W. Becherer           For       For        Management
1.2   Elect Director Kathryn C. Turner          For       For        Management
1.3   Elect Director Robert F. W. van Oordt     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         Against   For        Shareholder
4     Eliminate Animal Testing                  Against   Against    Shareholder


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

SEMPRA ENERGY

Ticker:       SRE            Security ID:  816851109
Meeting Date: APR 5, 2005    Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard A. Collato        For       For        Management
1.2   Elect  Director Denise K. Fletcher        For       For        Management
1.3   Elect  Director William C. Rusnack        For       For        Management
1.4   Elect  Director William P. Rutledge       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Option Expensing                  Against   For        Shareholder
4     Declassify the Board of Directors         Against   For        Shareholder
5     Performance-Based/Indexed Options         Against   Against    Shareholder
6     Submit Shareholder Rights Plan (Poison    Against   For        Shareholder
      Pill) to Shareholder Vote


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

SOLECTRON CORP.

Ticker:       SLR            Security ID:  834182107
Meeting Date: JAN 13, 2005   Meeting Type: Annual
Record Date:  NOV 18, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William A. Hasler         For       For        Management
1.2   Elect  Director Michael R. Cannon         For       For        Management
1.3   Elect  Director Richard A. D'Amore        For       For        Management
1.4   Elect  Director H. Paulett Eberhart       For       For        Management
1.5   Elect  Director Heinz Fridrich            For       For        Management
1.6   Elect  Director William R. Graber         For       For        Management
1.7   Elect  Director Dr. Paul R. Low           For       For        Management
1.8   Elect  Director C. Wesley M. Scott        For       For        Management
1.9   Elect  Director Cyril Yansouni            For       For        Management
2     Ratify Auditors                           For       For        Management


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

ST. PAUL TRAVELERS COMPANIES, INC., THE

Ticker:       STA            Security ID:  792860108
Meeting Date: JUL 28, 2004   Meeting Type: Annual
Record Date:  JUN 4, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Howard P. Berkowitz       For       For        Management
1.2   Elect  Director Kenneth J. Bialkin        For       For        Management
1.3   Elect  Director Carolyn H. Byrd           For       For        Management
1.4   Elect  Director John H. Dasburg           For       For        Management
1.5   Elect  Director Leslie B. Disharoon       For       For        Management
1.6   Elect  Director Janet M. Dolan            For       For        Management
1.7   Elect  Director Kenneth M. Duberstein     For       For        Management
1.8   Elect  Director Jay S. Fishman            For       For        Management
1.9   Elect  Director Lawrence G. Graev         For       For        Management
1.10  Elect  Director Meryl D. Hartzband        For       For        Management
1.11  Elect  Director Thomas R. Hodgson         For       For        Management
1.12  Elect  Director William H. Kling          For       For        Management
1.13  Elect  Director James A. Lawrence         For       For        Management
1.14  Elect  Director Robert I. Lipp            For       For        Management
1.15  Elect  Director Blythe J. McGarvie        For       For        Management
1.16  Elect  Director Glen D. Nelson, M.D.      For       For        Management
1.17  Elect  Director Clarence Otis, Jr.        For       For        Management
1.18  Elect  Director Jeffrey M. Peek           For       For        Management
1.19  Elect  Director Nancy A. Roseman          For       For        Management
1.20  Elect  Director Charles W. Scharf         For       For        Management
1.21  Elect  Director Gordon M. Sprenger        For       For        Management
1.22  Elect  Director Frank J. Tasco            For       For        Management
1.23  Elect  Director Laurie J. Thomsen         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

ST. PAUL TRAVELERS COMPANIES, INC., THE

Ticker:       STA            Security ID:  792860108
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John H. Dasburg           For       For        Management
1.2   Elect  Director Leslie B. Disharoon       For       For        Management
1.3   Elect  Director Janet M. Dolan            For       For        Management
1.4   Elect  Director Kenneth M. Duberstein     For       For        Management
1.5   Elect  Director Jay S. Fishman            For       For        Management
1.6   Elect  Director Lawrence G. Graev         For       Withhold   Management
1.7   Elect  Director Thomas R. Hodgson         For       For        Management
1.8   Elect  Director Robert I. Lipp            For       For        Management
1.9   Elect  Director Blythe J. McGarvie        For       For        Management
1.10  Elect  Director Glen D. Nelson, M.D.      For       For        Management
1.11  Elect  Director Clarence Otis, Jr.        For       For        Management
1.12  Elect  Director Charles W. Scharf         For       For        Management
1.13  Elect  Director Laurie J. Thomsen         For       For        Management
2     Ratify Auditors                           For       For        Management


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

SUN MICROSYSTEMS, INC.

Ticker:       SUNW           Security ID:  866810104
Meeting Date: NOV 10, 2004   Meeting Type: Annual
Record Date:  SEP 13, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Scott G. McNealy          For       For        Management
1.2   Elect  Director James L. Barksdale        For       For        Management
1.3   Elect  Director Stephen M. Bennett        For       For        Management
1.4   Elect  Director L. John Doerr             For       For        Management
1.5   Elect  Director Robert J. Fisher          For       For        Management
1.6   Elect  Director Michael E. Lehman         For       For        Management
1.7   Elect  Director M. Kenneth Oshman         For       For        Management
1.8   Elect  Director Naomi O. Seligman         For       For        Management
1.9   Elect  Director Lynn E. Turner            For       For        Management
2     Ratify Auditors                           For       For        Management


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

TARGET CORPORATION

Ticker:       TGT            Security ID:  87612E106
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Roxanne S. Austin         For       For        Management
1.2   Elect  Director James A. Johnson          For       For        Management
2     Ratify Auditors                           For       For        Management


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

TIME WARNER INC

Ticker:       TWX            Security ID:  887317105
Meeting Date: MAY 20, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James L. Barksdale         For       For        Management
1.2   Elect Director Stephen F. Bollenbach      For       For        Management
1.3   Elect Director Stephen M. Case            For       For        Management
1.4   Elect Director Frank J. Caufield          For       For        Management
1.5   Elect Director Robert C. Clark            For       For        Management
1.6   Elect Director Jessica P. Einhorn         For       For        Management
1.7   Elect Director Miles R. Gilburne          For       For        Management
1.8   Elect Director Carla A. Hills             For       For        Management
1.9   Elect Director Reuben Mark                For       For        Management
1.10  Elect Director Michael A. Miles           For       For        Management
1.11  Elect Director Kenneth J. Novack          For       For        Management
1.12  Elect Director Richard D. Parsons         For       For        Management
1.13  Elect Director R. E. Turner               For       For        Management
1.14  Elect Director Francis T. Vincent, Jr     For       For        Management
1.15  Elect Director Deborah C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Against    Shareholder


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

TOTAL SA (FORMERLY TOTAL FINA ELF  S.A )

Ticker:       TOT            Security ID:  89151E109
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE PARENT COMPANY FINANCIAL  For       Did Not    Management
      STATEMENTS                                          Vote
2     APPROVAL OF THE CONSOLIDATED FINANCIAL    For       Did Not    Management
      STATEMENTS                                          Vote
3     ALLOCATION OF EARNINGS, DECLARATION OF    For       Did Not    Management
      DIVIDEND                                            Vote
4     AGREEMENTS COVERED BY ARTICLE L. 225-38   For       Did Not    Management
      OF THE FRENCH COMMERCIAL CODE                       Vote
5     AUTHORIZATION FOR THE BOARD OF DIRECTORS  For       Did Not    Management
      TO TRADE SHARES OF THE COMPANY                      Vote
6     RENEWAL OF THE APPOINTMENT OF MR. PAUL    For       Did Not    Management
      DESMARAIS JR. AS A DIRECTOR                         Vote
7     RENEWAL OF THE APPOINTMENT OF MR.         For       Did Not    Management
      BERTRAND JACQUILLAT AS A DIRECTOR                   Vote
8     RENEWAL OF THE APPOINTMENT OF MR. MAURICE For       Did Not    Management
      LIPPENS AS A DIRECTOR                               Vote
9     APPOINTMENT OF LORD LEVENE OF PORTSOKEN,  For       Did Not    Management
      KBE, AS A DIRECTOR                                  Vote
10    AUTHORITY TO BOARD TO RAISE CAPITAL BY    For       Did Not    Management
      ISSUING EQUITY OR EQUITY- LINKED                    Vote
      SECURITIES WITH PREFERENTIAL SUBSCRIPTION
      RIGHTS
11    AUTHORITY TO BOARD TO RAISE CAPITAL BY    For       Did Not    Management
      ISSUING EQUITY OR EQUITY- LINKED                    Vote
      SECURITIES WITHOUT PREFERENTIAL
      SUBSCRIPTION RIGHTS
12    AUTHORITY TO THE BOARD FOR THE PURPOSE OF For       Did Not    Management
      CAPITAL INCREASES PURSUANT TO ARTICLE L.            Vote
      443-5 OF THE FRENCH LABOR CODE
13    AUTHORIZATION TO GRANT SHARES OF THE      Against   Did Not    Management
      COMPANY TO EMPLOYEES AND EXECUTIVE                  Vote
      OFFICERS OF THE COMPANY AND GROUP
      COMPANIES
14    AMENDED AUTHORIZATION TO GRANT SHARES TO  Against   Did Not    Shareholder
      EMPLOYEES AND EXECUTIVE OFFICERS OF THE             Vote
      COMPANY AND GROUP COMPANIES


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

U.S. BANCORP

Ticker:       USB            Security ID:  902973304
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Joel W. Johnson            For       For        Management
1.2   Elect Director David B. O'Maley           For       For        Management
1.3   Elect Director O'Dell M. Owens Md, Mph    For       For        Management
1.4   Elect Director Craig D. Schnuck           For       Withhold   Management
1.5   Elect Director Warren R. Staley           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Reduce Supermajority Vote Requirement     For       For        Management
4     Performance- Based/Indexed Options        Against   For        Shareholder
5     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services


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

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  FEB 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George David               For       For        Management
1.2   Elect Director Jean-Pierre Garnier        For       For        Management
1.3   Elect Director Jamie S. Gorelick          For       For        Management
1.4   Elect Director Charles R. Lee             For       For        Management
1.5   Elect Director Richard D. McCormick       For       For        Management
1.6   Elect Director Harold McGraw III          For       For        Management
1.7   Elect Director Frank P. Popoff            For       For        Management
1.8   Elect Director H. Patrick Swygert         For       For        Management
1.9   Elect Director Andre Villeneuve           For       For        Management
1.10  Elect Director H. A. Wagner               For       For        Management
1.11  Elect Director Christine Todd Whitman     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Increase Disclosure of Executive          Against   Against    Shareholder
      Compensation
5     Adopt Ethical Criteria for Military       Against   Against    Shareholder
      Contracts
6     Limit Executive Compensation              Against   Against    Shareholder


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

VERIZON COMMUNICATIONS

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     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 Thomas H. O' Brien         For       For        Management
1.7   Elect Director Hugh B. Price              For       For        Management
1.8   Elect Director Ivan G. Seidenberg         For       For        Management
1.9   Elect Director Walter V. Shipley          For       For        Management
1.10  Elect Director John R. Stafford           For       For        Management
1.11  Elect Director Robert D. Storey           For       For        Management
2     Ratify Auditors                           For       For        Management
3     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     Separate Chairman and CEO Positions       Against   For        Shareholder
7     Amend Director/Officer                    Against   Against    Shareholder
      Liability/Indemnifications Provisions
8     Report on Political Contributions         Against   Against    Shareholder


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

VIACOM INC.

Ticker:       VIA            Security ID:  925524308
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George S. Abrams          For       Withhold   Management
1.2   Elect  Director David R. Andelman         For       Withhold   Management
1.3   Elect  Director Joseph A. Califano, Jr.   For       For        Management
1.4   Elect  Director William S. Cohen          For       For        Management
1.5   Elect  Director Philippe P. Dauman        For       Withhold   Management
1.6   Elect  Director Alan C. Greenberg         For       Withhold   Management
1.7   Elect  Director Charles E. Phillips, Jr.  For       For        Management
1.8   Elect  Director Shari Redstone            For       Withhold   Management
1.9   Elect  Director Sumner M. Redstone        For       Withhold   Management
1.10  Elect  Director Frederic V. Salerno       For       Withhold   Management
1.11  Elect  Director William Schwartz          For       Withhold   Management
1.12  Elect  Director Robert D. Walter          For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Approve Non-Employee Director Restricted  For       Against    Management
      Stock Plan


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

WACHOVIA CORP.

Ticker:       WB             Security ID:  929903102
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John D. Baker, II          For       For        Management
1.2   Elect Director Peter C. Browing           For       For        Management
1.3   Elect Director Donald M. James            For       For        Management
1.4   Elect Director Van L. Richey              For       For        Management
1.5   Elect Director G. Kennedy Thompson        For       For        Management
1.6   Elect Director John C. Whitaker, Jr.      For       For        Management
1.7   Elect Director Wallace D. Malone, Jr.     For       For        Management
1.8   Elect Director Robert J. Brown            For       For        Management
2     Ratify Auditors                           For       For        Management


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

WACHOVIA CORP.

Ticker:       WB             Security ID:  929903102
Meeting Date: OCT 28, 2004   Meeting Type: Special
Record Date:  AUG 20, 2004

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


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

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James W. Breyer           For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Douglas N. Daft           For       For        Management
1.4   Elect  Director David D. Glass            For       For        Management
1.5   Elect  Director Roland A. Hernandez       For       For        Management
1.6   Elect  Director John D. Opie              For       For        Management
1.7   Elect  Director J. Paul Reason            For       For        Management
1.8   Elect  Director H. Lee Scott, Jr.         For       For        Management
1.9   Elect  Director Jack C. Shewmaker         For       For        Management
1.10  Elect  Director Jose H. Villarreal        For       For        Management
1.11  Elect  Director John T. Walton            For       For        Management
1.12  Elect  Director S. Robson Walton          For       For        Management
1.13  Elect  Director Christopher J. Williams   For       For        Management
1.14  Elect  Director Linda S. Wolf             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Report on Executive Compensation          Against   Against    Shareholder
5     Prepare Sustainability Report             Against   For        Shareholder
6     Report on Stock Option Distribution by    Against   Against    Shareholder
      Race and Gender
7     Report on Political Contributions         Against   Against    Shareholder
8     Prepare Equal Opportunity Report          Against   Against    Shareholder
9     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
10    Require Majority of Independent Directors Against   Against    Shareholder
      on Board
11    Performance- Based/Indexed Options        Against   Against    Shareholder


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

WASHINGTON MUTUAL, INC

Ticker:       WM             Security ID:  939322103
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Phillip D. Matthews       For       For        Management
1.2   Elect  Director Mary E. Pugh              For       For        Management
1.3   Elect  Director William G. Reed, Jr.      For       For        Management
1.4   Elect  Director James H. Stever           For       For        Management
2     Ratify Auditors                           For       For        Management


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

WASTE MANAGEMENT, INC.

Ticker:       WMI            Security ID:  94106L109
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     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 Robert S. Miller          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     Report on Privatization                   Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors
5     Report on Political Contributions         Against   Against    Shareholder
6     Submit Severance Agreement                Against   For        Shareholder
      (Change-in-Control) to Shareholder Vote


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

WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J.A. Blanchard III         For       For        Management
1.2   Elect Director Susan E. Engel             For       For        Management
1.3   Elect Director Enrique Hernandez, Jr.     For       For        Management
1.4   Elect Director Robert L. Joss             For       For        Management
1.5   Elect Director Reatha Clark King          For       For        Management
1.6   Elect Director Richard M. Kovacevich      For       For        Management
1.7   Elect Director Richard D. McCormick       For       For        Management
1.8   Elect Director Cynthia H. Milligan        For       Withhold   Management
1.9   Elect Director Philip J. Quigley          For       For        Management
1.10  Elect Director Donald B. Rice             For       Withhold   Management
1.11  Elect Director Judith M. Runstad          For       Withhold   Management
1.12  Elect Director Stephen W. Sanger          For       For        Management
1.13  Elect Director Susan G. Swenson           For       For        Management
1.14  Elect Director Michael W. Wright          For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Adopt Policy on Payday Lenders            Against   Against    Shareholder
5     Link Executive Compensation to Predatory  Against   Against    Shareholder
      Lending
6     Performance- Based/Indexed Options        Against   Against    Shareholder
7     Limit Executive Compensation              Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   For        Shareholder




=============== TRAVELERS SERIES FUND INC. - SMITH BARNEY LARGE ================
===============         CAPITALIZATION GROWTH PORTFOLIO         ================


AKAMAI TECHNOLOGIES, INC.

Ticker:       AKAM           Security ID:  00971T101
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William A. Halter         For       For        Management
1.2   Elect  Director Peter J. Kight            For       For        Management
1.3   Elect  Director Frederic V. Salerno       For       For        Management
2     Ratify Auditors                           For       For        Management


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

AMAZON.COM, INC.

Ticker:       AMZN           Security ID:  023135106
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jeffrey P. Bezos          For       For        Management
1.2   Elect  Director Tom A. Alberg             For       For        Management
1.3   Elect  Director John Seely Brown          For       For        Management
1.4   Elect  Director L. John Doerr             For       For        Management
1.5   Elect  Director William B. Gordon         For       For        Management
1.6   Elect  Director Myrtle S. Potter          For       For        Management
1.7   Elect  Director Thomas O. Ryder           For       For        Management
1.8   Elect  Director Patricia Q. Stonesifer    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

AMGEN, INC.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. David Baltimore       For       For        Management
1.2   Elect  Director Ms. Judith C. Pelham      For       For        Management
1.3   Elect  Director Mr. Kevin W. Sharer       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Eliminate Animal Testing                  Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Adopt Retention Ratio for Executives      Against   For        Shareholder


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

BED BATH & BEYOND INC.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUN 30, 2005   Meeting Type: Annual
Record Date:  MAY 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Leonard Feinstein         For       For        Management
1.2   Elect  Director Robert Kaplan             For       For        Management
1.3   Elect  Director Dean S. Adler             For       For        Management
1.4   Elect  Director Jordan Heller             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt ILO-based Code of Conduct           Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Declassify the Board of Directors         Against   Against    Shareholder


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

BERKSHIRE HATHAWAY INC.

Ticker:       BRK.A          Security ID:  084670108
Meeting Date: APR 30, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Warren E. Buffett         For       For        Management
1.2   Elect  Director Charles T. Munger         For       For        Management
1.3   Elect  Director Howard G. Buffett         For       For        Management
1.4   Elect  Director Malcolm G. Chace          For       For        Management
1.5   Elect  Director William H. Gates III      For       For        Management
1.6   Elect  Director David S. Gottesman        For       For        Management
1.7   Elect  Director Charlotte Guyman          For       For        Management
1.8   Elect  Director Donald R. Keough          For       For        Management
1.9   Elect  Director Thomas S. Murphy          For       For        Management
1.10  Elect  Director Ronald L. Olson           For       For        Management
1.11  Elect  Director Walter Scott, Jr.         For       For        Management
2     Amend Articles                            For       For        Management
3     Amend Articles                            For       For        Management


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

BIOGEN IDEC, INC.

Ticker:       BIIB           Security ID:  09062X103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas F. Keller           For       For        Management
1.2   Elect Director William H. Rastetter       For       For        Management
1.3   Elect Director Lynn Schenk                For       For        Management
1.4   Elect Director Philip A. Sharp            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan


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

CENDANT CORPORATION

Ticker:       CD             Security ID:  151313103
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Myra J. Biblowit           For       For        Management
1.2   Elect Director Leonard S. Coleman         For       For        Management
1.3   Elect Director Cheryl D. Mills            For       For        Management
1.4   Elect Director Brian Mulroney             For       For        Management
1.5   Elect Director Robert E. Nederlander      For       For        Management
1.6   Elect Director Ronald L. Nelson           For       For        Management
1.7   Elect Director Robert W. Pittman          For       For        Management
1.8   Elect Director Pauline D. E. Richards     For       For        Management
1.9   Elect Director Sheli Z. Rosenburg         For       For        Management
1.10  Elect Director Robert F. Smith            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Outside Director Stock            For       For        Management
      Awards/Options in Lieu of Cash
4     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
5     Report on Pay Disparity                   Against   Against    Shareholder
6     Eliminate or Restrict Severance           Against   For        Shareholder
      Agreements (Change-in-Control)


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

CIENA CORPORATION

Ticker:       CIEN           Security ID:  171779101
Meeting Date: MAR 16, 2005   Meeting Type: Annual
Record Date:  JAN 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gary B. Smith             For       For        Management
1.2   Elect  Director Harvey B. Cash            For       For        Management
1.3   Elect  Director Judith M. O'Brien         For       For        Management
2     Amend Employee Stock Purchase Plan        For       For        Management
3     Ratify Auditors                           For       For        Management


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol A. Bartz            For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Larry R. Carter           For       For        Management
1.4   Elect  Director John T. Chambers          For       For        Management
1.5   Elect  Director Dr. James F. Gibbons      For       For        Management
1.6   Elect  Director Dr. John L. Hennessy      For       For        Management
1.7   Elect  Director Roderick C. McGeary       For       For        Management
1.8   Elect  Director James C. Morgan           For       For        Management
1.9   Elect  Director John P. Morgridge         For       For        Management
1.10  Elect  Director Donald T. Valentine       For       For        Management
1.11  Elect  Director Steven M. West            For       For        Management
1.12  Elect  Director Jerry Yang                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Against    Shareholder


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

COCA-COLA COMPANY, THE

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Herbert A. Allen          For       For        Management
1.2   Elect  Director Ronald W. Allen           For       For        Management
1.3   Elect  Director Cathleen P. Black         For       For        Management
1.4   Elect  Director Warren E. Buffett         For       For        Management
1.5   Elect  Director Barry Diller              For       For        Management
1.6   Elect  Director E. Neville Isdell         For       For        Management
1.7   Elect  Director Donald R. Keough          For       For        Management
1.8   Elect  Director Maria Elena Lagomasino    For       For        Management
1.9   Elect  Director Donald F. McHenry         For       For        Management
1.10  Elect  Director Sam Nunn                  For       For        Management
1.11  Elect  Director J. Pedro Reinhard         For       For        Management
1.12  Elect  Director James D. Robinson III     For       For        Management
1.13  Elect  Director Peter V. Ueberroth        For       For        Management
1.14  Elect  Director James B. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Review Labor Rights in Columbia           Against   Against    Shareholder
4     Performance- Based/Indexed Options        Against   For        Shareholder
5     Submit Severance Agreement to Shareholder Against   For        Shareholder
      Vote


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

DELL INC.

Ticker:       DELL           Security ID:  24702R101
Meeting Date: JUL 16, 2004   Meeting Type: Annual
Record Date:  MAY 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Donald J. Carty           For       For        Management
1.2   Elect  Director Michael S. Dell           For       For        Management
1.3   Elect  Director William H. Gray, III      For       For        Management
1.4   Elect  Director Judy C. Lewent            For       For        Management
1.5   Elect  Director Thomas W. Luce, III       For       For        Management
1.6   Elect  Director Klaus S. Luft             For       For        Management
1.7   Elect  Director Alex J. Mandl             For       For        Management
1.8   Elect  Director Michael A. Miles          For       For        Management
1.9   Elect  Director Samuel A. Nunn, Jr.       For       For        Management
1.10  Elect  Director Kevin B. Rollins          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   Against    Shareholder


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

EBAY INC.

Ticker:       EBAY           Security ID:  278642103
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Fred D. Anderson          For       For        Management
1.2   Elect  Director Edward W. Barnholt        For       For        Management
1.3   Elect  Director Scott D. Cook             For       For        Management
1.4   Elect  Director Robert C. Kagle           For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Ratify Auditors                           For       For        Management
5     Performance- Based/Indexed Options        Against   For        Shareholder
6     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

ELI LILLY AND CO.

Ticker:       LLY            Security ID:  532457108
Meeting Date: APR 18, 2005   Meeting Type: Annual
Record Date:  FEB 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director G.M.C. Fisher             For       For        Management
1.2   Elect  Director A.G. Gilman               For       For        Management
1.3   Elect  Director K.N. Horn                 For       For        Management
1.4   Elect  Director J. Rose                   For       For        Management
2     Ratify Auditors                           For       For        Management
3     Separate Chairman and CEO Positions       Against   For        Shareholder
4     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
5     Report on Product Availability in Canada  Against   Against    Shareholder
6     Report on Political Contributions         Against   Against    Shareholder
7     Adopt Policy on Performance-based Stock   Against   For        Shareholder
      Option Grants
8     Eliminate Animal Testing                  Against   Against    Shareholder


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

GENENTECH, INC.

Ticker:       DNA            Security ID:  368710406
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Herbert W. Boyer          For       For        Management
1.2   Elect  Director William M. Burns          For       For        Management
1.3   Elect  Director Erich Hunziker            For       For        Management
1.4   Elect  Director Jonathan K.C. Knowles     For       For        Management
1.5   Elect  Director Arthur D. Levinson        For       For        Management
1.6   Elect  Director Charles A. Sanders        For       For        Management
2     Ratify Auditors                           For       For        Management


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

GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James I. Cash, Jr.        For       For        Management
1.2   Elect  Director William M. Castell        For       For        Management
1.3   Elect  Director Dennis D. Dammerman       For       For        Management
1.4   Elect  Director Ann M. Fudge              For       For        Management
1.5   Elect  Director Claudio X. Gonzalez       For       For        Management
1.6   Elect  Director Jeffrey R. Immelt         For       For        Management
1.7   Elect  Director Andrea Jung               For       For        Management
1.8   Elect  Director Alan G. Lafley            For       For        Management
1.9   Elect  Director Ralph S. Larsen           For       For        Management
1.10  Elect  Director Rochelle B. Lazarus       For       For        Management
1.11  Elect  Director Sam Nunn                  For       For        Management
1.12  Elect  Director Roger S. Penske           For       For        Management
1.13  Elect  Director Robert J. Swieringa       For       For        Management
1.14  Elect  Director Douglas A. Warner III     For       For        Management
1.15  Elect  Director Robert C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   For        Shareholder
4     Report on Nuclear Fuel Storage Risks      Against   Against    Shareholder
5     Report on PCB Clean-up Costs              Against   For        Shareholder
6     Adopt Policy on Overboarded Directors     Against   Against    Shareholder
7     Prepare a Sustainability Report           Against   Against    Shareholder
8     Political Contributions/Activities        Against   Against    Shareholder
9     Eliminate Animal Testing                  Against   Against    Shareholder


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

GILLETTE CO., THE

Ticker:       G              Security ID:  375766102
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael B. Gifford        For       For        Management
1.2   Elect  Director Ray J. Groves             For       For        Management
1.3   Elect  Director Fred H. Langhammer        For       For        Management
1.4   Elect  Director Marjorie M. Yang          For       For        Management
2     Ratify Auditors                           For       For        Management


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

HOME DEPOT, INC. (THE)

Ticker:       HD             Security ID:  437076102
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gregory D. Brenneman      For       For        Management
1.2   Elect  Director Richard H. Brown          For       For        Management
1.3   Elect  Director John L. Clendenin         For       For        Management
1.4   Elect  Director Berry R. Cox              For       For        Management
1.5   Elect  Director Claudio X. Gonzalez       For       For        Management
1.6   Elect  Director Milledge A. Hart, III     For       For        Management
1.7   Elect  Director Bonnie G. Hill            For       For        Management
1.8   Elect  Director Laban P. Jackson, Jr.     For       For        Management
1.9   Elect  Director Lawrence R. Johnston      For       For        Management
1.10  Elect  Director Kenneth G. Langone        For       For        Management
1.11  Elect  Director Robert L. Nardelli        For       For        Management
1.12  Elect  Director Thomas J. Ridge           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Nomination Procedures for the Board For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management
5     Prepare Diversity Report                  Against   Against    Shareholder
6     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
7     Limit Executive Compensation              Against   Against    Shareholder
8     Submit Severance Agreement                Against   Against    Shareholder
      (Change-in-Control) to Shareholder Vote
9     Performance- Based/Indexed Options        Against   Against    Shareholder
10    Performance- Based/Indexed Options        Against   Against    Shareholder
11    Affirm Political Nonpartisanship          Against   Against    Shareholder


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

INTEL CORP.

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Craig R. Barrett           For       For        Management
1.2   Elect Director Charlene Barshefsky        For       For        Management
1.3   Elect Director E. John P. Browne          For       For        Management
1.4   Elect Director D. James Guzy              For       For        Management
1.5   Elect Director Reed E. Hundt              For       For        Management
1.6   Elect Director Paul S. Otellini           For       For        Management
1.7   Elect Director David S. Pottruck          For       For        Management
1.8   Elect Director Jane E. Shaw               For       For        Management
1.9   Elect Director John L. Thornton           For       For        Management
1.10  Elect Director David B. Yoffie            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Sue Coleman          For       For        Management
1.2   Elect  Director James G. Cullen           For       For        Management
1.3   Elect  Director Robert J. Darretta        For       For        Management
1.4   Elect  Director Michael M. E. Johns       For       For        Management
1.5   Elect  Director Ann Dibble Jordan         For       For        Management
1.6   Elect  Director Arnold G. Langbo          For       For        Management
1.7   Elect  Director Susan L. Lindquist        For       For        Management
1.8   Elect  Director Leo F. Mullin             For       For        Management
1.9   Elect  Director Christine A. Poon         For       For        Management
1.10  Elect  Director Steven S. Reinemund       For       For        Management
1.11  Elect  Director David Satcher             For       For        Management
1.12  Elect  Director William C. Weldon         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

JUNIPER NETWORKS, INC.

Ticker:       JNPR           Security ID:  48203R104
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William R. Hearst III     For       For        Management
1.2   Elect  Director Kenneth Goldman           For       For        Management
1.3   Elect  Director Frank Marshall            For       For        Management
2     Ratify Auditors                           For       For        Management


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

LUCENT TECHNOLOGIES INC.

Ticker:       LU             Security ID:  549463107
Meeting Date: FEB 16, 2005   Meeting Type: Annual
Record Date:  DEC 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Robert E. Denham           For       For        Management
1.2   Elect Director Daniel S. Goldin           For       For        Management
1.3   Elect Director Edward E. Hagen Locker     For       For        Management
1.4   Elect Director Carla A. Hills             For       For        Management
1.5   Elect Director Karl J. Krapek             For       For        Management
1.6   Elect Director Richard C. Levin           For       For        Management
1.7   Elect Director Patricia F. Russo          For       For        Management
1.8   Elect Director Henry B. Schact            For       For        Management
1.9   Elect Director Franklin A. Thomas         For       For        Management
1.10  Elect Director Ronald A. Williams         For       For        Management
2     Approve Reverse Stock Split               For       For        Management
3     Report on Political Contributions         Against   Against    Shareholder
4     Performance- Based/Indexed Options        Against   Against    Shareholder
5     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services
6     Approve Future Golden Parachute Provision Against   For        Shareholder


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

MERRILL LYNCH & CO., INC.

Ticker:       MER            Security ID:  590188108
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jill K. Conway            For       For        Management
1.2   Elect  Director Heinz-Joachim Neuburger   For       For        Management
1.3   Elect  Director E. Stanley O'Neal         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
4     Provide for Cumulative Voting             Against   For        Shareholder
5     Limit Executive Compensation              Against   Against    Shareholder


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William H. Gates III      For       For        Management
1.2   Elect  Director Steven A. Ballmer         For       For        Management
1.3   Elect  Director James I. Cash Jr., Ph.D.  For       For        Management
1.4   Elect  Director Raymond V. Gilmartin      For       For        Management
1.5   Elect  Director Ann McLaughlin Korologos  For       For        Management
1.6   Elect  Director David F. Marquardt        For       For        Management
1.7   Elect  Director Charles H. Noski          For       For        Management
1.8   Elect  Director Dr. Helmut Panke          For       For        Management
1.9   Elect  Director Jon A. Shirley            For       For        Management
2     Amend Bundled Compensation Plans          For       For        Management
3     Amend Bundled Compensation Plans          For       For        Management
4     Amend Stock Option Plan                   For       For        Management
5     Ratify Auditors                           For       For        Management


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

MORGAN STANLEY

Ticker:       MWD            Security ID:  617446448
Meeting Date: MAR 15, 2005   Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John E. Jacob             For       For        Management
1.2   Elect  Director Charles F. Knight         For       For        Management
1.3   Elect  Director Miles L. Marsh            For       For        Management
1.4   Elect  Director Laura D'Andrea Tyson      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Limit Executive Compensation              Against   Against    Shareholder


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

MOTOROLA, INC.

Ticker:       MOT            Security ID:  620076109
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Zander                  For       For        Management
1.2   Elect Director H. L. Fuller               For       For        Management
1.3   Elect Director J. Lewant                  For       For        Management
1.4   Elect Director W. Massey                  For       For        Management
1.5   Elect Director T. Meredith                For       For        Management
1.6   Elect Director N. Negroponte              For       For        Management
1.7   Elect Director I. Nooyi                   For       For        Management
1.8   Elect Director S. Scott III               For       For        Management
1.9   Elect Director R. Sommer                  For       For        Management
1.10  Elect Director J. Stengel                 For       For        Management
1.11  Elect Director D. Warner III              For       For        Management
1.12  Elect Director J. White                   For       For        Management
2     Limit Executive Compensation              Against   Against    Shareholder
3     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     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       For        Management
1.10  Elect Director Henry A. McKinnell         For       For        Management
1.11  Elect Director Dana G. Mead               For       For        Management
1.12  Elect Director Ruth J. Simmons            For       For        Management
1.13  Elect Director William C. Steere, Jr.     For       For        Management
1.14  Elect Director Jean-Paul Valles           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Term Limits for Directors       Against   Against    Shareholder
4     Report on Pharmaceutical Price Restraint  Against   Against    Shareholder
5     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Product Availability in Canada  Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   For        Shareholder


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

RED HAT, INC.

Ticker:       RHAT           Security ID:  756577102
Meeting Date: SEP 21, 2004   Meeting Type: Annual
Record Date:  JUL 26, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gen. H. Hugh Shelton      For       For        Management
1.2   Elect  Director Eugene J. Mcdonald        For       For        Management
1.3   Elect  Director Matthew J. Szulik         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management


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

TEXAS INSTRUMENTS INC.

Ticker:       TXN            Security ID:  882508104
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James R. Adams            For       For        Management
1.2   Elect  Director David L. Boren            For       For        Management
1.3   Elect  Director Daniel A. Carp            For       For        Management
1.4   Elect  Director Carrie S. Cox             For       For        Management
1.5   Elect  Director Thomas J. Engibous        For       For        Management
1.6   Elect  Director Gerald W. Fronterhouse    For       For        Management
1.7   Elect  Director David R. Goode            For       For        Management
1.8   Elect  Director Pamela H. Patsley         For       For        Management
1.9   Elect  Director Wayne R. Sanders          For       For        Management
1.10  Elect  Director Ruth J. Simmons           For       For        Management
1.11  Elect  Director Richard K. Templeton      For       For        Management
1.12  Elect  Director Christine T. Whitman      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
4     Amend Stock Option Plan                   For       For        Management


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

TIME WARNER INC

Ticker:       TWX            Security ID:  887317105
Meeting Date: MAY 20, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James L. Barksdale         For       For        Management
1.2   Elect Director Stephen F. Bollenbach      For       For        Management
1.3   Elect Director Stephen M. Case            For       For        Management
1.4   Elect Director Frank J. Caufield          For       For        Management
1.5   Elect Director Robert C. Clark            For       For        Management
1.6   Elect Director Jessica P. Einhorn         For       For        Management
1.7   Elect Director Miles R. Gilburne          For       For        Management
1.8   Elect Director Carla A. Hills             For       For        Management
1.9   Elect Director Reuben Mark                For       For        Management
1.10  Elect Director Michael A. Miles           For       For        Management
1.11  Elect Director Kenneth J. Novack          For       For        Management
1.12  Elect Director Richard D. Parsons         For       For        Management
1.13  Elect Director R. E. Turner               For       For        Management
1.14  Elect Director Francis T. Vincent, Jr     For       For        Management
1.15  Elect Director Deborah C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Against    Shareholder


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

VERITAS SOFTWARE CORP.

Ticker:       VRTS           Security ID:  923436109
Meeting Date: AUG 25, 2004   Meeting Type: Annual
Record Date:  JUN 28, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael Brown             For       For        Management
1.2   Elect  Director Kurt J. Lauk              For       For        Management
1.3   Elect  Director Fred van den Bosch        For       For        Management
2     Amend Stock Option Plan                   For       For        Management
3     Ratify Auditors                           For       For        Management


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

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: FEB 11, 2005   Meeting Type: Annual
Record Date:  DEC 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John E. Bryson            For       For        Management
1.2   Elect  Director John S. Chen              For       For        Management
1.3   Elect  Director Michael D. Eisner         For       For        Management
1.4   Elect  Director Judith L. Estrin          For       For        Management
1.5   Elect  Director Robert A. Iger            For       For        Management
1.6   Elect  Director Fred H. Langhammer        For       For        Management
1.7   Elect  Director Aylwin B. Lewis           For       For        Management
1.8   Elect  Director Monica C. Lozano          For       For        Management
1.9   Elect  Director Robert W. Matschullat     For       For        Management
1.10  Elect  Director George J. Mitchell        For       For        Management
1.11  Elect  Director Leo J. O'Donovan, S.J.    For       For        Management
1.12  Elect  Director Gary L. Wilson            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Prohibit Greenmail Payments               Against   For        Shareholder
5     Report on Vendor Standards in China       Against   Against    Shareholder


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

WM. WRIGLEY JR. CO.

Ticker:       WWY            Security ID:  982526105
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Rau                   For       For        Management
1.2   Elect Director Richard K. Smucker         For       For        Management
1.3   Elect Director William Wrigley, Jr.       For       For        Management
2     Increase Authorized Common Stock          For       Against    Management
3     Ratify Auditors                           For       For        Management
4     Proposal Regarding a Change to Proxy Card Against   Against    Shareholder
      Features


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

XILINX, INC.

Ticker:       XLNX           Security ID:  983919101
Meeting Date: AUG 5, 2004    Meeting Type: Annual
Record Date:  JUN 7, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Willem P. Roelandts       For       For        Management
1.2   Elect  Director John L. Doyle             For       For        Management
1.3   Elect  Director Jerald G. Fishman         For       For        Management
1.4   Elect  Director Philip T. Gianos          For       For        Management
1.5   Elect  Director Harold E. Hughes, Jr.     For       For        Management
1.6   Elect  Director William G. Howard, Jr.    For       For        Management
1.7   Elect  Director Richard W. Sevcik         For       For        Management
1.8   Elect  Director Elizabeth Vanderslice     For       For        Management
2     Ratify Auditors                           For       For        Management




========= TRAVELERS SERIES FUND INC. - SMITH BARNEY MID CAP PORTFOLIO ==========


3COM CORP.

Ticker:       COMS           Security ID:  885535104
Meeting Date: SEP 22, 2004   Meeting Type: Annual
Record Date:  AUG 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Eric A. Benhamou          For       For        Management
1.2   Elect  Director Gary T. Dicamillo         For       For        Management
1.3   Elect  Director James R. Long             For       For        Management
1.4   Elect  Director Raj Reddy                 For       For        Management
1.5   Elect  Director David C. Wajsgras         For       For        Management
2     Ratify Auditors                           For       For        Management


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

ACTIVISION, INC.

Ticker:       ATVI           Security ID:  004930202
Meeting Date: APR 4, 2005    Meeting Type: Special
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Increase Authorized Common Stock          For       For        Management


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

AIR PRODUCTS & CHEMICALS, INC.

Ticker:       APD            Security ID:  009158106
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  NOV 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael J. Donahue        For       For        Management
1.2   Elect  Director Ursula F. Fairbairn       For       For        Management
1.3   Elect  Director John P. Jones III         For       For        Management
1.4   Elect  Director Lawrence S. Smith         For       For        Management
2     Ratify Auditors                           For       For        Management


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

ALBERTO-CULVER CO.

Ticker:       ACV            Security ID:  013068101
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  DEC 1, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Howard B. Bernick         For       For        Management
1.2   Elect  Director King Harris               For       For        Management
1.3   Elect  Director Sam J. Susser             For       For        Management


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

ALLIANT TECHSYSTEMS INC.

Ticker:       ATK            Security ID:  018804104
Meeting Date: AUG 3, 2004    Meeting Type: Annual
Record Date:  JUN 7, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frances D. Cook           For       For        Management
1.2   Elect  Director Gilbert F. Decker         For       For        Management
1.3   Elect  Director Ronald R. Fogleman        For       For        Management
1.4   Elect  Director Jonathan G. Guss          For       For        Management
1.5   Elect  Director David E. Jeremiah         For       For        Management
1.6   Elect  Director Roman Martinez Iv         For       For        Management
1.7   Elect  Director Paul David Miller         For       For        Management
1.8   Elect  Director Daniel J. Murphy, Jr.     For       For        Management
1.9   Elect  Director Robert W. Riscassi        For       For        Management
1.10  Elect  Director Michael T. Smith          For       For        Management
1.11  Elect  Director William G. Van Dyke       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on the Weaponization of Space      Against   Against    Shareholder


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

AMBAC FINANCIAL GROUP, INC.

Ticker:       ABK            Security ID:  023139108
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Phillip B. Lassiter        For       For        Management
1.2   Elect Director Michael A. Callen          For       For        Management
1.3   Elect Director Jill M. Considine          For       For        Management
1.4   Elect Director Robert J. Genader          For       For        Management
1.5   Elect Director  W. Grant Gregory          For       For        Management
1.6   Elect Director Thomas C. Theobald         For       For        Management
1.7   Elect Director  Laura S. Unger            For       For        Management
1.8   Elect Director Henry D.G. Wallace         For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

AMDOCS LIMITED

Ticker:       DOX            Security ID:  G02602103
Meeting Date: JAN 20, 2005   Meeting Type: Annual
Record Date:  NOV 24, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Bruce K. Anderson         For       For        Management
1.2   Elect  Director Adrian Gardner            For       For        Management
1.3   Elect  Director Dov Baharav               For       For        Management
1.4   Elect  Director Julian A. Brodsky         For       For        Management
1.5   Elect  Director Charles E. Foster         For       For        Management
1.6   Elect  Director Eli Gelman                For       For        Management
1.7   Elect  Director James S. Kahan            For       For        Management
1.8   Elect  Director Nehemia Lemelbaum         For       For        Management
1.9   Elect  Director John T. Mclennan          For       For        Management
1.10  Elect  Director Robert A. Minicucci       For       For        Management
1.11  Elect  Director Simon Olswang             For       For        Management
1.12  Elect  Director Mario Segal               For       For        Management
2     APPROVAL OF CONSOLIDATED FINANCIAL        For       For        Management
      STATEMENTS FOR FISCAL YEAR 2004.
3     RATIFICATION AND APPROVAL OF ERNST &      For       For        Management
      YOUNG LLP AND AUTHORIZATION OF AUDIT
      COMMITTEE OF BOARD TO FIX REMUNERATION.


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

AMERICAN STANDARD COMPANIES INC.

Ticker:       ASD            Security ID:  029712106
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jared L. Cohon            For       For        Management
1.2   Elect  Director Paul J. Curlander         For       For        Management
1.3   Elect  Director Frederic M. Poses         For       For        Management
2     Ratify Auditors                           For       For        Management


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

AQUA AMERICA, INC.

Ticker:       WTR            Security ID:  03836W103
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary C. Carroll           For       For        Management
1.2   Elect  Director Dr. Constantine Papadakis For       For        Management


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

ARCH COAL, INC.

Ticker:       ACI            Security ID:  039380100
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James R. Boyd             For       For        Management
1.2   Elect  Director Douglas H. Hunt           For       For        Management
1.3   Elect  Director A. Michael Perry          For       For        Management
1.4   Elect  Director Patricia F. Godley        For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management


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

ASK JEEVES, INC.

Ticker:       ASKJ           Security ID:  045174109
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  APR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David S. Carlick          For       For        Management
1.2   Elect  Director James D. Kirsner          For       For        Management
2     Ratify Auditors                           For       For        Management


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

AVAYA INC

Ticker:       AV             Security ID:  053499109
Meeting Date: FEB 15, 2005   Meeting Type: Annual
Record Date:  DEC 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Philip A. Odeen           For       For        Management
1.2   Elect  Director Hellene S. Runtagh        For       For        Management
1.3   Elect  Director Paula Stern               For       For        Management
1.4   Elect  Director Richard F. Wallman        For       For        Management


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

AZTAR CORP.

Ticker:       AZR            Security ID:  054802103
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 17, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John B. Bohle             For       For        Management
1.2   Elect  Director John A. Spencer           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         Against   For        Shareholder


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

BEAR STEARNS COMPANIES INC., THE

Ticker:       BSC            Security ID:  073902108
Meeting Date: APR 7, 2005    Meeting Type: Annual
Record Date:  FEB 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director James E. Cayne             For       For        Management
1.2   Elect Director Henry S. Bienen            For       For        Management
1.3   Elect Director Carl D. Glickman           For       For        Management
1.4   Elect Director Alan C. Greenberg          For       For        Management
1.5   Elect Director Donald J. Harrington       For       For        Management
1.6   Elect Director Frank T. Nickell           For       For        Management
1.7   Elect Director Paul A. Novelly            For       For        Management
1.8   Elect Director Frederic V. Salerno        For       For        Management
1.9   Elect Director Alan D. Schwartz           For       For        Management
1.10  Elect Director Warren J. Spector          For       For        Management
1.11  Elect Director Vincent Tese               For       For        Management
1.12  Elect Director Wesley S. Williams Jr.     For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

BED BATH & BEYOND INC.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUN 30, 2005   Meeting Type: Annual
Record Date:  MAY 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Leonard Feinstein         For       For        Management
1.2   Elect  Director Robert Kaplan             For       For        Management
1.3   Elect  Director Dean S. Adler             For       For        Management
1.4   Elect  Director Jordan Heller             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Adopt ILO-based Code of Conduct           Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Declassify the Board of Directors         Against   Against    Shareholder


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

BOYD GAMING CORP.

Ticker:       BYD            Security ID:  103304101
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William R. Boyd           For       For        Management
1.2   Elect  Director Michael O. Maffie         For       For        Management
1.3   Elect  Director Keith E. Smith            For       For        Management
1.4   Elect  Director Veronica J. Wilson        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management


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

BROOKLINE BANCORP, INC.

Ticker:       BRKL           Security ID:  11373M107
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George C. Caner, Jr.      For       For        Management
1.2   Elect  Director Richard P. Chapman, Jr.   For       For        Management
1.3   Elect  Director John J. McGlynn           For       For        Management
1.4   Elect  Director William V. Tripp, III     For       For        Management
1.5   Elect  Director Peter O. Wilde            For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management


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

C.H. ROBINSON WORLDWIDE, INC.

Ticker:       CHRW           Security ID:  12541W100
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert Ezrilov            For       For        Management
1.2   Elect  Director Wayne M. Fortun           For       For        Management
1.3   Elect  Director Brian P. Short            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management


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

CBRL GROUP, INC.

Ticker:       CBRL           Security ID:  12489V106
Meeting Date: NOV 23, 2004   Meeting Type: Annual
Record Date:  SEP 24, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James D. Carreker         For       For        Management
1.2   Elect  Director Robert V. Dale            For       For        Management
1.3   Elect  Director Robert C. Hilton          For       For        Management
1.4   Elect  Director Charles E. Jones, Jr.     For       For        Management
1.5   Elect  Director B.F. (Jack) Lowery        For       For        Management
1.6   Elect  Director Martha M. Mitchell        For       For        Management
1.7   Elect  Director Andrea M. Weiss           For       For        Management
1.8   Elect  Director Jimmie D. White           For       For        Management
1.9   Elect  Director Michael A. Woodhouse      For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

CDW CORP.

Ticker:       CDWC           Security ID:  12512N105
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michelle L. Collins       For       For        Management
1.2   Elect  Director Casey G. Cowell           For       For        Management
1.3   Elect  Director John A. Edwardson         For       For        Management
1.4   Elect  Director Daniel S. Goldin          For       For        Management
1.5   Elect  Director Donald P. Jacobs          For       For        Management
1.6   Elect  Director Stephan A. James          For       For        Management
1.7   Elect  Director Michael P. Krasny         For       For        Management
1.8   Elect  Director Terry L. Lengfelder       For       For        Management
1.9   Elect  Director Susan D. Wellington       For       For        Management
1.10  Elect  Director Brian E. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management


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

COMERICA INC.

Ticker:       CMA            Security ID:  200340107
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Joseph J. Buttigieg, III  For       For        Management
1.2   Elect  Director J. Philip DiNapoli        For       For        Management
1.3   Elect  Director Roger Fridholm            For       For        Management
1.4   Elect  Director Alfred A. Piergallini     For       For        Management
1.5   Elect  Director Patricia M. Wallington    For       For        Management
1.6   Elect  Director Gail L. Warden            For       For        Management
2     Ratify Auditors                           For       For        Management


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

COMPASS MINERALS INTERNATIONAL, INC

Ticker:       CMP            Security ID:  20451N101
Meeting Date: AUG 12, 2004   Meeting Type: Annual
Record Date:  JUL 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mr. Michael E. Ducey      For       For        Management
1.2   Elect  Director Mr. H.F. Tomforhrde III   For       For        Management
1.3   Elect  Director Mr. Douglas A. Pertz      For       For        Management
2     Ratify Auditors                           For       For        Management


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

CYTYC CORPORATION

Ticker:       CYTC           Security ID:  232946103
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Brock Hattox              For       For        Management
1.2   Elect  Director William McDaniel          For       For        Management
1.3   Elect  Director Marla S. Persky           For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Ratify Auditors                           For       For        Management


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

D.R. HORTON, INC.

Ticker:       DHI            Security ID:  23331A109
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  DEC 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Donald R. Horton          For       For        Management
1.2   Elect  Director Bradley S. Anderson       For       For        Management
1.3   Elect  Director Michael R. Buchanan       For       For        Management
1.4   Elect  Director Richard I. Galland        For       For        Management
1.5   Elect  Director Francine I. Neff          For       For        Management
1.6   Elect  Director Donald J. Tomnitz         For       For        Management
1.7   Elect  Director Bill W. Wheat             For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Other Business                            For       For        Management


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

DAVITA INC.

Ticker:       DVA            Security ID:  23918K108
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nancy-Ann DeParle         For       For        Management
1.2   Elect  Director Richard B. Fontaine       For       For        Management
1.3   Elect  Director Peter T. Grauer           For       For        Management
1.4   Elect  Director Michele J. Hooper         For       For        Management
1.5   Elect  Director C. Raymond Larkin, Jr.    For       For        Management
1.6   Elect  Director John M. Nehra             For       For        Management
1.7   Elect  Director William L. Roper, M.D.    For       For        Management
1.8   Elect  Director Kent J. Thiry             For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

DENTSPLY INTERNATIONAL, INC.

Ticker:       XRAY           Security ID:  249030107
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael C. Alfano, D.M.D. For       For        Management
1.2   Elect  Director Eric K. Brandt            For       For        Management
1.3   Elect  Director William F. Hecht          For       For        Management
1.4   Elect  Director Francis J. Lunger         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

DIEBOLD, INC.

Ticker:       DBD            Security ID:  253651103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Louis V. Bockius III      For       For        Management
1.2   Elect  Director Christopher M. Connor     For       For        Management
1.3   Elect  Director Richard L. Crandall       For       For        Management
1.4   Elect  Director Eric C. Evans             For       For        Management
1.5   Elect  Director Gale S. Fitzgerald        For       For        Management
1.6   Elect  Director Phillip B. Lassiter       For       For        Management
1.7   Elect  Director John N. Lauer             For       For        Management
1.8   Elect  Director William F. Massy          For       For        Management
1.9   Elect  Director Walden W. O'Dell          For       For        Management
1.10  Elect  Director Eric J. Roorda            For       For        Management
1.11  Elect  Director W.R. Timken, Jr.          For       For        Management
1.12  Elect  Director Henry D.G. Wallace        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management


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

DOLLAR GENERAL CORP.

Ticker:       DG             Security ID:  256669102
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director David L. Bere             For       For        Management
1.2   Elect  Director Dennis C. Bottorff        For       For        Management
1.3   Elect  Director Barbara L. Bowles         For       For        Management
1.4   Elect  Director James L. Clayton          For       For        Management
1.5   Elect  Director Reginald D. Dickson       For       For        Management
1.6   Elect  Director E. Gordon Gee             For       For        Management
1.7   Elect  Director Barbara M. Knuckles       For       For        Management
1.8   Elect  Director David A. Perdue           For       For        Management
1.9   Elect  Director J. Neal Purcell           For       For        Management
1.10  Elect  Director James D. Robbins          For       For        Management
1.11  Elect  Director David M. Wilds            For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Ratify Auditors                           For       For        Management


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

DREAMWORKS ANIMATION SKG, INC.

Ticker:       DWA            Security ID:  26153C103
Meeting Date: JUN 22, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jeffrey Katzenberg        For       For        Management
1.2   Elect  Director Roger A. Enrico           For       For        Management
1.3   Elect  Director Paul G. Allen             For       For        Management
1.4   Elect  Director Lewis W. Coleman          For       For        Management
1.5   Elect  Director David Geffen              For       For        Management
1.6   Elect  Director Mellody Hobson            For       For        Management
1.7   Elect  Director Nathan Myhrvold           For       For        Management
1.8   Elect  Director Howard Schultz            For       For        Management
1.9   Elect  Director Margaret C. Whitman       For       For        Management
2     Ratify Auditors                           For       For        Management


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

DST SYSTEMS, INC.

Ticker:       DST            Security ID:  233326107
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas A. McDonnell       For       For        Management
1.2   Elect  Director M. Jeannine Strandjord    For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
4     Ratify Auditors                           For       For        Management


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

E.W. SCRIPPS CO. (THE)

Ticker:       SSP            Security ID:  811054204
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David Galloway             For       For        Management
1.2   Elect Director Nicholas B. Paumgarten     For       For        Management
1.3   Elect Director Ronald W. Tysoe            For       For        Management
1.4   Elect Director Julie A. Wrigley           For       For        Management


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

EATON CORP.

Ticker:       ETN            Security ID:  278058102
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Ned C. Lautenbach          For       For        Management
1.2   Elect Director John R. Miller             For       For        Management
1.3   Elect Director Gregory R. Page            For       For        Management
1.4   Elect Director Victor A. Pelson           For       For        Management
2     Ratify Auditors                           For       For        Management


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

EVEREST RE GROUP LTD

Ticker:       RE             Security ID:  G3223R108
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  MAR 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas J. Gallagher       For       For        Management
1.2   Elect  Director William F. Galtney, Jr.   For       For        Management
2     Ratify Auditors                           For       For        Management
3     TO APPROVE AN AMENDMENT TO THE EVEREST RE For       For        Management
      GROUP, LTD. 2003 NON-EMPLOYEE DIRECTOR
      EQUITY COMPENSATION PLAN.
4     TO APPROVE AN AMENDMENT TO THE EVEREST RE For       None       Management
      GROUP, LTD. EXECUTIVE PERFORMANCE ANNUAL
      INCENTIVE PLAN.


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

FASTENAL CO.

Ticker:       FAST           Security ID:  311900104
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert A. Kierlin         For       For        Management
1.2   Elect  Director Stephen M. Slaggie        For       For        Management
1.3   Elect  Director Michael M. Gostomski      For       For        Management
1.4   Elect  Director John D. Remick            For       For        Management
1.5   Elect  Director Henry K. McConnon         For       For        Management
1.6   Elect  Director Robert A. Hansen          For       For        Management
1.7   Elect  Director Willard D. Oberton        For       For        Management
1.8   Elect  Director Michael J. Dolan          For       For        Management
1.9   Elect  Director Reyne K. Wisecup          For       For        Management
2     Ratify Auditors                           For       For        Management


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

FIDELITY NATIONAL FINANCIAL, INC.

Ticker:       FNF            Security ID:  316326107
Meeting Date: DEC 16, 2004   Meeting Type: Annual
Record Date:  NOV 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William A. Imparato       For       For        Management
1.2   Elect  Director Donald M. Koll            For       For        Management
1.3   Elect  Director Gen. William Lyon         For       For        Management
1.4   Elect  Director Cary H. Thompson          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Amend Stock Option Plan                   For       For        Management
4     Amend Stock Option Plan                   For       For        Management
5     Amend Stock Option Plan                   For       For        Management
6     Ratify Auditors                           For       For        Management


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

FIDELITY NATIONAL FINANCIAL, INC.

Ticker:       FNF            Security ID:  316326107
Meeting Date: JUN 22, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William P. Foley, Ii      For       For        Management
1.2   Elect  Director Frank P. Willey           For       For        Management
1.3   Elect  Director Terry N. Christensen      For       For        Management
1.4   Elect  Director Thomas M. Hagerty         For       For        Management
2     Ratify Auditors                           For       For        Management


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

FISHER SCIENTIFIC INTERNATIONAL INC.

Ticker:       FSH            Security ID:  338032204
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Rosanne F. Coppola         For       For        Management
1.2   Elect Director Bruce L. Koepfgen          For       For        Management
1.3   Elect Director Paul M. Meister            For       For        Management
1.4   Elect Director W. Clayton Stephens        For       For        Management
1.5   Elect Director Richard W. Vieser          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul Berg                  For       For        Management
1.2   Elect Director Etienne F. Davignon        For       For        Management
1.3   Elect Director James M. Denny             For       For        Management
1.4   Elect Director John C. Martin             For       For        Management
1.5   Elect Director Gordon E. Moore            For       For        Management
1.6   Elect Director Nicholas G. Moore          For       For        Management
1.7   Elect Director George P. Shultz           For       For        Management
1.8   Elect Director Gayle E. Wilson            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Report on Impact of HIV/AIDS, TB, and     Against   For        Shareholder
      Malaria Pandemics


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

GLAMIS GOLD LTD.

Ticker:       GLG.           Security ID:  376775102
Meeting Date: FEB 9, 2005    Meeting Type: Special
Record Date:  JAN 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Unlimited Capital Authorization   For       For        Management
      and Amend Notice of Articles Accordingly


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

GLAMIS GOLD LTD.

Ticker:       GLG.           Security ID:  376775102
Meeting Date: MAY 5, 2005    Meeting Type: Annual/Special
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Fix Number of Directors at Six            For       For        Management
2.1   Elect as Director A. Dan Rovig            For       For        Management
2.2   Elect as Director C. Kevin McArthur       For       For        Management
2.3   Elect as Director Kenneth F. Williamson   For       For        Management
2.4   Elect as Director Jean Depatie            For       For        Management
2.5   Elect as Director A. Ian S. Davidson      For       For        Management
2.6   Elect as Director P. Randy Reifel         For       For        Management
3     Approve KPMG LLP as Auditors and          For       For        Management
      Authorize Board to Fix Remuneration of
      Auditors
4     Approve Removing Pre-Existing Company     For       For        Management
      Provisions
5     Attach New Special Rights and             For       For        Management
      Restrictions to Preferred Stock
6     Adopt New Articles                        For       For        Management
7     Authorise any Officer or Director to Take For       For        Management
      any Action to Implement Special
      Resolutions
8     Other Business                            For       For        Management


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

GLOBAL SANTA FE CORP.(FORMERLY SANTA FE INTERNATIONAL CORP)

Ticker:       GSF            Security ID:  G3930E101
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard L. George         For       For        Management
1.2   Elect  Director Robert E. Rose            For       For        Management
1.3   Elect  Director Stephen J. Solarz         For       For        Management
1.4   Elect  Director Nader H. Sultan           For       For        Management
2     PROPOSAL TO AMEND THE COMPANY S 2003      For       For        Management
      LONG-TERM INCENTIVE PLAN TO REDUCE THE
      NUMBER OF SHARES AUTHORIZED FOR ISSUANCE
      UNDER THE PLAN AND INCREASE THE NUMBER OF
      SUCH SHARES AVAILABLE FOR FULL-VALUE
      STOCK AWARDS.
3     Ratify Auditors                           For       For        Management


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

HAIN CELESTIAL GROUP, INC., THE

Ticker:       HAIN           Security ID:  405217100
Meeting Date: DEC 2, 2004    Meeting Type: Annual
Record Date:  OCT 29, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Irwin D. Simon            For       For        Management
1.2   Elect  Director Barry J. Alperin          For       For        Management
1.3   Elect  Director Beth L. Bronner           For       For        Management
1.4   Elect  Director Jack Futterman            For       For        Management
1.5   Elect  Director Daniel R. Glickman        For       For        Management
1.6   Elect  Director Marina Hahn               For       For        Management
1.7   Elect  Director Andrew R. Heyer           For       For        Management
1.8   Elect  Director Roger Meltzer             For       For        Management
1.9   Elect  Director Mitchell A. Ring          For       For        Management
1.10  Elect  Director Lewis D. Schiliro         For       For        Management
1.11  Elect  Director D. Edward I. Smyth        For       For        Management
1.12  Elect  Director Larry S. Zilavy           For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

HARTE-HANKS, INC.

Ticker:       HHS            Security ID:  416196103
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Houston H. Harte          For       For        Management
1.2   Elect  Director Richard M. Hochhauser     For       For        Management
1.3   Elect  Director Judy C. Odom              For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

HEARTLAND EXPRESS, INC.

Ticker:       HTLD           Security ID:  422347104
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Russell A. Gerdin         For       For        Management
1.2   Elect  Director Richard O. Jacobson       For       For        Management
1.3   Elect  Director Dr. Benjamin J. Allen     For       For        Management
1.4   Elect  Director Michael Gerdin            For       For        Management
1.5   Elect  Director Lawrence D. Crouse        For       For        Management


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

HORMEL FOODS CORP.

Ticker:       HRL            Security ID:  440452100
Meeting Date: JAN 25, 2005   Meeting Type: Annual
Record Date:  NOV 29, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John W. Allen             For       For        Management
1.2   Elect  Director John R. Block             For       For        Management
1.3   Elect  Director Jeffrey M. Ettinger       For       For        Management
1.4   Elect  Director E. Peter Gillette, Jr.    For       For        Management
1.5   Elect  Director Luella G. Goldberg        For       For        Management
1.6   Elect  Director Joel W. Johnson           For       For        Management
1.7   Elect  Director Susan I. Marvin           For       For        Management
1.8   Elect  Director Michael J. Mccoy          For       For        Management
1.9   Elect  Director John L. Morrison          For       For        Management
1.10  Elect  Director Dakota A. Pippins         For       For        Management
1.11  Elect  Director Gary J. Ray               For       For        Management
1.12  Elect  Director John G. Turner            For       For        Management
1.13  Elect  Director Robert R. Waller, M.D.    For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Report on Environmental Impact of         Against   Against    Shareholder
      Livestock Operations


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

IHOP CORP.

Ticker:       IHP            Security ID:  449623107
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael S. Gordon         For       For        Management
1.2   Elect  Director Larry Alan Kay            For       For        Management
1.3   Elect  Director Julia A. Stewart          For       For        Management
1.4   Elect  Director Gilbert T. Ray            For       For        Management
2     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

INTEGRATED DEVICE TECHNOLOGY, INC.

Ticker:       IDTI           Security ID:  458118106
Meeting Date: SEP 16, 2004   Meeting Type: Annual
Record Date:  JUL 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Bolger                For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

INTERNATIONAL RECTIFIER CORP.

Ticker:       IRF            Security ID:  460254105
Meeting Date: NOV 22, 2004   Meeting Type: Annual
Record Date:  SEP 22, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Eric Lidow                For       For        Management
1.2   Elect  Director Jack O. Vance             For       For        Management
2     Approve Option Exchange Program           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

JUNIPER NETWORKS, INC.

Ticker:       JNPR           Security ID:  48203R104
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William R. Hearst III     For       For        Management
1.2   Elect  Director Kenneth Goldman           For       For        Management
1.3   Elect  Director Frank Marshall            For       For        Management
2     Ratify Auditors                           For       For        Management


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

KORN FERRY INTERNATIONAL

Ticker:       KFY            Security ID:  500643200
Meeting Date: SEP 14, 2004   Meeting Type: Annual
Record Date:  JUL 19, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James E.  Barlett         For       For        Management
1.2   Elect  Director Sakie T. Fukushima        For       For        Management
1.3   Elect  Director David L. Lowe             For       For        Management
1.4   Elect  Director Edward D. Miller          For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Amend Omnibus Stock Plan                  For       Against    Management
4     Ratify Auditors                           For       For        Management


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

KYPHON INC

Ticker:       KYPH           Security ID:  501577100
Meeting Date: JUN 16, 2005   Meeting Type: Annual
Record Date:  APR 20, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James T. Treace           For       For        Management
1.2   Elect  Director Elizabeth H. Weatherman   For       For        Management
1.3   Elect  Director Louis J. Lavigne, Jr.     For       For        Management
2     Ratify Auditors                           For       For        Management


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

L-3 COMMUNICATIONS HOLDINGS, INC.

Ticker:       LLL            Security ID:  502424104
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Frank C. Lanza             For       For        Management
1.2   Elect Director John M. Shalikashvili      For       For        Management
1.3   Elect Director John White                 For       For        Management
2     Ratify Auditors                           For       For        Management


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

LAUREATE EDUCATION INC.

Ticker:       LAUR           Security ID:  518613104
Meeting Date: JUN 21, 2005   Meeting Type: Annual
Record Date:  APR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director R.C. Hoehn-Saric          For       For        Management
1.2   Elect  Director John A. Miller            For       For        Management
1.3   Elect  Director David A. Wilson           For       For        Management
1.4   Elect  Director Isabel Aguilera           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

LINEAR TECHNOLOGY CORP.

Ticker:       LLTC           Security ID:  535678106
Meeting Date: NOV 3, 2004    Meeting Type: Annual
Record Date:  SEP 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert H. Swanson, Jr.    For       For        Management
1.2   Elect  Director David S. Lee              For       For        Management
1.3   Elect  Director Leo T. McCarthy           For       For        Management
1.4   Elect  Director Richard M. Moley          For       For        Management
1.5   Elect  Director Thomas S. Volpe           For       For        Management
2     Ratify Auditors                           For       For        Management


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

MANPOWER INC.

Ticker:       MAN            Security ID:  56418H100
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director J. Thomas Bouchard        For       For        Management
1.2   Elect  Director Rozanne L. Ridgway        For       For        Management
1.3   Elect  Director Edward J. Zore            For       For        Management
2     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
3     Amend Omnibus Stock Plan                  For       For        Management


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

MARVEL ENTERPRISES, INC.

Ticker:       MVL            Security ID:  57383M108
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Sid Ganis                 For       For        Management
1.2   Elect  Director James F. Halpin           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management


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

MEDICIS PHARMACEUTICAL CORP.

Ticker:       MRX            Security ID:  584690309
Meeting Date: NOV 17, 2004   Meeting Type: Annual
Record Date:  OCT 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jonah Shacknai             For       For        Management
1.2   Elect Director Michael A. Pietrangelo     For       For        Management
1.3   Elect Director Lottie H. Shackelford      For       For        Management
2     Approve Stock Option Plan                 For       For        Management
3     Ratify Auditors                           For       For        Management


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

MERCURY INTERACTIVE CORP.

Ticker:       MERQ           Security ID:  589405109
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Amnon Landan              For       For        Management
1.2   Elect  Director Brad Boston               For       For        Management
1.3   Elect  Director Igal Kohavi               For       For        Management
1.4   Elect  Director Clyde Ostler              For       For        Management
1.5   Elect  Director Yair Shamir               For       For        Management
1.6   Elect  Director Giora Yaron               For       For        Management
1.7   Elect  Director Anthony Zingale           For       For        Management
2     Ratify Auditors                           For       For        Management


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

MEREDITH CORP.

Ticker:       MDP            Security ID:  589433101
Meeting Date: NOV 8, 2004    Meeting Type: Annual
Record Date:  SEP 9, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Sue Coleman          For       For        Management
1.2   Elect  Director D Mell Meredith Frazier   For       For        Management
1.3   Elect  Director Joel W. Johnson           For       For        Management
1.4   Elect  Director Stephen M. Lacy           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

MURPHY OIL CORP.

Ticker:       MUR            Security ID:  626717102
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frank W. Blue             For       For        Management
1.2   Elect  Director George S. Dembroski       For       For        Management
1.3   Elect  Director Claiborne P. Deming       For       For        Management
1.4   Elect  Director Robert A. Hermes          For       For        Management
1.5   Elect  Director R. Madison Murphy         For       For        Management
1.6   Elect  Director William C. Nolan, Jr.     For       For        Management
1.7   Elect  Director Ivar B. Ramberg           For       For        Management
1.8   Elect  Director Neal E. Schmale           For       For        Management
1.9   Elect  Director David J.H. Smith          For       For        Management
1.10  Elect  Director Caroline G. Theus         For       For        Management
2     Increase Authorized Common Stock          For       Against    Management
3     Ratify Auditors                           For       For        Management


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

NABORS INDUSTRIES, LTD.

Ticker:       NBR            Security ID:  G6359F103
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Anthony G. Petrello as Director     For       Did Not    Management
                                                          Vote
1.2   Elect Myron M. Sheinfeld as Director      For       Did Not    Management
                                                          Vote
1.3   Elect Martin J. Whitman as Director       For       Did Not    Management
                                                          Vote
2     Approve  PricewaterhouseCoopers as        For       Did Not    Management
      Auditors and Authorize  Board to Fix                Vote
      Their Remuneration
3     Amend Bylaws  Re: Shareholder Approval    For       Did Not    Management
      for Disposition of  Assets                          Vote
4     Amend 2003 Employee Stock Plan to Make    For       Did Not    Management
      Non Employee Directors  Eligible                    Vote
      Participants
5     Require Performance Based Stock Grants    Against   Did Not    Shareholder
                                                          Vote


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

NABORS INDUSTRIES, LTD.

Ticker:       NBR            Security ID:  G6359F103
Meeting Date: JUN 7, 2005    Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Anthony G. Petrello       For       Did Not    Management
                                                          Vote
1.2   Elect  Director Myron M. Sheinfeld        For       Did Not    Management
                                                          Vote
1.3   Elect  Director Martin J. Whitman         For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote
3     AMENDMENT TO AMENDED AND RESTATED         For       Did Not    Management
      BYE-LAWS TO REQUIRE SHAREHOLDER APPROVAL            Vote
      OF CERTAIN DISPOSITIONS OF COMPANY S
      ASSETS.
4     AMENDMENT TO 2003 EMPLOYEE STOCK PLAN TO  For       Did Not    Management
      MAKE NONEMPLOYEE DIRECTORS ELIGIBLE                 Vote
      PARTICIPANTS.
5     SHAREHOLDER PROPOSAL TO REQUIRE THE       Against   Did Not    Shareholder
      COMPANY TO ADOPT A POLICY THAT A                    Vote
      SIGNIFICANT AMOUNT OF FUTURE STOCK GRANTS
      TO SENIOR EXECUTIVES BE PERFORMANCE
      BASED.


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

NATIONAL FINANCIAL PARTNERS CORP.

Ticker:       NFP            Security ID:  63607P208
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Stephanie W. Abramson     For       For        Management
1.2   Elect  Director Arthur S. Ainsberg        For       For        Management
1.3   Elect  Director Marc E. Becker            For       For        Management
1.4   Elect  Director Jessica M. Bibliowicz     For       For        Management
1.5   Elect  Director John A. Elliott           For       For        Management
1.6   Elect  Director Shari Loessberg           For       For        Management
1.7   Elect  Director Marc J. Rowan             For       For        Management
2     Ratify Auditors                           For       For        Management


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

NAVISTAR INTERNATIONAL CORP.

Ticker:       NAV            Security ID:  63934E108
Meeting Date: MAR 23, 2005   Meeting Type: Annual
Record Date:  FEB 17, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Eugenio Clariond           For       For        Management
1.2   Elect Director John D. Correnti           For       For        Management
1.3   Elect Director Daniel C. Ustian           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

NELNET INC

Ticker:       NNI            Security ID:  64031N108
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James P. Abel             For       For        Management
1.2   Elect  Director Don R. Bouc               For       For        Management
1.3   Elect  Director Stephen F. Butterfield    For       For        Management
1.4   Elect  Director Michael S. Dunlap         For       For        Management
1.5   Elect  Director Thomas E. Henning         For       For        Management
1.6   Elect  Director Arturo R. Moreno          For       For        Management
1.7   Elect  Director Brian J. O'Connor         For       For        Management
1.8   Elect  Director Michael D. Reardon        For       For        Management
1.9   Elect  Director James H. Van Horn         For       For        Management
2     Ratify Auditors                           For       For        Management


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

NEWFIELD EXPLORATION CO.

Ticker:       NFX            Security ID:  651290108
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director David A. Trice             For       For        Management
1.2   Elect Director David F. Schaible          For       For        Management
1.3   Elect Director Howard H. Newman           For       For        Management
1.4   Elect Director Thomas G. Ricks            For       For        Management
1.5   Elect Director Dennis R. Hendrix          For       For        Management
1.6   Elect Director C.E. (Chuck) Schultz       For       For        Management
1.7   Elect Director Philip J. Burguieres       For       For        Management
1.8   Elect Director John Randolph Kemp III     For       For        Management
1.9   Elect Director J. Michael Lacey           For       For        Management
1.10  Elect Director Joseph H. Netherland       For       For        Management
1.11  Elect Director J. Terry Strange           For       For        Management
1.12  Elect Director Pamela J. Gardner          For       For        Management
1.13  Elect Director Juanita F. Romans          For       For        Management
2     Ratify Auditors                           For       For        Management


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

NEXEN (FORMERLY CANADIAN OCCIDENTAL PETROLEUM LTD.)

Ticker:       NXY.           Security ID:  65334H102
Meeting Date: APR 27, 2005   Meeting Type: Annual/Special
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charles W. Fisher          For       For        Management
1.2   Elect Director Dennis G. Flanagan         For       For        Management
1.3   Elect Director David A. Hentschel         For       For        Management
1.4   Elect Director S. Barry Jackson           For       For        Management
1.5   Elect Director Kevin J. Jenkins           For       For        Management
1.6   Elect Director Thomas C. O'Neill          For       For        Management
1.7   Elect Director Eric P. Newell             For       For        Management
1.8   Elect Director Francis M. Saville         For       For        Management
1.9   Elect Director Richard M. Thomson         For       For        Management
1.10  Elect Director John M. Willson            For       For        Management
1.11  Elect Director Victor J. Zaleschuk        For       For        Management
2     Ratify Deloitte & Touche LLP as Auditors  For       For        Management
3     Amend Shareholder Rights Plan (Poison     For       For        Management
      Pill)
4     Approve 2:1 Stock Split                   For       For        Management


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

NORTH FORK BANCORPORATION, INC.

Ticker:       NFB            Security ID:  659424105
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Bohlsen               For       For        Management
1.2   Elect Director Daniel M. Healy            For       For        Management
1.3   Elect Director Katherine Heaviside        For       For        Management
1.4   Elect Director Thomas S. Johnson          For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Ratify Auditors                           For       For        Management


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

NPS PHARMACEUTICALS, INC.

Ticker:       NPSP           Security ID:  62936P103
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 30, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael W. Bonney         For       For        Management
1.2   Elect  Director Santo J. Costa, J.D.      For       For        Management
1.3   Elect  Director John R. Evans, M.D.       For       For        Management
1.4   Elect  Director James G. Groninger        For       For        Management
1.5   Elect  Director Hunter Jackson, Ph.D.     For       For        Management
1.6   Elect  Director Joseph Klein, III         For       For        Management
1.7   Elect  Director Donald E. Kuhla, Ph.D.    For       For        Management
1.8   Elect  Director Thomas N. Parks,Ph.D.     For       For        Management
1.9   Elect  Director Rachel R. Selisker        For       For        Management
1.10  Elect  Director Calvin R. Stiller, M.D.   For       For        Management
1.11  Elect  Director Peter G. Tombros          For       For        Management
2     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
3     Approve Omnibus Stock Plan                For       For        Management
4     Ratify Auditors                           For       For        Management


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

OSI PHARMACEUTICALS, INC.

Ticker:       OSIP           Security ID:  671040103
Meeting Date: MAR 16, 2005   Meeting Type: Annual
Record Date:  JAN 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert A. Ingram          For       For        Management
1.2   Elect  Director Colin Goddard, Ph.D.      For       For        Management
1.3   Elect  Director Michael G. Atieh          For       For        Management
1.4   Elect  Director G. Morgan Browne          For       For        Management
1.5   Elect  Director Daryl K. Granner, M.D.    For       For        Management
1.6   Elect  Director Walter M Lovenberg, Ph.D. For       For        Management
1.7   Elect  Director Viren Mehta               For       For        Management
1.8   Elect  Director Herbert Pinedo, M.D.,     For       For        Management
      Ph.D.
1.9   Elect  Director Sir Mark Richmond, Ph.D   For       For        Management
1.10  Elect  Director John P. White             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

PACIFICARE HEALTH SYSTEMS, INC.

Ticker:       PHS            Security ID:  695112102
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Aida Alvarez              For       For        Management
1.2   Elect  Director Bradley C. Call           For       For        Management
1.3   Elect  Director Terry O. Hartshorn        For       For        Management
1.4   Elect  Director Dominic Ng                For       For        Management
1.5   Elect  Director Howard G. Phanstiel       For       For        Management
1.6   Elect  Director Warren E. Pinckert II     For       For        Management
1.7   Elect  Director David A. Reed             For       For        Management
1.8   Elect  Director Charles R. Rinehart       For       For        Management
1.9   Elect  Director Linda Rosenstock          For       For        Management
1.10  Elect  Director Lloyd E. Ross             For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

PALL CORP.

Ticker:       PLL            Security ID:  696429307
Meeting Date: NOV 17, 2004   Meeting Type: Annual
Record Date:  SEP 28, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John H.F. Haskell, Jr.    For       For        Management
1.2   Elect  Director Katharine L. Plourde      For       For        Management
1.3   Elect  Director Heywood Shelley           For       For        Management
1.4   Elect  Director Edward Travaglianti       For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

PALM INC

Ticker:       PALM           Security ID:  69713P107
Meeting Date: SEP 30, 2004   Meeting Type: Annual
Record Date:  AUG 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gordon A. Campbell        For       For        Management
1.2   Elect  Director Donna L. Dubinsky         For       For        Management
1.3   Elect  Director Susan G. Swenson          For       For        Management
2     Amend Omnibus Stock Plan                  For       Against    Management
3     Ratify Auditors                           For       For        Management


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

PARTNERRE LTD (FRM. PARTNERRE HOLDINGS LTD. )

Ticker:       PRE            Security ID:  G6852T105
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Judith Hanratty           For       For        Management
1.2   Elect  Director Remy Sautter              For       For        Management
1.3   Elect  Director Patrick A. Thiele         For       For        Management
1.4   Elect  Director Jurgen Zech               For       For        Management
2     TO APPROVE THE PARTNERRE LTD. 2005        For       For        Management
      EMPLOYEE EQUITY PLAN AND THE RESERVATION
      OF 1,000,000 ADDITIONAL COMMON SHARES FOR
      ISSUANCE UNDER THE 2005 EMPLOYEE EQUITY
      PLAN.
3     TO APPROVE AN INCREASE IN THE AUTHORIZED  For       For        Management
      SHARE CAPITAL OF THE COMPANY FROM
      US$150,000,000 TO US$200,000,000 BY THE
      CREATION OF 50,000,000 UNDESIGNATED
      SHARES PAR VALUE US$1.00 PER SHARE.
4     Ratify Auditors                           For       For        Management
5     Other Business                            For       For        Management


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

PETSMART

Ticker:       PETM           Security ID:  716768106
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director L.A. Del Santo            For       For        Management
1.2   Elect  Director P.L. Francis              For       For        Management
1.3   Elect  Director G.P. Josefowicz           For       For        Management
1.4   Elect  Director R.K. Lochridge            For       For        Management
1.5   Elect  Director A.I. Khalifa              For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management


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

PIXAR, INC.

Ticker:       PIXR           Security ID:  725811103
Meeting Date: AUG 20, 2004   Meeting Type: Annual
Record Date:  JUL 14, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Steve Jobs                For       For        Management
1.2   Elect  Director Edwin E. Catmull          For       For        Management
1.3   Elect  Director Skip M. Brittenham        For       For        Management
1.4   Elect  Director Susan L. Decker           For       For        Management
1.5   Elect  Director Joseph A. Graziano        For       For        Management
1.6   Elect  Director Lawrence B. Levy          For       For        Management
1.7   Elect  Director Joe Roth                  For       For        Management
1.8   Elect  Director Larry W. Sonsini          For       For        Management
2     Approve Omnibus Stock Plan                For       Against    Management
3     Ratify Auditors                           For       For        Management


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

ROCKWELL AUTOMATION INC

Ticker:       ROK            Security ID:  773903109
Meeting Date: FEB 2, 2005    Meeting Type: Annual
Record Date:  DEC 6, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Bruce M. Rockwell         For       For        Management
1.2   Elect  Director Joseph F. Toot, Jr.       For       For        Management
1.3   Elect  Director Kenneth F. Yontz          For       For        Management
2     Ratify Auditors                           For       For        Management


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

ROPER INDUSTRIES, INC.

Ticker:       ROP            Security ID:  776696106
Meeting Date: JUN 6, 2005    Meeting Type: Annual
Record Date:  APR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Donald G. Calder          For       For        Management
1.2   Elect  Director Derrick N. Key            For       For        Management
1.3   Elect  Director Christopher Wright        For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Other Business                            For       For        Management


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

RYLAND GROUP, INC., THE

Ticker:       RYL            Security ID:  783764103
Meeting Date: APR 20, 2005   Meeting Type: Annual
Record Date:  FEB 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mr. Dreier                For       For        Management
1.2   Elect  Director Mr. Bane                  For       For        Management
1.3   Elect  Director Ms. Frecon                For       For        Management
1.4   Elect  Director Mr. Hernandez             For       For        Management
1.5   Elect  Director Mr. Jews                  For       For        Management
1.6   Elect  Director Mr. Mansour               For       For        Management
1.7   Elect  Director Mr. Mellor                For       For        Management
1.8   Elect  Director Mr. Metcalfe              For       For        Management
1.9   Elect  Director Ms. St. Martin            For       For        Management
1.10  Elect  Director Mr. Varello               For       For        Management
1.11  Elect  Director Mr. Wilson                For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Report on Greenhouse Gas Emissions        Against   Against    Shareholder


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

SIERRA HEALTH SERVICES, INC.

Ticker:       SIE            Security ID:  826322109
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas Y. Hartley         For       For        Management
1.2   Elect  Director Michael E. Luce           For       For        Management
1.3   Elect  Director Anthony M. Marlon, M.D.   For       For        Management
1.4   Elect  Director Anthony L. Watson         For       For        Management
2     Ratify Auditors                           For       For        Management


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

SILICON LABORATORIES, INC.

Ticker:       SLAB           Security ID:  826919102
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  FEB 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Navdeep S. Sooch          For       For        Management
1.2   Elect  Director William P. Wood           For       For        Management
1.3   Elect  Director Laurence G. Walker        For       For        Management
2     Ratify Auditors                           For       For        Management


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

SIRIUS SATELLITE RADIO, INC.

Ticker:       SIRI           Security ID:  82966U103
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Leon D. Black             For       For        Management
1.2   Elect  Director Joseph P. Clayton         For       For        Management
1.3   Elect  Director Lawrence F. Gilberti      For       For        Management
1.4   Elect  Director James P. Holden           For       For        Management
1.5   Elect  Director Mel Karmazin              For       For        Management
1.6   Elect  Director Warren N. Lieberfarb      For       For        Management
1.7   Elect  Director Michael J. McGuiness      For       For        Management
1.8   Elect  Director James F. Mooney           For       For        Management


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

SMITH INTERNATIONAL, INC.

Ticker:       SII            Security ID:  832110100
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director G. Clyde Buck             For       For        Management
1.2   Elect  Director Loren K. Carroll          For       For        Management
1.3   Elect  Director  Dod A. Fraser            For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

SOUTHERN UNION CO.

Ticker:       SUG            Security ID:  844030106
Meeting Date: OCT 28, 2004   Meeting Type: Annual
Record Date:  SEP 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Kurt A. Gitter            For       For        Management
1.2   Elect  Director Adam M. Lindemann         For       For        Management
1.3   Elect  Director George Rountree           For       For        Management


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

THERMO ELECTRON CORP.

Ticker:       TMO            Security ID:  883556102
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John L. LaMattina          For       For        Management
1.2   Elect Director Michael E. Porter          For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Require a Majority Vote for the Election  Against   For        Shareholder
      of Directors


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

THQ INC.

Ticker:       THQI           Security ID:  872443403
Meeting Date: AUG 6, 2004    Meeting Type: Annual
Record Date:  JUN 18, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Brian J. Farrell          For       For        Management
1.2   Elect  Director Lawrence Burstein         For       For        Management
1.3   Elect  Director Henry T. Denero           For       For        Management
1.4   Elect  Director Brian Dougherty           For       For        Management
1.5   Elect  Director James L. Whims            For       For        Management
2     Ratify Auditors                           For       For        Management


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

TOMMY HILFIGER CORP.

Ticker:       TOM            Security ID:  G8915Z102
Meeting Date: NOV 1, 2004    Meeting Type: Annual
Record Date:  SEP 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mario L. Baeza            For       For        Management
1.2   Elect  Director Joel J. Horowitz          For       For        Management
1.3   Elect  Director David Tang                For       For        Management
2     Ratify Auditors                           For       For        Management


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

URBAN OUTFITTERS, INC.

Ticker:       URBN           Security ID:  917047102
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard A. Hayne          For       For        Management
1.2   Elect  Director Scott A. Belair           For       For        Management
1.3   Elect  Director Harry S. Cherken, Jr.     For       For        Management
1.4   Elect  Director Joel S. Lawson III        For       For        Management
1.5   Elect  Director Glen T. Senk              For       For        Management
1.6   Elect  Director Robert H. Strouse         For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management


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

VARIAN MEDICAL SYSTEMS INC

Ticker:       VAR            Security ID:  92220P105
Meeting Date: FEB 17, 2005   Meeting Type: Annual
Record Date:  DEC 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Susan L. Bostrom          For       For        Management
1.2   Elect  Director Richard M. Levy           For       For        Management
1.3   Elect  Director Allen S. Lichter, M.D.    For       For        Management
1.4   Elect  Director R. Andrew Eckert          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

VERITAS SOFTWARE CORP.

Ticker:       VRTS           Security ID:  923436109
Meeting Date: AUG 25, 2004   Meeting Type: Annual
Record Date:  JUN 28, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael Brown             For       For        Management
1.2   Elect  Director Kurt J. Lauk              For       For        Management
1.3   Elect  Director Fred van den Bosch        For       For        Management
2     Amend Stock Option Plan                   For       For        Management
3     Ratify Auditors                           For       For        Management


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

WASHINGTON POST CO., THE

Ticker:       WPO            Security ID:  939640108
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John L. Dotson, Jr.       For       For        Management
1.2   Elect  Director Ronald L. Olson           For       For        Management
1.3   Elect  Director Alice M. Rivlin           For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Other Business                            For       For        Management


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

WEATHERFORD INTL LTD

Ticker:       WFT            Security ID:  G95089101
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nicholas F. Brady         For       Did Not    Management
                                                          Vote
1.2   Elect  Director David J. Butters          For       Did Not    Management
                                                          Vote
1.3   Elect  Director Bernard J. Duroc-Danner   For       Did Not    Management
                                                          Vote
1.4   Elect  Director Sheldon B. Lubar          For       Did Not    Management
                                                          Vote
1.5   Elect  Director William E. Macaulay       For       Did Not    Management
                                                          Vote
1.6   Elect  Director Robert B. Millard         For       Did Not    Management
                                                          Vote
1.7   Elect  Director Robert K. Moses, Jr.      For       Did Not    Management
                                                          Vote
1.8   Elect  Director Robert A. Rayne           For       Did Not    Management
                                                          Vote
2     APPOINTMENT OF ERNST & YOUNG LLP AS       For       Did Not    Management
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING            Vote
      FIRM FOR THE YEAR ENDING DECEMBER 31,
      2005, AND AUTHORIZATION OF THE AUDIT
      COMMITTEE OF THE BOARD OF DIRECTORS TO
      SET ERNST & YOUNG LLP S REMUNERATION.


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

WILLIAMS-SONOMA, INC.

Ticker:       WSM            Security ID:  969904101
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director W. Howard Lester          For       For        Management
1.2   Elect  Director Edward A. Mueller         For       For        Management
1.3   Elect  Director Sanjiv Ahuja              For       For        Management
1.4   Elect  Director Adrian D.P. Bellamy       For       For        Management
1.5   Elect  Director Patrick J. Connolly       For       For        Management
1.6   Elect  Director Adrian T. Dillon          For       For        Management
1.7   Elect  Director Jeanne P. Jackson         For       For        Management
1.8   Elect  Director Michael R. Lynch          For       For        Management
1.9   Elect  Director Richard T. Robertson      For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

WILLIS GROUP HOLDINGS LTD

Ticker:       WSH            Security ID:  G96655108
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gordon M. Bethune         For       Did Not    Management
                                                          Vote
1.2   Elect  Director William W. Bradley        For       Did Not    Management
                                                          Vote
1.3   Elect  Director Joseph A. Califano, Jr.   For       Did Not    Management
                                                          Vote
1.4   Elect  Director James R. Fisher           For       Did Not    Management
                                                          Vote
1.5   Elect  Director Perry Golkin              For       Did Not    Management
                                                          Vote
1.6   Elect  Director Paul M. Hazen             For       Did Not    Management
                                                          Vote
1.7   Elect  Director Wendy E. Lane             For       Did Not    Management
                                                          Vote
1.8   Elect  Director James F. Mccann           For       Did Not    Management
                                                          Vote
1.9   Elect  Director Scott C. Nuttall          For       Did Not    Management
                                                          Vote
1.10  Elect  Director Joseph J. Plumeri         For       Did Not    Management
                                                          Vote
1.11  Elect  Director Douglas B. Roberts        For       Did Not    Management
                                                          Vote
2     Ratify Auditors                           For       Did Not    Management
                                                          Vote
3     AMENDMENTS TO THE 2001 SHARE PURCHASE AND For       Did Not    Management
      OPTION PLAN: INCREASE IN THE NUMBER OF              Vote
      SHARES AVAILABLE
4     AMENDMENTS TO THE 2001 SHARE PURCHASE AND For       Did Not    Management
      OPTION PLAN: INCLUSION OF NON-EMPLOYEE              Vote
      DIRECTORS IN THE 2001 PLAN
5     ADOPTION OF THE WILLIS GROUP SENIOR       For       Did Not    Management
      MANAGEMENT INCENTIVE PLAN                           Vote
6     AMENDMENTS TO THE COMPANY S BYE-LAWS:     For       Did Not    Management
      BYE-LAW 133(II), INCREASE IN MAXIMUM                Vote
      RECORD DATE PERIOD
7     AMENDMENTS TO THE COMPANY S BYE-LAWS:     For       Did Not    Management
      BYE-LAW 149 SUBSTITUTION OF  MAY   WITH             Vote
      SHALL TO THE MAXIMUM EXTENT PERMITTED BY
      LAW


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

WISCONSIN ENERGY CORP.

Ticker:       WEC            Security ID:  976657106
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John F. Ahearne           For       For        Management
1.2   Elect  Director John F. Bergstrom         For       For        Management
1.3   Elect  Director Barbara L. Bowles         For       For        Management
1.4   Elect  Director Robert A. Cornog          For       For        Management
1.5   Elect  Director Curt S. Culver            For       For        Management
1.6   Elect  Director Gale E. Klappa            For       For        Management
1.7   Elect  Director Ulice Payne, Jr.          For       For        Management
1.8   Elect  Director Frederick P. Stratton,    For       For        Management
      Jr.
1.9   Elect  Director George E. Wardeberg       For       For        Management
2     Ratify Auditors                           For       For        Management


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

XM SATELLITE RADIO HOLDINGS INC.

Ticker:       XMSR           Security ID:  983759101
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 8, 2005

#     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       For        Management
1.9   Elect  Director Jarl Mohn                 For       For        Management
1.10  Elect  Director Pierce J. Roberts, Jr.    For       For        Management
1.11  Elect  Director Jack Shaw                 For       For        Management
2     Ratify Auditors                           For       For        Management


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

YELLOW ROADWAY CORP.

Ticker:       YELL           Security ID:  985577105
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Cassandra C. Carr         For       For        Management
1.2   Elect  Director Howard M. Dean            For       For        Management
1.3   Elect  Director Frank P. Doyle            For       For        Management
1.4   Elect  Director John F. Fiedler           For       For        Management
1.5   Elect  Director Dennis E. Foster          For       For        Management
1.6   Elect  Director John C. McKelvey          For       For        Management
1.7   Elect  Director Phillip J. Meek           For       For        Management
1.8   Elect  Director William L. Trubeck        For       For        Management
1.9   Elect  Director Carl W. Vogt              For       For        Management
1.10  Elect  Director William D. Zollars        For       For        Management
2     Ratify Auditors                           For       For        Management


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

ZEBRA TECHNOLOGIES CORP.

Ticker:       ZBRA           Security ID:  989207105
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Edward L. Kaplan          For       For        Management
1.2   Elect  Director Christopher G. Knowles    For       For        Management
2     Ratify Auditors                           For       For        Management


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

ZIONS BANCORPORATION

Ticker:       ZION           Security ID:  989701107
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Jerry C. Atkin             For       For        Management
1.2   Elect Director Stephen D. Quinn           For       For        Management
1.3   Elect Director Shelley Thomas Williams    For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Ratify Auditors                           For       For        Management
5     Other Business                            For       For        Management




=========== TRAVELERS SERIES FUND INC. - SMITH BARNEY MONEY MARKETS ============
===========                        PORTFOLIO                        ============


The Series did not hold any voting securities and accordingly, did not vote
any proxies during the reporting period.


=========== TRAVELERS SERIES FUND INC. - STRATEGIC EQUITY PORTFOLIO ============


ACE LIMITED

Ticker:       ACE            Security ID:  G0070K103
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT EVAN G. GREENBERG AS A DIRECTOR     For       For        Management
1.2   ELECT JOHN A. KROL AS A DIRECTOR          For       For        Management
2     RATIFICATION OF THE APPOINTMENT OF        For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS THE
      INDEPENDENT AUDITORS OF ACE LIMITED FOR
      THE FISCAL YEAR ENDING DECEMBER 31, 2005.


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

ACTIVISION, INC.

Ticker:       ATVI           Security ID:  4930202
Meeting Date: APR 4, 2005    Meeting Type: Special
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     THE APPROVAL OF THE PROPOSED AMENDMENT TO For       For        Management
      THE AMENDED AND RESTATED CERTIFICATE OF
      INCORPORATION.


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

ADOLPH COORS COMPANY

Ticker:       RKY            Security ID:  217016104
Meeting Date: FEB 1, 2005    Meeting Type: Consent
Record Date:  NOV 22, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     IF YOU WISH TO VOTE WITH RESPECT TO, THE  For       None       Management
      RESTATED CERTIFIACTE OF INCORPORATION OF
      MOLSON COORS BREWING COMPANY IN THE FORM
      ATTACHED AS ANNEX G, IN ITS ENTIRETY,
      PLEASE MARK THE APPROPRIATE BOX IN THIS
      ITEM (A) AND SKIP ITEMS BELOW.
2     TO INCREASE THE NUMBER OF AUTHORIZED      For       For        Management
      SHARES OF CLASS A COMMON STOCK AND CLASS
      B COMMON STOCK TO 500,000,000 FOR EACH
      CLASS.
3     TO AUTHORIZE THE CREATION OF ONE SHARE    For       For        Management
      EACH OF SPECIAL CLASS A VOTING STOCK AND
      SPECIAL CLASS B VOTING STOCK.
4     TO INCLUDE ADDITIONAL GOVERANCE AND       For       For        Management
      CORPORATE ACTIONS AMONG THE ACTIONS
      REQUIRING THE APPROVAL OF THE HOLDERS OF
      THE CLASS A COMMON STOCK AND THE SPECIAL
      CLASS A VOTING STOCK.
5     TO PROVIDE THAT NO DIVIDEND MAY BE        For       For        Management
      DECLARED OR PAID ON THE CLASS A COMMON
      STOCK OR CLASS B COMMON STOCK UNLESS AN
      EQUAL DIVIDEND IS DECLARED OR PAID ON THE
      CLASS B COMMON STOCK OR CLASS A COMMON
      STOCK.
6     TO PROVIDE THAT SHARES OF CLASS A COMMON  For       For        Management
      STOCK WILL BE CONVERTIBLE INTO SHARES OF
      CLASS B COMMON STOCK.
7     TO PROVIDE THAT SHARES OF CLASS B COMMON  For       For        Management
      STOCK WILL BE CONVERTIBLE INTO SHARES OF
      CLASS A COMMON STOCK.
8     TO PROVIDE THAT HOLDERS OF CLASS B COMMON For       For        Management
      STOCK AND THE SPECIAL CLASS B VOTING
      STOCK, VOTING AS A SINGLE CLASS,
9     SUBJECT TO THE RIGHTS OF THAT HOLDERS OF  For       For        Management
      CLASS B COMMON STOCK AND THE SPECIAL
      CLASS B VOTING STOCK, TO VOTE ON ANY
      CHARTER
10    TO PROVIDE THAT (I) ANY DIRECTOR MAY BE   For       For        Management
      REMOVED, WITH CAUSE, BY A VOTE OF HOLDERS
      OF A MAJORITY OF THE VOTING POWER OF
      CLASS A


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

AFLAC INCORPORATED

Ticker:       AFL            Security ID:  1055102
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  FEB 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT DANIEL P. AMOS AS A DIRECTOR        For       For        Management
1.2   ELECT JOHN SHELBY AMOS II AS A DIRECTOR   For       For        Management
1.3   ELECT MICHAEL H. ARMACOST AS A DIRECTOR   For       For        Management
1.4   ELECT KRISS CLONINGER III AS A DIRECTOR   For       For        Management
1.5   ELECT JOE FRANK HARRIS AS A DIRECTOR      For       For        Management
1.6   ELECT ELIZABETH J. HUDSON AS A DIRECTOR   For       For        Management
1.7   ELECT KENNETH S. JANKE SR. AS A DIRECTOR  For       For        Management
1.8   ELECT DOUGLAS W. JOHNSON AS A DIRECTOR    For       For        Management
1.9   ELECT ROBERT B. JOHNSON AS A DIRECTOR     For       For        Management
1.1   ELECT CHARLES B. KNAPP AS A DIRECTOR      For       For        Management
1.11  ELECT HIDEFUMI MATSUI AS A DIRECTOR       For       For        Management
1.12  ELECT E. STEPHEN PURDOM, M.D. AS A        For       For        Management
      DIRECTOR
1.13  ELECT BARBARA K. RIMER, PH.D. AS A        For       For        Management
      DIRECTOR
1.14  ELECT MARVIN R. SCHUSTER AS A DIRECTOR    For       For        Management
1.15  ELECT DAVID GARY THOMPSON AS A DIRECTOR   For       For        Management
1.16  ELECT TOHRU TONOIKE AS A DIRECTOR         For       For        Management
1.17  ELECT ROBERT L. WRIGHT AS A DIRECTOR      For       For        Management
2     RATIFICATION OF APPOINTMENT OF KPMG LLP   For       For        Management
      AS INDEPENDENT REGISTERED PUBLIC
      ACCOUNTING FIRM.


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

AIRTRAN HOLDINGS, INC.

Ticker:       AAI            Security ID:  00949P108
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT PETER D'ALOIA AS A DIRECTOR         For       For        Management
1.2   ELECT JERE A. DRUMMOND AS A DIRECTOR      For       For        Management
1.3   ELECT JOHN F. FIEDLER AS A DIRECTOR       For       For        Management
1.4   ELECT WILLIAM J. USURY AS A DIRECTOR      For       For        Management
2     TO AMEND THE COMPANY S 2002 LONG-TERM     For       For        Management
      INCENTIVE COMPENSATION PLAN.


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

ALEXANDER & BALDWIN, INC.

Ticker:       ALEX           Security ID:  14482103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT M.J. CHUN AS A DIRECTOR             For       For        Management
1.2   ELECT W.A. DOANE AS A DIRECTOR            For       For        Management
1.3   ELECT W.A. DODS, JR. AS A DIRECTOR        For       For        Management
1.4   ELECT C.G. KING AS A DIRECTOR             For       For        Management
1.5   ELECT C.H. LAU AS A DIRECTOR              For       For        Management
1.6   ELECT C.R. MCKISSICK AS A DIRECTOR        For       For        Management
1.7   ELECT D.M. PASQUALE AS A DIRECTOR         For       For        Management
1.8   ELECT M.G. SHAW AS A DIRECTOR             For       For        Management
1.9   ELECT C.M. STOCKHOLM AS A DIRECTOR        For       For        Management
1.1   ELECT J.N. WATANABE AS A DIRECTOR         For       For        Management
2     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       For        Management
      DELOITTE & TOUCHE LLP AS THE AUDITORS OF
      THE CORPORATION.
3     PROPOSAL TO AMEND THE 1998 STOCK          For       For        Management
      OPTION/STOCK INCENTIVE PLAN.


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

ALTRIA GROUP, INC.

Ticker:       MO             Security ID:  02209S103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT ELIZABETH E. BAILEY AS A DIRECTOR   For       For        Management
1.2   ELECT HAROLD BROWN AS A DIRECTOR          For       For        Management
1.3   ELECT MATHIS CABIALLAVETTA AS A DIRECTOR  For       For        Management
1.4   ELECT LOUIS C. CAMILLERI AS A DIRECTOR    For       For        Management
1.5   ELECT J. DUDLEY FISHBURN AS A DIRECTOR    For       For        Management
1.6   ELECT ROBERT E. R. HUNTLEY AS A DIRECTOR  For       For        Management
1.7   ELECT THOMAS W. JONES AS A DIRECTOR       For       For        Management
1.8   ELECT GEORGE MUNOZ AS A DIRECTOR          For       For        Management
1.9   ELECT LUCIO A. NOTO AS A DIRECTOR         For       For        Management
1.1   ELECT JOHN S. REED AS A DIRECTOR          For       For        Management
1.11  ELECT CARLOS SLIM HELU AS A DIRECTOR      For       For        Management
1.12  ELECT STEPHEN M. WOLF AS A DIRECTOR       For       For        Management
2     2005 PERFORMANCE INCENTIVE PLAN           For       Against    Management
3     2005 STOCK COMPENSATION PLAN FOR          For       Against    Management
      NON-EMPLOYEE DIRECTORS
4     RATIFICATION OF THE SELECTION OF          For       For        Management
      INDEPENDENT AUDITORS
5     STOCKHOLDER PROPOSAL NO. 1 REQUESTING     Against   Against    Shareholder
      ELIMINATION OF ANIMAL TESTING FOR TOBACCO
      PRODUCTS
6     STOCKHOLDER PROPOSAL NO. 2 REQUESTING     Against   Against    Shareholder
      WAYS TO MORE ADEQUATELY WARN PREGNANT
      WOMEN
7     STOCKHOLDER PROPOSAL NO. 3 SEEKING TO     Against   Against    Shareholder
      CEASE PROMOTING LIGHT AND ULTRA LIGHT
      BRANDS
8     STOCKHOLDER PROPOSAL NO. 4 SEEKING TO     Against   Against    Shareholder
      EXTEND NEW YORK FIRE-SAFE PRODUCTS
      NATIONALLY


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

AMAZON.COM, INC.

Ticker:       AMZN           Security ID:  23135106
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JEFFREY P. BEZOS AS A DIRECTOR      For       For        Management
1.2   ELECT TOM A. ALBERG AS A DIRECTOR         For       For        Management
1.3   ELECT JOHN SEELY BROWN AS A DIRECTOR      For       For        Management
1.4   ELECT L. JOHN DOERR AS A DIRECTOR         For       For        Management
1.5   ELECT WILLIAM B. GORDON AS A DIRECTOR     For       For        Management
1.6   ELECT MYRTLE S. POTTER AS A DIRECTOR      For       For        Management
1.7   ELECT THOMAS O. RYDER AS A DIRECTOR       For       For        Management
1.8   ELECT PATRICIA Q. STONESIFER AS A         For       For        Management
      DIRECTOR
2     RATIFICATION OF THE APPOINTMENT OF ERNST  For       For        Management
      & YOUNG LLP AS INDEPENDENT AUDITORS
3     SHAREHOLDER PROPOSAL - VOTING STANDARD    Against   Against    Shareholder
      FOR ELECTION OF DIRECTORS


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

AMBAC FINANCIAL GROUP, INC.

Ticker:       ABK            Security ID:  23139108
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT PHILLIP B. LASSITER AS A DIRECTOR   For       For        Management
1.2   ELECT MICHAEL A. CALLEN AS A DIRECTOR     For       For        Management
1.3   ELECT JILL M. CONSIDINE AS A DIRECTOR     For       For        Management
1.4   ELECT ROBERT J. GENADER AS A DIRECTOR     For       For        Management
1.5   ELECT W. GRANT GREGORY AS A DIRECTOR      For       For        Management
1.6   ELECT THOMAS C. THEOBALD AS A DIRECTOR    For       For        Management
1.7   ELECT LAURA S. UNGER AS A DIRECTOR        For       For        Management
1.8   ELECT HENRY D.G. WALLACE AS A DIRECTOR    For       For        Management
2     APPROVE AMENDMENTS TO THE AMBAC 1997      For       For        Management
      EXECUTIVE INCENTIVE PLAN.
3     RATIFY SELECTION OF KPMG LLP AS           For       For        Management
      INDEPENDENT AUDITORS FOR 2005.


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

AMERICAN POWER CONVERSION CORPORATIO

Ticker:       APCC           Security ID:  29066107
Meeting Date: JUN 9, 2005    Meeting Type: Annual
Record Date:  APR 13, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO FIX THE NUMBER OF DIRECTORS AT SEVEN.  For       For        Management
2.1   ELECT RODGER B. DOWDELL, JR. AS A         For       For        Management
      DIRECTOR
2.2   ELECT NEIL E. RASMUSSEN AS A DIRECTOR     For       For        Management
2.3   ELECT ERVIN F. LYON AS A DIRECTOR         For       For        Management
2.4   ELECT JAMES D. GERSON AS A DIRECTOR       For       For        Management
2.5   ELECT JOHN G. KASSAKIAN AS A DIRECTOR     For       For        Management
2.6   ELECT JOHN F. KEANE, SR. AS A DIRECTOR    For       For        Management
2.7   ELECT ELLEN B. RICHSTONE AS A DIRECTOR    For       For        Management
3     TO RATIFY THE APPOINTMENT OF THE COMPANY  For       For        Management
      S INDEPENDENT AUDITORS.


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

ANTEON INTERNATIONAL CORPORATION

Ticker:       ANT            Security ID:  3.674E+111
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT FREDERICK J. ISEMAN AS A DIRECTOR   For       For        Management
1.2   ELECT GILBERT F. DECKER AS A DIRECTOR     For       For        Management
1.3   ELECT ADM PD MILLER USN (RET) AS A        For       For        Management
      DIRECTOR
1.4   ELECT MICHAEL T. SMITH AS A DIRECTOR      For       For        Management
2     TO RATIFY THE SELECTION OF KPMG LLP AS    For       For        Management
      THE COMPANY S INDEPENDENT AUDITORS FOR
      THE FISCAL YEAR ENDING DECEMBER 31, 2005.


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

APEX SILVER MINES LIMITED

Ticker:       SIL            Security ID:  G04074103
Meeting Date: JUN 24, 2005   Meeting Type: Annual
Record Date:  MAY 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT OVE HOEGH AS A DIRECTOR             For       For        Management
1.2   ELECT KEITH R. HULLEY AS A DIRECTOR       For       For        Management
1.3   ELECT PAUL SOROS AS A DIRECTOR            For       For        Management
2     APPROVAL OF THE AMENDMENT TO THE          For       For        Management
      MEMORANDUM OF ASSOCIATION TO INCREASE
      AUTHORIZED SHARE CAPITAL.
3     APPROVAL OF THE AMENDMENT TO THE          For       For        Management
      MEMORANDUM OF ASSOCIATION TO AUTHORIZE
      THE ISSUANCE OF BLANK CHECK PREFERENCE
      SHARES.
4     APPROVAL OF THE AMENDMENT TO ARTICLE 18   For       For        Management
      OF THE ARTICLES OF ASSOCIATION.
5     APPROVAL OF THE AMENDED AND RESTATED      For       For        Management
      MEMORANDUM AND ARTICLES OF ASSOCIATION.
6     RATIFICATION OF PRICEWATERHOUSECOOPERS    For       For        Management
      LLP AS INDEPENDENT ACCOUNTANTS.


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

ASHWORTH, INC.

Ticker:       ASHW           Security ID:  04516H101
Meeting Date: MAR 23, 2005   Meeting Type: Annual
Record Date:  JAN 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT H. MICHAEL HECHT AS A DIRECTOR      For       For        Management
1.2   ELECT JAMES G. O'CONNOR AS A DIRECTOR     For       For        Management


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BANK OF AMERICA CORPORATION

Ticker:       BAC            Security ID:  60505104
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT WILLIAM BARNET, III AS A DIRECTOR   For       For        Management
1.2   ELECT CHARLES W. COKER AS A DIRECTOR      For       For        Management
1.3   ELECT JOHN T. COLLINS AS A DIRECTOR       For       For        Management
1.4   ELECT GARY L. COUNTRYMAN AS A DIRECTOR    For       For        Management
1.5   ELECT PAUL FULTON AS A DIRECTOR           For       For        Management
1.6   ELECT CHARLES K. GIFFORD AS A DIRECTOR    For       For        Management
1.7   ELECT W. STEVEN JONES AS A DIRECTOR       For       For        Management
1.8   ELECT KENNETH D. LEWIS AS A DIRECTOR      For       For        Management
1.9   ELECT WALTER E. MASSEY AS A DIRECTOR      For       For        Management
1.1   ELECT THOMAS J. MAY AS A DIRECTOR         For       For        Management
1.11  ELECT PATRICIA E. MITCHELL AS A DIRECTOR  For       For        Management
1.12  ELECT EDWARD L. ROMERO AS A DIRECTOR      For       For        Management
1.13  ELECT THOMAS M. RYAN AS A DIRECTOR        For       For        Management
1.14  ELECT O. TEMPLE SLOAN, JR. AS A DIRECTOR  For       For        Management
1.15  ELECT MEREDITH R. SPANGLER AS A DIRECTOR  For       For        Management
1.16  ELECT ROBERT L. TILLMAN AS A DIRECTOR     For       For        Management
1.17  ELECT JACKIE M. WARD AS A DIRECTOR        For       For        Management
2     RATIFICATION OF INDEPENDENT PUBLIC        For       For        Management
      ACCOUNTANTS
3     STOCKHOLDER PROPOSAL - POLITICAL          Against   Against    Shareholder
      CONTRIBUTIONS
4     STOCKHOLDER PROPOSAL - NOMINATION OF      Against   Against    Shareholder
      DIRECTORS


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BARR PHARMACEUTICALS, INC.

Ticker:       BRL            Security ID:  68306109
Meeting Date: OCT 28, 2004   Meeting Type: Annual
Record Date:  SEP 3, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT BRUCE L. DOWNEY AS A DIRECTOR       For       For        Management
1.2   ELECT PAUL M. BISARO AS A DIRECTOR        For       For        Management
1.3   ELECT CAROLE S. BEN-MAIMON AS A DIRECTOR  For       For        Management
1.4   ELECT GEORGE P. STEPHAN AS A DIRECTOR     For       For        Management
1.5   ELECT JACK M. KAY AS A DIRECTOR           For       For        Management
1.6   ELECT HAROLD N. CHEFITZ AS A DIRECTOR     For       For        Management
1.7   ELECT RICHARD R. FRANKOVIC AS A DIRECTOR  For       For        Management
1.8   ELECT PETER R. SEAVER AS A DIRECTOR       For       For        Management
1.9   ELECT JAMES S. GILMORE, III AS A DIRECTOR For       For        Management
2     RATIFICATION OF THE SELECTION OF DELOITTE For       For        Management
      & TOUCHE LLP AS THE INDEPENDENT AUDITOR
      OF THE COMPANY FOR THE FISCAL YEAR ENDING
      JUNE 30, 2005.


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BEA SYSTEMS, INC.

Ticker:       BEAS           Security ID:  73325102
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  APR 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT ALFRED S. CHUANG AS A DIRECTOR      For       For        Management
1.2   ELECT STEWART K.P. GROSS AS A DIRECTOR    For       For        Management
2     PROPOSAL TO RATIFY AND APPROVE THE        For       For        Management
      APPOINTMENT OF ERNST & YOUNG LLP AS THE
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM FOR THE COMPANY FOR THE FISCAL YEAR
      ENDING JANUARY 31, 2006.
3     STOCKHOLDER PROPOSAL REGARDING DIRECTOR   Against   For        Shareholder
      ELECTION BY MAJORITY VOTE.
4     STOCKHOLDER PROPOSAL REGARDING            Against   For        Shareholder
      DECLASSIFICATION OF THE BOARD OF
      DIRECTORS.


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

BELLSOUTH CORPORATION

Ticker:       BLS            Security ID:  79860102
Meeting Date: APR 25, 2005   Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT F. DUANE ACKERMAN AS A DIRECTOR     For       For        Management
1.2   ELECT REUBEN V. ANDERSON AS A DIRECTOR    For       For        Management
1.3   ELECT JAMES H. BLANCHARD AS A DIRECTOR    For       For        Management
1.4   ELECT J. HYATT BROWN AS A DIRECTOR        For       For        Management
1.5   ELECT ARMANDO M. CODINA AS A DIRECTOR     For       For        Management
1.6   ELECT KATHLEEN F. FELDSTEIN AS A DIRECTOR For       For        Management
1.7   ELECT JAMES P. KELLY AS A DIRECTOR        For       For        Management
1.8   ELECT LEO F. MULLIN AS A DIRECTOR         For       For        Management
1.9   ELECT WILLIAM S. STAVROPOULOS AS A        For       For        Management
      DIRECTOR
1.1   ELECT ROBIN B. SMITH AS A DIRECTOR        For       For        Management
2     RATIFY THE APPOINTMENT OF THE INDEPENDENT For       For        Management
      REGISTERED PUBLIC ACCOUNTING FIRM
3     SHAREHOLDER PROPOSAL RE: DISCLOSURE OF    Against   Against    Shareholder
      POLITICAL CONTRIBUTIONS


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

BP P.L.C.

Ticker:       BP             Security ID:  55622104
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT DR D C ALLEN** AS A DIRECTOR        For       For        Management
1.2   ELECT LORD BROWNE** AS A DIRECTOR         For       For        Management
1.3   ELECT MR J H BRYAN** AS A DIRECTOR        For       For        Management
1.4   ELECT MR A BURGMANS** AS A DIRECTOR       For       For        Management
1.5   ELECT MR I C CONN* AS A DIRECTOR          For       For        Management
1.6   ELECT MR E B DAVIS, JR** AS A DIRECTOR    For       For        Management
1.7   ELECT MR D J FLINT* AS A DIRECTOR         For       For        Management
1.8   ELECT DR B E GROTE** AS A DIRECTOR        For       For        Management
1.9   ELECT DR A B HAYWARD** AS A DIRECTOR      For       For        Management
1.1   ELECT DR D S JULIUS** AS A DIRECTOR       For       For        Management
1.11  ELECT SIR TOM MCKILLOP* AS A DIRECTOR     For       For        Management
1.12  ELECT MR J A MANZONI** AS A DIRECTOR      For       For        Management
1.13  ELECT DR W E MASSEY** AS A DIRECTOR       For       For        Management
1.14  ELECT MR H M P MILES** AS A DIRECTOR      For       For        Management
1.15  ELECT SIR IAN PROSSER** AS A DIRECTOR     For       For        Management
1.16  ELECT MR M H WILSON** AS A DIRECTOR       For       For        Management
1.17  ELECT MR P D SUTHERLAND** AS A DIRECTOR   For       For        Management
2     TO RE-APPOINT ERNST & YOUNG LLP AS        For       For        Management
      AUDITORS AND AUTHORIZE THE BOARD TO SET
      THEIR REMUNERATION
3     TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For       For        Management
      SPECIFIED AMOUNT
4     SPECIAL RESOLUTION: TO GIVE AUTHORITY TO  For       For        Management
      ALLOT A LIMITED NUMBER OF SHARES FOR CASH
      WITHOUT MAKING AN OFFER TO SHAREHOLDERS
5     SPECIAL RESOLUTION: TO GIVE LIMITED       For       For        Management
      AUTHORITY FOR THE PURCHASE OF ITS OWN
      SHARES BY THE COMPANY
6     TO APPROVE THE DIRECTORS REMUNERATION     For       For        Management
      REPORT
7     TO APPROVE THE RENEWAL OF EXECUTIVE       For       For        Management
      DIRECTORS INCENTIVE PLAN
8     TO RECEIVE THE DIRECTORS ANNUAL REPORT    For       For        Management
      AND THE ACCOUNTS


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

BRUNSWICK CORPORATION

Ticker:       BC             Security ID:  117043109
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT GEORGE W. BUCKLEY AS A DIRECTOR     For       For        Management
1.2   ELECT PETER HARF AS A DIRECTOR            For       For        Management
1.3   ELECT RALPH C. STAYER AS A DIRECTOR       For       For        Management
2     RATIFICATION OF THE AUDIT COMMITTEE S     For       For        Management
      SELECTION OF ERNST & YOUNG LLP AS
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM.


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

BUNGE LIMITED

Ticker:       BG             Security ID:  G16962105
Meeting Date: MAY 27, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT ERNEST G. BACHRACH AS A DIRECTOR    For       For        Management
1.2   ELECT ENRIQUE H. BOILINI AS A DIRECTOR    For       For        Management
1.3   ELECT MICHAEL H. BULKIN AS A DIRECTOR     For       For        Management
1.4   ELECT PAUL H. HATFIELD AS A DIRECTOR      For       For        Management
2     TO APPOINT DELOITTE & TOUCHE LLP AS BUNGE For       For        Management
      LIMITED S INDEPENDENT AUDITORS FOR THE
      FISCAL YEAR ENDING DECEMBER 31, 2005 AND
      TO AUTHORIZE BUNGE LIMITED S BOARD OF
      DIRECTORS, ACTING THROUGH ITS AUDIT
      COMMITTEE, TO DETERMINE THE INDEPENDENT
      AUDITORS FEES.
3     TO APPROVE THE AMENDMENTS TO BYE-LAWS 11  For       For        Management
      AND 41, AS RENUMBERED
4     TO APPROVE THE ADDITION OF BYE-LAW 35 AND For       For        Management
      CONSEQUENT RENUMBERING OF THE BYE-LAWS
5     TO APPROVE THE AMENDMENTS TO BYE-LAWS 7,  For       For        Management
      15(2), 17 AND 18(3).
6     TO APPROVE THE AMENDMENTS TO BYE-LAWS     For       For        Management
      3(1), 3(2) AND 34.
7     TO APPROVE THE BUNGE LIMITED ANNUAL       For       For        Management
      INCENTIVE PLAN AND MATERIAL TERMS OF
      EXECUTIVE OFFICER PERFORMANCE MEASURES
      FOR PURPOSES OF SECTION 162(M) OF THE
      INTERNAL REVENUE CODE.
8     TO APPROVE THE AMENDMENTS TO BYE-LAW      For       For        Management
      49(3), AS RENUMBERED.
9     TO APPROVE THE AMENDMENTS TO BYE-LAW      For       For        Management
      1(1), 49(4) AND 50(2), AS RENUMBERED,
      WHERE APPLICABLE.
10    TO AUTHORIZE THE BOARD OF DIRECTORS TO    For       For        Management
      APPOINT ADDITIONAL DIR- ECTORS FROM TIME
      TO TIME IN ACCORDANCE WITH PROPOSED
      BYE-LAW 11.


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

CIE GENERALE DES ETABLISSEMENTS MICHELIN SA, CLERMONT-FERRAND

Ticker:       NULL           Security ID:  F61824144
Meeting Date: MAY 20, 2005   Meeting Type: MIX
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     PLEASE NOTE THAT MICHELIN S SHARES ARE IN N/A       N/A        Management
      REGISTERED FORM ONLY AND BLOCKING IS NOT
      NECESSARY PRIOR TO THE GENERAL MEETING.
      THANK YOU.
2     APPROVAL OF THE CORPORATE ACCOUNTS FOR    Unknown   Take No    Management
      2004; THE GENERAL MEETING, HAVING HEARD             Action
      THE MANAGING PARTNERS REPORT, THE
      AUDITORS REPORT, AND THE REPORT OF THE
      SUPERVISORY BOARD, HEREBY APPROVES THE
      COMPANY ACCOUNTS FOR 2004 AND THE
      RESULTING PROFIT RECORDED THER
3     ALLOCATION OF PROFITS FOR 2004; AT THE    Unknown   Take No    Management
      PROPOSAL OF THE MANAGING PARTNERS AND               Action
      WITH THE APPROVAL OF THE SUPERVISORY
      BOARD, THE GENERAL MEETING, IN
      CONSIDERATION OF A PROFIT FOR THE YEAR OF
      EUR 295,151,971.68 LESS THE STATUTORY
      SHARE OF THE GENERAL PARTNERS
4     APPROVAL OF THE CONSOLIDATED ACCOUNTS FOR Unknown   Take No    Management
      2004; THE GENERAL MEETING, HAVING HEARD             Action
      THE MANAGING PARTNERS REPORT, THE
      AUDITORS REPORT AND THE REPORT OF THE
      SUPERVISORY BOARD, HEREBY APPROVES THE
      CONSOLIDATED ACCOUNTS FOR 2004 AND THE
      PROFIT OF EUR 527,162,6
5     REGULATED AGREEMENTS; THE GENERAL         Unknown   Take No    Management
      MEETING, HAVING HEARD THE SPECIAL                   Action
      AUDITORS REPORT ON THE AGREEMENTS
      DESCRIBED IN ARTICLE L 226-10 OF THE
      FRENCH COMMERCIAL CODE, HEREBY APPROVES
      THE SAID REPORT AND DULY RECORDS THAT
      THERE ARE NO SUCH AGREEMENTS TO BE SUB
6     TRANSFER OF EUR 200,000,000 FROM THE      Unknown   Take No    Management
      SPECIAL LONG-TERM CAPITAL GAINS RESERVE             Action
      TO AN ORDINARY RESERVE ACCOUNT; THE
      GENERAL MEETING, HAVING HEARD THE
      MANAGING PARTNERS REPORT AND THE REPORT
      OF THE SUPERVISORY BOARD, RESOLVES, FOR
      THE PURPOSE OF APPLYING THE
7     APPOINTMENT OF A SUPERVISORY BOARD        Unknown   Take No    Management
      MEMBER; THE PROFIT OF EUR 527,162,667.51            Action
      RECORDED THEREIN; THE GENERAL MEETING,
      HAVING HEARD THE MANAGING PARTNERS REPORT
      AND THE REPORT OF THE SUPERVISORY BOARD,
      APPOINTS MRS. LAURENCE PARISOT AS A
      MEMBER OF THE SUPERVI
8     APPOINTMENT OF A SUPERVISORY BOARD        Unknown   Take No    Management
      MEMBER; THE GENERAL MEETING, HAVING HEARD           Action
      THE MANAGING PARTNERS REPORT AND THE
      REPORT OF THE SUPERVISORY BOARD, APPOINTS
      MR. PATRICK COX AS A MEMBER OF THE
      SUPERVISORY BOARD FOR A PERIOD OF FIVE
      YEARS, THAT TERM TO EXPIR
9     AUTHORIZATION PERMITTING THE COMPANY TO   Unknown   Take No    Management
      TRANSACT ITS OWN SHARES ON THE STOCK                Action
      MARKET; THE GENERAL MEETING, HAVING HEARD
      THE MANAGING PARTNERS REPORT AND THE
      REPORT OF THE SUPERVISORY BOARD, HEREBY
      AUTHORIZES THE COMPANY TO TRANSACT ITS
      OWN SHARES IN ACCORD
10    APPOINTMENT OF MR.MICHEL ROLLIER AS       Unknown   Take No    Management
      MANAGING PARTNER; THE GENERAL MEETING,              Action
      HAVING HEARD THE MANAGING PARTNERS REPORT
      AND THE REPORT OF THE SUPERVISORY BOARD,
      HAVING TAKEN DUE NOTE OF THE CONSENT OF
      EACH OF THE GENERAL PARTNERS, RULES THAT:
      THE COMPAGNIE G
11    SUPPRESSION OF THE STATUTORY NATIONALITY  Unknown   Take No    Management
      CONDITION TO OBTAIN A DOUBLE VOTING                 Action
      RIGHT; THE GENERAL MEETING, HAVING HEARD
      THE MANAGING PARTNERS REPORT AND THE
      REPORT OF THE SUPERVISORY BOARD, RESOLVES
      TO DELETE THE NATIONALITY CONDITION
      CONTAINED IN THE COMPA


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

CIENA CORPORATION

Ticker:       CIEN           Security ID:  171779101
Meeting Date: MAR 16, 2005   Meeting Type: Annual
Record Date:  JAN 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT GARY B. SMITH AS A DIRECTOR         For       For        Management
1.2   ELECT HARVEY B. CASH AS A DIRECTOR        For       For        Management
1.3   ELECT JUDITH M. O'BRIEN AS A DIRECTOR     For       For        Management
2     AMENDMENT TO THE 2003 EMPLOYEE STOCK      For       For        Management
      PURCHASE PLAN ( ESPP ) THAT WILL (A)
      INCREASE THE NUMBER OF SHARES OF COMMON
      STOCK AVAILABLE FOR ISSUANCE UNDER THE
      ESPP TO 25 MILLION SHARES, AND (B)
      BEGINNING ON DECEMBER 31, 2005, ANNUALLY
      INCREASE THE NUMBER OF SHA
3     RATIFICATION OF THE APPOINTMENT OF        For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS OUR
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM.


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT CAROL A. BARTZ AS A DIRECTOR        For       For        Management
1.2   ELECT M. MICHELE BURNS AS A DIRECTOR      For       For        Management
1.3   ELECT LARRY R. CARTER AS A DIRECTOR       For       For        Management
1.4   ELECT JOHN T. CHAMBERS AS A DIRECTOR      For       For        Management
1.5   ELECT DR. JAMES F. GIBBONS AS A DIRECTOR  For       For        Management
1.6   ELECT DR. JOHN L. HENNESSY AS A DIRECTOR  For       For        Management
1.7   ELECT RODERICK C. MCGEARY AS A DIRECTOR   For       For        Management
1.8   ELECT JAMES C. MORGAN AS A DIRECTOR       For       For        Management
1.9   ELECT JOHN P. MORGRIDGE AS A DIRECTOR     For       For        Management
1.1   ELECT DONALD T. VALENTINE AS A DIRECTOR   For       For        Management
1.11  ELECT STEVEN M. WEST AS A DIRECTOR        For       For        Management
1.12  ELECT JERRY YANG AS A DIRECTOR            For       For        Management
2     TO RATIFY THE APPOINTMENT OF              For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS CISCO S
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM FOR THE FISCAL YEAR ENDING JULY 30,
      2005.
3     PROPOSAL SUBMITTED BY SHAREHOLDERS        Against   Against    Shareholder
      REQUESTING THAT THE BOARD S COMPENSATION
      COMMITTEE INITIATE A REVIEW OF CISCO S
      EXECUTIVE COMPENSATION POLICIES AND MAKE
      AVAILABLE, UPON REQUEST, A REPORT OF THAT
      REVIEW BY JANUARY 1, 2005, AS MORE FULLY
      SET FORTH IN THE


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

COLGATE-PALMOLIVE COMPANY

Ticker:       CL             Security ID:  194162103
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT J.K. CONWAY AS A DIRECTOR           For       For        Management
1.2   ELECT R.E. FERGUSON AS A DIRECTOR         For       For        Management
1.3   ELECT E.M. HANCOCK AS A DIRECTOR          For       For        Management
1.4   ELECT D.W. JOHNSON AS A DIRECTOR          For       For        Management
1.5   ELECT R.J. KOGAN AS A DIRECTOR            For       For        Management
1.6   ELECT D.E. LEWIS AS A DIRECTOR            For       For        Management
1.7   ELECT R. MARK AS A DIRECTOR               For       For        Management
1.8   ELECT E.A. MONRAD AS A DIRECTOR           For       For        Management
2     RATIFY SELECTION OF                       For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
      REGISTERED PUBLIC ACCOUNTING FIRM
3     APPROVAL OF THE COMPANY S 2005 EMPLOYEE   For       For        Management
      STOCK OPTION PLAN
4     APPROVAL OF THE COMPANY S 2005            For       For        Management
      NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
5     STOCKHOLDER PROPOSAL ON EXECUTIVE         Against   Against    Shareholder
      COMPENSATION


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

COMPUTER SCIENCES CORPORATION

Ticker:       CSC            Security ID:  205363104
Meeting Date: AUG 9, 2004    Meeting Type: Annual
Record Date:  JUN 11, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT IRVING W. BAILEY, II AS A DIRECTOR  For       None       Management
1.2   ELECT STEPHEN L. BAUM AS A DIRECTOR       For       None       Management
1.3   ELECT RODNEY F. CHASE AS A DIRECTOR       For       None       Management
1.4   ELECT VAN B. HONEYCUTT AS A DIRECTOR      For       None       Management
1.5   ELECT WILLIAM R. HOOVER AS A DIRECTOR     For       None       Management
1.6   ELECT LEON J. LEVEL AS A DIRECTOR         For       None       Management
1.7   ELECT F. WARREN MCFARLAN AS A DIRECTOR    For       None       Management
1.8   ELECT JAMES R. MELLOR AS A DIRECTOR       For       None       Management
1.9   ELECT THOMAS H. PATRICK AS A DIRECTOR     For       None       Management
2     TO APPROVE THE 2004 INCENTIVE PLAN        For       None       Management
3     TO RATIFY THE APPOINTMENT OF INDEPENDENT  For       None       Management
      AUDITORS


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

CORNING INCORPORATED

Ticker:       GLW            Security ID:  219350105
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JOHN SEELY BROWN AS A DIRECTOR      For       For        Management
1.2   ELECT GORDON GUND AS A DIRECTOR           For       For        Management
1.3   ELECT JOHN M. HENNESSY AS A DIRECTOR      For       For        Management
1.4   ELECT H. ONNO RUDING AS A DIRECTOR        For       For        Management
2     APPROVAL OF THE ADOPTION OF THE 2005      For       For        Management
      EMPLOYEE EQUITY PARTICIPATION PROGRAM.
3     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS CORNING S
      INDEPENDENT AUDITORS FOR THE FISCAL YEAR
      ENDING DECEMBER 31, 2005.


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

CYMER, INC.

Ticker:       CYMI           Security ID:  232572107
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT CHARLES J. ABBE AS A DIRECTOR       For       For        Management
1.2   ELECT ROBERT P. AKINS AS A DIRECTOR       For       For        Management
1.3   ELECT EDWARD H. BRAUN AS A DIRECTOR       For       For        Management
1.4   ELECT MICHAEL R. GAULKE AS A DIRECTOR     For       For        Management
1.5   ELECT WILLIAM G. OLDHAM AS A DIRECTOR     For       For        Management
1.6   ELECT PETER J. SIMONE AS A DIRECTOR       For       For        Management
1.7   ELECT YOUNG K. SOHN AS A DIRECTOR         For       For        Management
1.8   ELECT JON D. TOMPKINS AS A DIRECTOR       For       For        Management
2     TO APPROVE CYMER S 2005 EQUITY INCENTIVE  For       Against    Management
      PLAN
3     TO RATIFY THE SELECTION OF KPMG LLP AS    For       For        Management
      THE INDEPENDENT REGISTERED PUBLIC
      ACCOUNTING FIRM OF CYMER FOR ITS FISCAL
      YEAR ENDING DECEMBER 31, 2005.


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

DELL INC.

Ticker:       DELL           Security ID:  24702R101
Meeting Date: JUL 16, 2004   Meeting Type: Annual
Record Date:  MAY 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT DONALD J. CARTY AS A DIRECTOR       For       None       Management
1.2   ELECT MICHAEL S. DELL AS A DIRECTOR       For       None       Management
1.3   ELECT WILLIAM H. GRAY, III AS A DIRECTOR  For       None       Management
1.4   ELECT JUDY C. LEWENT AS A DIRECTOR        For       None       Management
1.5   ELECT THOMAS W. LUCE, III AS A DIRECTOR   For       None       Management
1.6   ELECT KLAUS S. LUFT AS A DIRECTOR         For       None       Management
1.7   ELECT ALEX J. MANDL AS A DIRECTOR         For       None       Management
1.8   ELECT MICHAEL A. MILES AS A DIRECTOR      For       None       Management
1.9   ELECT SAMUEL A. NUNN, JR. AS A DIRECTOR   For       None       Management
1.1   ELECT KEVIN B. ROLLINS AS A DIRECTOR      For       None       Management
2     RATIFICATION OF INDEPENDENT AUDITORS      For       None       Management
3     STOCKHOLDER PROPOSAL RELATING TO          Against   None       Shareholder
      EXPENSING STOCK OPTIONS


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

EMC CORPORATION

Ticker:       EMC            Security ID:  268648102
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT MICHAEL J. CRONIN AS A DIRECTOR     For       For        Management
1.2   ELECT W. PAUL FITZGERALD AS A DIRECTOR    For       For        Management
1.3   ELECT JOSEPH M. TUCCI AS A DIRECTOR       For       For        Management
2     PROPOSAL 2 - TO APPROVE AMENDMENTS TO THE For       For        Management
      EMC CORPORATION 2003 STOCK PLAN TO
      INCREASE BY 100,000,000 THE NUMBER OF
      SHARES AVAILABLE UNDER THE PLAN, AND
      INCREASE THE NUMBER OF SHARES WHICH MAY
      BE ISSUED PURSUANT TO AWARDS OF
      RESTRICTED STOCK AND/ OR RESTRI
3     PROPOSAL 3 - TO RATIFY THE SELECTION BY   For       For        Management
      THE AUDIT COMMITTEE OF THE BOARD OF
      DIRECTORS OF PRICEWATERHOUSECOOPERS LLP
      AS EMC S INDEPENDENT AUDITORS FOR THE
      FISCAL YEAR ENDING DECEMBER 31, 2005.
4     PROPOSAL 4 - TO ACT UPON A SHAREHOLDER    Against   Against    Shareholder
      PROPOSAL RELATING TO PERFORMANCE-BASED
      STOCK OPTIONS, AS DESCRIBED IN EMC S
      PROXY STATEMENT.
5     PROPOSAL 5 - TO ACT UPON A SHAREHOLDER    Against   Against    Shareholder
      PROPOSAL RELATING TO EMC S AUDIT
      COMMITTEE, AS DESCRIBED IN EMC S PROXY
      STATEMENT.


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

ENDURANCE SPECIALTY HOLDINGS LTD.

Ticker:       ENH            Security ID:  G30397106
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT BARHAM (1) AS A DIRECTOR            For       For        Management
1.2   ELECT BARNES (1) AS A DIRECTOR            For       For        Management
1.3   ELECT BOLINDER (1) AS A DIRECTOR          For       For        Management
1.4   ELECT O'NEILL (1) AS A DIRECTOR           For       For        Management
1.5   ELECT PERRY (1) AS A DIRECTOR             For       For        Management
1.6   ELECT SCHIFTER (1) AS A DIRECTOR          For       For        Management
1.7   ELECT SPASS (1) AS A DIRECTOR             For       For        Management
1.8   ELECT BAILY (2) AS A DIRECTOR             For       For        Management
1.9   ELECT BARHAM (2) AS A DIRECTOR            For       For        Management
1.1   ELECT BARNES (2) AS A DIRECTOR            For       For        Management
1.11  ELECT BOLINDER (2) AS A DIRECTOR          For       For        Management
1.12  ELECT DINOVI (2) AS A DIRECTOR            For       For        Management
1.13  ELECT FROLAND AS A DIRECTOR               For       For        Management
1.14  ELECT LESTRANGE (2) AS A DIRECTOR         For       For        Management
1.15  ELECT O'NEILL (2) AS A DIRECTOR           For       For        Management
1.16  ELECT PERRY (2) AS A DIRECTOR             For       For        Management
1.17  ELECT SCHIFTER (2) AS A DIRECTOR          For       For        Management
1.18  ELECT SPASS (2) AS A DIRECTOR             For       For        Management
1.19  ELECT BOLINDER (3) AS A DIRECTOR          For       For        Management
1.2   ELECT BOUCHER (3) AS A DIRECTOR           For       For        Management
1.21  ELECT DINOVI (3) AS A DIRECTOR            For       For        Management
1.22  ELECT LESTRANGE (3) AS A DIRECTOR         For       For        Management
1.23  ELECT MINSHALL (3) AS A DIRECTOR          For       For        Management
1.24  ELECT SPASS (3) AS A DIRECTOR             For       For        Management
1.25  ELECT BOLINDER (4) AS A DIRECTOR          For       For        Management
1.26  ELECT BOUCHER (4) AS A DIRECTOR           For       For        Management
1.27  ELECT DINOVI (3) AS A DIRECTOR            For       For        Management
1.28  ELECT LESTRANGE (4) AS A DIRECTOR         For       For        Management
1.29  ELECT MINSHALL (4) AS A DIRECTOR          For       For        Management
1.3   ELECT SPASS (4) AS A DIRECTOR             For       For        Management
1.31  ELECT BOLINDER (5) AS A DIRECTOR          For       For        Management
1.32  ELECT CARLSEN (5) AS A DIRECTOR           For       For        Management
1.33  ELECT LESTRANGE (5) AS A DIRECTOR         For       For        Management
2     TO APPROVE THE COMPANY S AMENDED AND      For       For        Management
      RESTATE BYE-LAWS.
3     TO INCREASE THE CURRENT SIZE OF THE       For       For        Management
      COMPANY S BOARD OF DIRECTORS FOR TWELVE
      (12) TO FIFTEEN (15).
4     TO ADOPT THE COMPANY S AMENDED AND        For       Against    Management
      RESTATED 2003 NON-EMPLOYEE DIRECTOR
      EQUITY INCENTIVE PLAN.
5     TO APPOINT ERNST & YOUNG AS THE           For       For        Management
      INDEPENDENT AUDITORS OF THE COMPANY FOR
      THE YEAR ENDING DECEMBER 31, 2005 AND TO
      AUTHORIZE THE BOARD OF DIRECTORS, ACTING
      THROUGH THE AUDIT COMMITTEE, TO SET THE
      FEES FOR THE INDEPENDENT AUDITORS.


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

FOREST OIL CORPORATION

Ticker:       FST            Security ID:  346091705
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT FORREST E. HOGLUND AS A DIRECTOR    For       For        Management
1.2   ELECT JAMES H. LEE AS A DIRECTOR          For       For        Management
2     PROPOSAL TO APPROVE AN ADDITIONAL 175,000 For       For        Management
      SHARES FOR ISSUANCE UNDER THE 1999
      EMPLOYEE STOCK PURCHASE PLAN.
3     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       For        Management
      KPMG LLP AS INDEPENDENT AUDITORS FOR THE
      YEAR ENDING DECEMBER 31, 2005.


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

FOX ENTERTAINMENT GROUP, INC.

Ticker:       FOX            Security ID:  35138T107
Meeting Date: NOV 16, 2004   Meeting Type: Annual
Record Date:  SEP 24, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT K. RUPERT MURDOCH AS A DIRECTOR     For       For        Management
1.2   ELECT PETER CHERNIN AS A DIRECTOR         For       For        Management
1.3   ELECT DAVID F. DEVOE AS A DIRECTOR        For       For        Management
1.4   ELECT ARTHUR M. SISKIND AS A DIRECTOR     For       For        Management
1.5   ELECT LACHLAN K. MURDOCH AS A DIRECTOR    For       For        Management
1.6   ELECT CHRISTOS M. COTSAKOS AS A DIRECTOR  For       For        Management
1.7   ELECT PETER POWERS AS A DIRECTOR          For       For        Management
2     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       For        Management
      ERNST & YOUNG LLP AS INDEPENDENT
      ACCOUNTANTS.


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

FUJITSU LTD

Ticker:       NULL           Security ID:  J15708159
Meeting Date: JUN 23, 2005   Meeting Type: AGM
Record Date:  JUN 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVE APPROPRIATION OF PROFITS:         Unknown   For        Management
      TERM-END DIVIDEND - ORDINARY DIVIDEND 3
      YEN
2     AMEND THE ARTICLES OF INCORPORATION       Unknown   For        Management
3     ELECT A DIRECTOR                          Unknown   For        Management
4     ELECT A DIRECTOR                          Unknown   For        Management
5     ELECT A DIRECTOR                          Unknown   For        Management
6     ELECT A DIRECTOR                          Unknown   For        Management
7     ELECT A DIRECTOR                          Unknown   For        Management
8     ELECT A DIRECTOR                          Unknown   For        Management
9     ELECT A DIRECTOR                          Unknown   For        Management
10    ELECT A DIRECTOR                          Unknown   For        Management
11    ELECT A DIRECTOR                          Unknown   For        Management
12    ELECT A DIRECTOR                          Unknown   For        Management
13    APPOINT A CORPORATE AUDITOR               Unknown   For        Management
14    APPOINT A CORPORATE AUDITOR               Unknown   For        Management
15    APPROVE PROVISION OF RETIREMENT ALLOWANCE Unknown   For        Management
      FOR DIRECTORS AND CORPORATE AUDITORS


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

GAYLORD ENTERTAINMENT COMPANY

Ticker:       GET            Security ID:  367905106
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT E.K. GAYLORD II AS A DIRECTOR       For       For        Management
1.2   ELECT E. GORDON GEE AS A DIRECTOR         For       For        Management
1.3   ELECT ELLEN LEVINE AS A DIRECTOR          For       For        Management
1.4   ELECT ROBERT P. BOWEN AS A DIRECTOR       For       For        Management
1.5   ELECT RALPH HORN AS A DIRECTOR            For       For        Management
1.6   ELECT MICHAEL J. BENDER AS A DIRECTOR     For       For        Management
1.7   ELECT LAURENCE S. GELLER AS A DIRECTOR    For       For        Management
1.8   ELECT MICHAEL D. ROSE AS A DIRECTOR       For       For        Management
1.9   ELECT COLIN V. REED AS A DIRECTOR         For       For        Management
1.1   ELECT MICHAEL I. ROTH AS A DIRECTOR       For       For        Management


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

GENENTECH, INC.

Ticker:       DNA            Security ID:  368710406
Meeting Date: APR 14, 2005   Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT HERBERT W. BOYER AS A DIRECTOR      For       For        Management
1.2   ELECT WILLIAM M. BURNS AS A DIRECTOR      For       For        Management
1.3   ELECT ERICH HUNZIKER AS A DIRECTOR        For       For        Management
1.4   ELECT JONATHAN K.C. KNOWLES AS A DIRECTOR For       For        Management
1.5   ELECT ARTHUR D. LEVINSON AS A DIRECTOR    For       For        Management
1.6   ELECT CHARLES A. SANDERS AS A DIRECTOR    For       For        Management
2     TO RATIFY THE SELECTION OF ERNST & YOUNG  For       For        Management
      LLP AS INDEPENDENT AUDITOR OF GENENTECH
      FOR THE YEAR ENDING DECEMBER 31, 2005.


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

GENERAL ELECTRIC COMPANY

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JAMES I. CASH, JR. AS A DIRECTOR    For       For        Management
1.2   ELECT WILLIAM M. CASTELL AS A DIRECTOR    For       For        Management
1.3   ELECT DENNIS D. DAMMERMAN AS A DIRECTOR   For       For        Management
1.4   ELECT ANN M. FUDGE AS A DIRECTOR          For       For        Management
1.5   ELECT CLAUDIO X. GONZALEZ AS A DIRECTOR   For       For        Management
1.6   ELECT JEFFREY R. IMMELT AS A DIRECTOR     For       For        Management
1.7   ELECT ANDREA JUNG AS A DIRECTOR           For       For        Management
1.8   ELECT ALAN G. LAFLEY AS A DIRECTOR        For       For        Management
1.9   ELECT RALPH S. LARSEN AS A DIRECTOR       For       For        Management
1.1   ELECT ROCHELLE B. LAZARUS AS A DIRECTOR   For       For        Management
1.11  ELECT SAM NUNN AS A DIRECTOR              For       For        Management
1.12  ELECT ROGER S. PENSKE AS A DIRECTOR       For       For        Management
1.13  ELECT ROBERT J. SWIERINGA AS A DIRECTOR   For       For        Management
1.14  ELECT DOUGLAS A. WARNER III AS A DIRECTOR For       For        Management
1.15  ELECT ROBERT C. WRIGHT AS A DIRECTOR      For       For        Management
2     RATIFICATION OF SELECTION OF INDEPENDENT  For       For        Management
      AUDITOR
3     CUMULATIVE VOTING                         Against   Against    Shareholder
4     REPORT ON NUCLEAR RISK                    Against   Against    Shareholder
5     REPORT ON PCB CLEANUP COSTS               Against   Against    Shareholder
6     CURB OVER-EXTENDED DIRECTORS              Against   Against    Shareholder
7     REPORT ON SUSTAINABILITY                  Against   Against    Shareholder
8     DISCLOSE POLITICAL CONTRIBUTIONS          Against   Against    Shareholder
9     ANIMAL TESTING                            Against   Against    Shareholder


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

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT PAUL BERG AS A DIRECTOR             For       For        Management
1.2   ELECT ETIENNE F. DAVIGNON AS A DIRECTOR   For       For        Management
1.3   ELECT JAMES M. DENNY AS A DIRECTOR        For       For        Management
1.4   ELECT JOHN C. MARTIN AS A DIRECTOR        For       For        Management
1.5   ELECT GORDON E. MOORE AS A DIRECTOR       For       For        Management
1.6   ELECT NICHOLAS G. MOORE AS A DIRECTOR     For       For        Management
1.7   ELECT GEORGE P. SHULTZ AS A DIRECTOR      For       For        Management
1.8   ELECT GAYLE E. WILSON AS A DIRECTOR       For       For        Management
2     TO RATIFY THE SELECTION BY THE AUDIT      For       For        Management
      COMMITTEE OF THE BOARD OF DIRECTORS OF
      ERNST & YOUNG LLP AS INDEPENDENT AUDITORS
      OF GILEAD FOR THE FISCAL YEAR ENDING
      DECEMBER 31, 2005.
3     TO APPROVE AN AMENDMENT TO GILEAD S 2004  For       Against    Management
      EQUITY INCENTIVE PLAN.
4     TO APPROVE A STOCKHOLDER PROPOSAL         Against   Against    Shareholder
      REQUESTING A REPORT ON HIV/AIDS,
      TUBERCULOSIS AND MALARIA PANDEMICS.


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

GLAMIS GOLD LTD.

Ticker:       GLG            Security ID:  376775102
Meeting Date: MAY 5, 2005    Meeting Type: Special
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO DETERMINE THE NUMBER OF DIRECTORS AT   For       For        Management
      SIX (6).
2.1   ELECT A. DAN ROVIG AS A DIRECTOR          For       For        Management
2.2   ELECT C. KEVIN MCARTHUR AS A DIRECTOR     For       For        Management
2.3   ELECT KENNETH F. WILLIAMSON AS A DIRECTOR For       For        Management
2.4   ELECT JEAN DEPATIE AS A DIRECTOR          For       For        Management
2.5   ELECT A. IAN S. DAVIDSON AS A DIRECTOR    For       For        Management
2.6   ELECT P. RANDY REIFEL AS A DIRECTOR       For       For        Management
3     TO APPOINT KPMG LLP AS AUDITORS OF THE    For       For        Management
      COMPANY AND TO AUTHORIZE THE DIRECTORS TO
      FIX THE AUDITORS REMUNERATION.
4     TO APPROVE A SPECIAL RESOLUTION REMOVING  For       For        Management
      THE PRE EXISTING COMPANY PROVISIONS.
5     TO APPROVE A SPECIAL RESOLUTION ATTACHING For       For        Management
      NEW SPECIAL RIGHTS AND RESTRICTIONS TO
      THE COMPANY S PREFERRED SHARES.
6     TO APPROVE A SPECIAL RESOLUTION TO ADOPT  For       For        Management
      NEW ARTICLES.
7     TO AUTHORIZE ANY DIRECTOR OR OFFICER OF   For       For        Management
      THE COMPANY TO TAKE ANY ACTION THAT IS
      REQUIRED TO IMPLEMENT THE SPECIAL
      RESOLUTIONS.
8     TO TRANSACT SUCH OTHER BUSINESS AS MAY    For       Against    Management
      PROPERLY COME BEFORE THE MEETING.


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

GROUPE DANONE

Ticker:       NULL           Security ID:  F12033134
Meeting Date: APR 22, 2005   Meeting Type: MIX
Record Date:  MAR 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     A VERIFICATION PERIOD EXISTS IN FRANCE.   N/A       N/A        Management
      PLEASE SEE HTTP://ICS.ADP.COM/MARKETGUIDE
      FOR COMPLETE INFORMATION. VERIFICATION
      PERIOD: REGISTERED SHARES: 1 TO 5 DAYS
      PRIOR TO THE MEETING DATE, DEPENDS ON
      COMPANY S BY-LAWS. BEARER SHARES: 6 DAYS
      PRIOR TO THE MEE
2     PLEASE NOTE IN THE EVENT THE MEETING DOES N/A       N/A        Management
      NOT REACH QUORUM, THERE WILL BE A SECOND
      CALL ON 22 APR 2005. CONSEQUENTLY, YOUR
      VOTING INSTRUCTIONS WILL REMAIN VALID FOR
      ALL CALLS UNLESS THE AGENDA IS AMENDED.
      PLEASE BE ALSO ADVISED THAT YOUR SHARES
      WILL BE BL
3     RECEIVE THE REPORT OF THE BOARD OF        Unknown   Take No    Management
      DIRECTORS AND THE GENERAL REPORT OF THE             Action
      STATUTORY AUDITORS AND APPROVE THE
      FINANCIAL STATEMENTS AND THE BALANCE
      SHEET FOR THE YEAR 2004
4     APPROVE THE CONSOLIDATED FINANCIAL        Unknown   Take No    Management
      STATEMENTS FOR THE FY, ENDING ON 31 DEC             Action
      2004
5     APPROVE THAT THE PROFITS FOR THE FY       Unknown   Take No    Management
      AMOUNT TO EUR 422,978,494.25 AND THE                Action
      PRIOR RETAINED EARNINGS AMOUNT TO EUR
      1,268,339,828.36, AND TO APPROPRIATE THE
      DISPOSABLE PROFITS OF EUR
      1,696,305,822.61 AS FOLLOWS: GLOBAL
      DIVIDEND: EUR 361,928,952.00; CARRY FORWA
6     RECEIVE THE SPECIAL REPORT OF THE         Unknown   Take No    Management
      AUDITORS ON AGREEMENTS GOVERNED BY                  Action
      ARTICLES L.225-38 AND SEQUENCE OF THE
      FRENCH COMMERCIAL CODE
7     APPROVE TO RENEW THE TERM OF OFFICE OF    Unknown   Take No    Management
      MR. BRUNO BONNELL AS DIRECTOR FOR A                 Action
      PERIOD OF 3 YEARS
8     APPROVE TO RENEW THE TERM OF OFFICE OF    Unknown   Take No    Management
      MR. MICHEL DAVID-WEILL AS A DIRECTOR FOR            Action
      A PERIOD OF 3 YEARS
9     APPROVE TO RENEW THE TERM OF OFFICE OF    Unknown   Take No    Management
      MR. JACQUES NAHMIAS AS A DIRECTOR FOR A             Action
      PERIOD OF 3 YEARS
10    APPROVE TO RENEW THE TERM OF OFFICE OF    Unknown   Take No    Management
      MR. JACQUES VINCENT AS A DIRECTOR FOR A             Action
      PERIOD OF 3 YEARS
11    RATIFY THE CO-OPTATION OF MR. HIROKATSU   Unknown   Take No    Management
      HIRANO AS A DIRECTOR FOR A PERIOD OF 3              Action
      YEARS
12    RATIFY THE CO-OPTATION OF MR. JEAN        Unknown   Take No    Management
      LAURENT, AS A DIRECTOR UNTIL THE OGM                Action
      CALLED TO DELIBERATE ON THE FINANCIAL
      STATEMENTS FOR THE YEAR 2005
13    APPOINT MR. BERNARD HOURS AS A DIRECTOR   Unknown   Take No    Management
      FOR A PERIOD OF 3 YEARS                             Action
14    AUTHORIZE THE BOARD OF DIRECTORS TO TRADE Unknown   Take No    Management
      IN THE COMPANY S SHARES ON THE STOCK                Action
      MARKET, AS: MAXIMUM PURCHASE PRICE: EUR
      100.00; MINIMUM SALE PRICE: EUR 60.00;
      MAXIMUM NUMBER OF SHARES TO BE TRADED:
      18,000,000; AUTHORITY IS GIVEN FOR A
      PERIOD OF 18 MONTHS ;
15    AUTHORIZE THE BOARD OF DIRECTORS,         Unknown   Take No    Management
      REPLACING THE DELEGATION SET FORTH IN               Action
      RESOLUTION 12 AND GIVEN BY THE COMBINED
      GENERAL MEETING OF 11 APR 2003, TO ISSUE,
      IN FRANCE OR ABROAD, ORDINARY BONDS OR
      SUBORDINATED BONDS FOR A MAXIMUM NOMINAL
      AMOUNT OF EUR 2,000,0
16    AUTHORIZE THE BOARD OF DIRECTORS,         Unknown   Take No    Management
      REPLACING THE DELEGATION SET FORTH IN               Action
      RESOLUTION 13 AND GIVEN BY THE GENERAL
      MEETING OF 15 APR 2004, TO INCREASE IN
      ONE OR MORE TRANSACTIONS, IN FRANCE OR
      ABROAD, THE SHARE CAPITAL BY A MAXIMUM
      NOMINAL AMOUNT OF EUR 45,00
17    AUTHORIZE THE BOARD OF DIRECTORS,         Unknown   Take No    Management
      REPLACING THE DELEGATION SET FORTH IN               Action
      RESOLUTION 14 AND GIVEN BY THE GENERAL
      MEETING OF 15 APR 2004, TO INCREASE IN
      ONE OR MORE TRANSACTIONS, IN FRANCE OR
      ABROAD, THE SHARE CAPITAL BY A MAXIMUM
      NOMINAL AMOUNT OF EUR 33,00
18    AUTHORIZE THE BOARD OF DIRECTORS, FOR THE Unknown   Take No    Management
      ISSUES REFERRED TO IN RESOLUTIONS 14 AND            Action
      15, TO INCREASE THE NUMBER OF SECURITIES
      TO BE ISSUED; AUTHORITY IS GIVEN FOR A
      PERIOD OF 26 MONTHS
19    AUTHORIZE THE BOARD OF DIRECTORS,         Unknown   Take No    Management
      REPLACING THE DELEGATION SET FORTH IN               Action
      RESOLUTION 14 AND GIVEN BY THE GENERAL
      MEETING OF 15 APR 2004, TO ISSUE SHARES
      AND SECURITIES GIVING ACCESS TO THE SHARE
      CAPITAL AS A REMUNERATION OF SHARES
      TENDERED TO ANY PUBLIC EXC
20    AUTHORIZE THE BOARD OF DIRECTORS, TO      Unknown   Take No    Management
      ISSUE THE COMPANY S SHARES AND SECURITIES           Action
      GIVING ACCESS TO THE SHARE CAPITAL IN
      ORDER TO REMUNERATE THE CONTRIBUTIONS IN
      KIND, PROVIDED THAT IT DOES NOT EXCEED
      10% OF THE SHARE CAPITAL; AUTHORITY
      EXPIRES AT THE END OF
21    AUTHORIZE THE BOARD OF DIRECTORS, TO      Unknown   Take No    Management
      ISSUE ONE OR MORE TRANSACTIONS, IN FRANCE           Action
      OR ABROAD, SECURITIES GIVING RIGHTS TO
      THE ALLOCATION OF THE DEBT SECURITIES
      SUCH AS BONDS, SIMILAR INSTRUMENTS AND
      FIXED TERM OR UNFIXED TERM SUBORDINATE
      BONDS PROVIDED THAT T
22    AUTHORIZE THE BOARD OF DIRECTORS TO       Unknown   Take No    Management
      INCREASE THE SHARE CAPITAL IN ONE OR MORE           Action
      TRANSACTIONS BY A MAXIMUM NOMINAL AMOUNT
      OF EUR 33,000,000.00 BY WAY OF
      CAPITALIZING RETAINED EARNINGS, INCOME OR
      ADDITIONAL PAID-IN CAPITAL OR ANY OTHER
      CAPITALIZABLE ITEMS, TO
23    AUTHORIZE THE BOARD OF DIRECTORS,         Unknown   Take No    Management
      REPLACING THE DELEGATION SET FORTH IN               Action
      RESOLUTION 15 AND GIVEN BY THE GENERAL
      MEETING OF 15 APR 2004 , TO INCREASE THE
      SHARE CAPITAL IN ONE OR MORE TRANSACTIONS
      AT ITS SOLE DISCRETION IN FAVOUR OF THE
      COMPANY S EMPLOYEES W
24    AUTHORIZE THE COMPANY AND ITS             Unknown   Take No    Management
      SUBSIDIARIES, EMPLOYEES AND OFFICERS,               Action
      REPLACING THE DELEGATION SET FORTH IN
      RESOLUTION 15 AND GIVEN BY THE GENERAL
      MEETING OF 15 APR 2004, TO PURCHASE
      COMPANY S EXISTING SHARES, PROVIDED THAT
      THE TOTAL NUMBER OF SHARES NOT TO
25    AUTHORIZE THE BOARD OF DIRECTORS IN ONE   Unknown   Take No    Management
      OR MORE TRANSACTIONS, THE COMPANY AND ITS           Action
      SUBSIDIARIES, EMPLOYEES AND OFFICERS, TO
      ISSUE ORDINARY SHARES, PROVIDED THAT THE
      TOTAL NUMBER OF SHARES NOT TO EXCEED
      0.40% OF THE COMPANY S SHARE CAPITAL;
      AUTHORITY IS GIV
26    AUTHORIZE THE BOARD OF DIRECTORS IN       Unknown   Take No    Management
      SUBSTITUTION TO THE EARLIER                         Action
      AUTHORIZATIONS, TO REDUCE THE SHARE
      CAPITAL BY CANCELING THE SHARES HELD BY
      THE COMPANY IN CONNECTION WITH A STOCK
      REPURCHASE PLAN, PROVIDED THAT THE TOTAL
      NUMBER OF SHARES CANCELLED IN THE 2
27    GRANT ALL POWERS TO THE BEARER OF THE A   Unknown   Take No    Management
      COPY OF AN EXTRACT OF THE MINUTES OF THIS           Action
      MEETING IN ORDER TO ACCOMPLISH ALL
      FORMALITIES, FILINGS AND REGISTRATIONS
      PRESCRIBED BY LAW
28    PLEASE NOTE THAT THE MIXED MEETING TO BE  N/A       N/A        Management
      HELD ON 12 APR 2005 HAS BEEN POSTPONED
      AND WILL BE HELD ON SECOND CALL ON 22 APR
      2005. IF YOU HAVE ALREADY SENT IN YOUR
      VOTES, PLEASE DO NOT RETURN THIS PROXY
      FORM UNLESS YOU DECIDE TO AMEND YOUR
      ORIGINAL INSTRUCTI


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

GUIDANT CORPORATION

Ticker:       GDT            Security ID:  401698105
Meeting Date: APR 27, 2005   Meeting Type: Special
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO APPROVE THE AGREEMENT AND PLAN OF      For       For        Management
      MERGER DATED AS OF DECEMBER 15, 2004,
      AMONG JOHNSON & JOHNSON, SHELBY MERGER
      SUB, INC., A WHOLLY-OWNED SUBSIDIARY OF
      JOHNSON & JOHNSON, AND GUIDANT, PURSUANT
      TO WHICH SHELBY MERGER SUB WILL MERGE
      INTO GUIDANT WITH GUID


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

HALLIBURTON COMPANY

Ticker:       HAL            Security ID:  406216101
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT R.L. CRANDALL AS A DIRECTOR         For       For        Management
1.2   ELECT K.T. DERR AS A DIRECTOR             For       For        Management
1.3   ELECT S.M. GILLIS AS A DIRECTOR           For       For        Management
1.4   ELECT W.R. HOWELL AS A DIRECTOR           For       For        Management
1.5   ELECT R.L. HUNT AS A DIRECTOR             For       For        Management
1.6   ELECT D.J. LESAR AS A DIRECTOR            For       For        Management
1.7   ELECT J.L. MARTIN AS A DIRECTOR           For       For        Management
1.8   ELECT J.A. PRECOURT AS A DIRECTOR         For       For        Management
1.9   ELECT D.L. REED AS A DIRECTOR             For       For        Management
2     PROPOSAL FOR RATIFICATION OF THE          For       For        Management
      SELECTION OF AUDITORS.
3     STOCKHOLDER PROPOSAL ON SEVERANCE         Against   Against    Shareholder
      AGREEMENTS.
4     STOCKHOLDER PROPOSAL ON DIRECTOR ELECTION Against   Against    Shareholder
      VOTE THRESHOLD.


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

HASBRO, INC.

Ticker:       HAS            Security ID:  418056107
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT BASIL L. ANDERSON AS A DIRECTOR     For       For        Management
1.2   ELECT ALAN R. BATKIN AS A DIRECTOR        For       For        Management
1.3   ELECT FRANK J. BIONDI, JR. AS A DIRECTOR  For       For        Management
1.4   ELECT JOHN M. CONNORS, JR. AS A DIRECTOR  For       For        Management
1.5   ELECT E. GORDON GEE AS A DIRECTOR         For       For        Management
1.6   ELECT JACK M. GREENBERG AS A DIRECTOR     For       For        Management
1.7   ELECT ALAN G. HASSENFELD AS A DIRECTOR    For       For        Management
1.8   ELECT CLAUDINE B. MALONE AS A DIRECTOR    For       For        Management
1.9   ELECT EDWARD M. PHILIP AS A DIRECTOR      For       For        Management
1.1   ELECT ELI J. SEGAL AS A DIRECTOR          For       For        Management
1.11  ELECT PAULA STERN AS A DIRECTOR           For       For        Management
1.12  ELECT ALFRED J. VERRECCHIA AS A DIRECTOR  For       For        Management
2     APPROVAL OF AMENDMENT TO THE 2003 STOCK   For       For        Management
      INCENTIVE PERFORMANCE PLAN.
3     RATIFICATION OF KPMG LLP AS THE COMPANY S For       For        Management
      INDEPENDENT AUDITOR FOR THE 2005 FISCAL
      YEAR.
4     SHAREHOLDER PROPOSAL: HASBRO, INC.-       Against   Against    Shareholder
      GLOBAL HUMAN RIGHTS STANDARDS.


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

HIGH RIVER GOLD MINES LTD.

Ticker:       HRIVF          Security ID:  42979J107
Meeting Date: MAY 25, 2005   Meeting Type: Special
Record Date:  APR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     THE ELECTION OF THE DIRECTORS AS          For       For        Management
      NOMINATED BY MANAGEMENT.


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

HIGH RIVER GOLD MINES LTD.

Ticker:       HRIVF          Security ID:  42979J107
Meeting Date: MAY 25, 2005   Meeting Type: Special
Record Date:  APR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     THE ELECTION OF THE DIRECTORS AS          For       For        Management
      NOMINATED BY MANAGEMENT;
2     THE ORDINARY RESOLUTION AUTHORIZING AN    For       For        Management
      INCREASE OF 2,000,000 OPTIONS FOR A
      MAXIMUM OF 12,574,000 OPTIONS TO PURCHASE
      COMMON SHARES THAT MAY BE ISSUED PURSUANT
      TO THE COMPANY S STOCK OPTION PLAN, THE
      FULL TEXT OF WHICH RESOLUTION IS SET OUT
      IN SCHEDULE B T
2     WITH OR WITHOUT VARIATION, THE ORDINARY   For       For        Management
      RESOLUTION AUTHORIZING AN INCREASE OF
      2,000,000 OPTIONS FOR A MAXIMUM OF
      12,574,000 OPTIONS TO PURCHASE COMMON
      SHARES THAT MAY BE ISSUED PURSUANT TO THE
      COMPANY S STOCK OPTION PLAN, THE FULL
      TEXT OF WHICH RESOLUTION
3     THE APPOINTMENT OF PREICEWATERCOOPERS     For       For        Management
      LLP, CHARTERED ACCOUNTANTS, AS AUDITORS
      OF THE COMPANY FOR THE ENSUING YEAR AND
      AUTHORIZING THE DIRECTORS TO FIX THEIR
      REMUNERATION.
3     THE APPOINTMENT OF PRICEWATERHOUSECOOPERS For       For        Management
      LLP, CHARTERED ACCOUNTANTS, AS AUDITORS
      OF THE COMPANY FOR THE ENSUING YEAR AND
      AUTHORIZING THE DIRECTORS TO FIX THEIR
      REMUNERATION.


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

HONEYWELL INTERNATIONAL INC.

Ticker:       HON            Security ID:  438516106
Meeting Date: APR 25, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT MARSHALL N. CARTER AS A DIRECTOR    For       For        Management
1.2   ELECT DAVID M. COTE AS A DIRECTOR         For       For        Management
1.3   ELECT BRADLEY T. SHEARES AS A DIRECTOR    For       For        Management
1.4   ELECT JOHN R. STAFFORD AS A DIRECTOR      For       For        Management
1.5   ELECT MICHAEL W. WRIGHT AS A DIRECTOR     For       For        Management
2     APPOINTMENT OF INDEPENDENT ACCOUNTANTS    For       For        Management
3     PROPOSAL TO AMEND THE RESTATED            For       For        Management
      CERTIFICATE OF INCORPORATION AND BY-LAWS
      TO ELIMINATE THE CLASSIFIED STRUCTURE OF
      THE BOARD OF DIRECTORS
4     PROPOSAL TO AMEND THE RESTATED            For       For        Management
      CERTIFICATE OF INCORPORATION AND BY-LAWS
      TO ELIMINATE SUPERMAJORITY VOTING
      PROVISIONS
5     MAJORITY VOTE SHAREHOLDER COMMITTEE       Against   Against    Shareholder
6     SEPARATION OF CHAIRMAN/CEO                Against   Against    Shareholder
7     EXECUTIVE PAY DISPARITY REPORT            Against   Against    Shareholder
8     EXECUTIVE COMPENSATION LIMIT              Against   Against    Shareholder
9     COMMONSENSE EXECUTIVE COMPENSATION        Against   Against    Shareholder
      FRAMEWORK PROPOSAL


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

HORMEL FOODS CORPORATION

Ticker:       HRL            Security ID:  440452100
Meeting Date: JAN 25, 2005   Meeting Type: Annual
Record Date:  NOV 29, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JOHN W. ALLEN AS A DIRECTOR         For       For        Management
1.2   ELECT JOHN R. BLOCK AS A DIRECTOR         For       For        Management
1.3   ELECT JEFFREY M. ETTINGER AS A DIRECTOR   For       For        Management
1.4   ELECT E. PETER GILLETTE, JR. AS A         For       For        Management
      DIRECTOR
1.5   ELECT LUELLA G. GOLDBERG AS A DIRECTOR    For       For        Management
1.6   ELECT JOEL W. JOHNSON AS A DIRECTOR       For       For        Management
1.7   ELECT SUSAN I. MARVIN AS A DIRECTOR       For       For        Management
1.8   ELECT MICHAEL J. MCCOY AS A DIRECTOR      For       For        Management
1.9   ELECT JOHN L. MORRISON AS A DIRECTOR      For       For        Management
1.1   ELECT DAKOTA A. PIPPINS AS A DIRECTOR     For       For        Management
1.11  ELECT GARY J. RAY AS A DIRECTOR           For       For        Management
1.12  ELECT JOHN G. TURNER AS A DIRECTOR        For       For        Management
1.13  ELECT ROBERT R. WALLER, M.D. AS A         For       For        Management
      DIRECTOR
2     TO VOTE ON RATIFICATION OF APPOINTMENT,   For       For        Management
      BY THE AUDIT COMMITTEE OF THE BOARD OF
      DIRECTORS, OF ERNST & YOUNG LLP AS
      INDEPENDENT AUDITORS FOR THE FISCAL YEAR
      WHICH WILL END OCTOBER 30, 2005.
3     TO VOTE ON APPROVAL OF THE COMPANY S      For       For        Management
      LONG-TERM INCENTIVE PLAN TO ENABLE
      COMPENSATION PAID UNDER THE PLAN TO
      QUALIFY AS DEDUCTIBLE PERFORMANCE-BASED
      COMPENSATION UNDER SECTION 162(M) OF THE
      INTERNAL REVENUE CODE.
4     TO CONSIDER AND ACT UPON A STOCKHOLDER    Against   Against    Shareholder
      PROPOSAL REQUESTING THAT THE COMPANY S
      BOARD OF DIRECTORS ISSUE A SUSTAINABILITY
      REPORT TO STOCKHOLDERS BY AUGUST 2005,
      EXAMINING THE ENVIRONMENTAL IMPACTS OF
      BOTH COMPANY-OWNED AND CONTRACT LIVESTOCK
      OPERATIONS, IF


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

IAMGOLD CORPORATION

Ticker:       IAG            Security ID:  450913108
Meeting Date: MAY 16, 2005   Meeting Type: Special
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     ELECTION OF DIRECTORS AS MORE             For       For        Management
      PARTICULARLY DESCRIBED IN THE
      ACCOMPANYING MANAGEMENT INFORMATION
      CIRCULAR.
2     APPOINTMENT OF KPMG LLP CHARTERED         For       For        Management
      ACCOUNTANTS, AS AUDITORS OF THE
      CORPORATION FOR THE ENSUING YEAR AND
      AUTHORIZING THE DIRECTORS TO FIX THEIR
      REMUNERATION.
3     APPROVING AN INCREASE IN THE NUMBER OF    For       For        Management
      COMMON SHARES OF THE CORPORATION WHICH
      MAY BE ISSUED PURSUANT TO THE SHARE
      OPTION PLAN COMPRISING PART OF THE SHARE
      INCENTIVE PLAN OF THE CORPORATION, AS
      MORE PARTICULARLY DESCRIBED IN THE
      ACCOMPANYING MANAGEMENT INF
4     CONFIRMING THE REPEAL OF THE EXISTING     For       Against    Management
      GENERAL BY-LAW OF THE CORPORATION AND THE
      ADOPTION OF A NEW GENERAL BY-LAW OF THE
      CORPORATION, AS MORE PARTICULARLY
      DESCRIBED IN THE ACCOMPANYING MANAGEMENT
      INFORMATION CIRCULAR.


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

INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT CRAIG R. BARRETT AS A DIRECTOR      For       For        Management
1.2   ELECT CHARLENE BARSHEFSKY AS A DIRECTOR   For       For        Management
1.3   ELECT E. JOHN P. BROWNE AS A DIRECTOR     For       For        Management
1.4   ELECT D. JAMES GUZY AS A DIRECTOR         For       For        Management
1.5   ELECT REED E. HUNDT AS A DIRECTOR         For       For        Management
1.6   ELECT PAUL S. OTELLINI AS A DIRECTOR      For       For        Management
1.7   ELECT DAVID S. POTTRUCK AS A DIRECTOR     For       For        Management
1.8   ELECT JANE E. SHAW AS A DIRECTOR          For       For        Management
1.9   ELECT JOHN L. THORNTON AS A DIRECTOR      For       For        Management
1.1   ELECT DAVID B. YOFFIE AS A DIRECTOR       For       For        Management
2     RATIFICATION OF SELECTION OF INDEPENDENT  For       For        Management
      REGISTERED PUBLIC ACCOUNTING FIRM.
3     APPROVAL OF AMENDMENT AND EXTENSION OF    For       For        Management
      THE 2004 EQUITY INCENTIVE PLAN.
4     APPROVAL OF AMENDMENT AND EXTENSION OF    For       For        Management
      THE EXECUTIVE OFFICER INCENTIVE PLAN.


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

INTERNATIONAL BUSINESS MACHINES CORP

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT C. BLACK AS A DIRECTOR              For       For        Management
1.2   ELECT K.I. CHENAULT AS A DIRECTOR         For       For        Management
1.3   ELECT J. DORMANN AS A DIRECTOR            For       For        Management
1.4   ELECT M.L. ESKEW AS A DIRECTOR            For       For        Management
1.5   ELECT C. GHOSN AS A DIRECTOR              For       For        Management
1.6   ELECT C.F. KNIGHT AS A DIRECTOR           For       For        Management
1.7   ELECT M. MAKIHARA AS A DIRECTOR           For       For        Management
1.8   ELECT L.A. NOTO AS A DIRECTOR             For       For        Management
1.9   ELECT S.J. PALMISANO AS A DIRECTOR        For       For        Management
1.1   ELECT J.E. SPERO AS A DIRECTOR            For       For        Management
1.11  ELECT S. TAUREL AS A DIRECTOR             For       For        Management
1.12  ELECT C.M. VEST AS A DIRECTOR             For       For        Management
1.13  ELECT L.H. ZAMBRANO AS A DIRECTOR         For       For        Management
2     RATIFICATION OF APPOINTMENT OF            For       For        Management
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM (PAGE 24)
3     STOCKHOLDER PROPOSAL ON--CUMULATIVE       Against   Abstain    Shareholder
      VOTING (PAGE 25)
4     STOCKHOLDER PROPOSAL ON--PENSION AND      Against   Against    Shareholder
      RETIREMENT MEDICAL (PAGE 25)
5     STOCKHOLDER PROPOSAL ON--EXECUTIVE        Against   Against    Shareholder
      COMPENSATION (PAGE 27)
6     STOCKHOLDER PROPOSAL ON--EXPENSING STOCK  Against   Against    Shareholder
      OPTIONS (PAGE 28)
7     STOCKHOLDER PROPOSAL ON--DISCLOSURE OF    Against   Against    Shareholder
      EXECUTIVE COMPENSATION (PAGE 29)
8     STOCKHOLDER PROPOSAL ON--OFFSHORING (PAGE Against   Against    Shareholder
      30)


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

INTERNATIONAL GAME TECHNOLOGY

Ticker:       IGT            Security ID:  459902102
Meeting Date: MAR 1, 2005    Meeting Type: Annual
Record Date:  JAN 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT NEIL BARSKY AS A DIRECTOR           For       For        Management
1.2   ELECT ROBERT A. BITTMAN AS A DIRECTOR     For       For        Management
1.3   ELECT RICHARD R. BURT AS A DIRECTOR       For       For        Management
1.4   ELECT LESLIE S. HEISZ AS A DIRECTOR       For       For        Management
1.5   ELECT ROBERT A. MATHEWSON AS A DIRECTOR   For       For        Management
1.6   ELECT THOMAS J. MATTHEWS AS A DIRECTOR    For       For        Management
1.7   ELECT ROBERT MILLER AS A DIRECTOR         For       For        Management
1.8   ELECT FREDERICK B. RENTSCHLER AS A        For       For        Management
      DIRECTOR
2     APPROVAL OF THE AMENDMENT TO THE          For       Against    Management
      INTERNATIONAL GAME TECHNOLOGY 2002 STOCK
      INCENTIVE PLAN.
3     RATIFICATION OF APPOINTMENT OF DELOITTE & For       For        Management
      TOUCHE LLP AS IGT S INDEPENDENT AUDITORS
      FOR THE FISCAL YEAR ENDING SEPTEMBER 30,
      2005.


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

ITT INDUSTRIES, INC.

Ticker:       ITT            Security ID:  450911102
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT STEVEN R. LORANGER AS A DIRECTOR    For       For        Management
1.2   ELECT CURTIS J. CRAWFORD AS A DIRECTOR    For       For        Management
1.3   ELECT CHRISTINA A. GOLD AS A DIRECTOR     For       For        Management
1.4   ELECT RALPH F. HAKE AS A DIRECTOR         For       For        Management
1.5   ELECT JOHN J. HAMRE AS A DIRECTOR         For       For        Management
1.6   ELECT RAYMOND W. LEBOEUF AS A DIRECTOR    For       For        Management
1.7   ELECT FRANK T. MACINNIS AS A DIRECTOR     For       For        Management
1.8   ELECT LINDA S. SANFORD AS A DIRECTOR      For       For        Management
1.9   ELECT MARKOS I. TAMBAKERAS AS A DIRECTOR  For       For        Management
2     RATIFICATION OF APPOINTMENT OF            For       For        Management
      INDEPENDENT AUDITORS
3     APPROVAL OF AMENDMENT TO THE RESTATED     For       For        Management
      ARTICLES OF INCORPORATION


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT MARY S. COLEMAN AS A DIRECTOR       For       For        Management
1.2   ELECT JAMES G. CULLEN AS A DIRECTOR       For       For        Management
1.3   ELECT ROBERT J. DARRETTA AS A DIRECTOR    For       For        Management
1.4   ELECT MICHAEL M. E. JOHNS AS A DIRECTOR   For       For        Management
1.5   ELECT ANN D. JORDAN AS A DIRECTOR         For       For        Management
1.6   ELECT ARNOLD G. LANGBO AS A DIRECTOR      For       For        Management
1.7   ELECT SUSAN L. LINDQUIST AS A DIRECTOR    For       For        Management
1.8   ELECT LEO F. MULLIN AS A DIRECTOR         For       For        Management
1.9   ELECT CHRISTINE A. POON AS A DIRECTOR     For       For        Management
1.1   ELECT STEVEN S REINEMUND AS A DIRECTOR    For       For        Management
1.11  ELECT DAVID SATCHER AS A DIRECTOR         For       For        Management
1.12  ELECT WILLIAM C. WELDON AS A DIRECTOR     For       For        Management
2     APPROVAL OF 2005 LONG-TERM INCENTIVE      For       Against    Management
      PLAN.
3     RATIFICATION OF APPOINTMENT OF            For       For        Management
      PRICEWATERHOUSECOOPERS AS INDEPENDENT
      AUDITORS


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

KELLOGG COMPANY

Ticker:       K              Security ID:  487836108
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT CLAUDIO X. GONZALEZ AS A DIRECTOR   For       For        Management
1.2   ELECT A.D. DAVID MACKAY AS A DIRECTOR     For       For        Management
1.3   ELECT WILLIAM C. RICHARDSON AS A DIRECTOR For       For        Management
1.4   ELECT JOHN L. ZABRISKIE AS A DIRECTOR     For       For        Management
2     RATIFICATION OF INDEPENDENT AUDITOR FOR   For       For        Management
      2005
3     REPORT ON IMPACTS OF GENETICALLY          Against   Against    Shareholder
      ENGINEERED FOOD
4     APPOINTMENT OF INVESTMENT BANKER          Against   Against    Shareholder


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

KRAFT FOODS INC.

Ticker:       KFT            Security ID:  50075N104
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JAN BENNINK AS A DIRECTOR           For       For        Management
1.2   ELECT LOUIS C. CAMILLERI AS A DIRECTOR    For       For        Management
1.3   ELECT ROGER K. DEROMEDI AS A DIRECTOR     For       For        Management
1.4   ELECT DINYAR S. DEVITRE AS A DIRECTOR     For       For        Management
1.5   ELECT W. JAMES FARRELL AS A DIRECTOR      For       For        Management
1.6   ELECT BETSY D. HOLDEN AS A DIRECTOR       For       For        Management
1.7   ELECT RICHARD A. LERNER M.D. AS A         For       For        Management
      DIRECTOR
1.8   ELECT JOHN C. POPE AS A DIRECTOR          For       For        Management
1.9   ELECT MARY L. SCHAPIRO AS A DIRECTOR      For       For        Management
1.1   ELECT CHARLES R. WALL AS A DIRECTOR       For       For        Management
1.11  ELECT DEBORAH C. WRIGHT AS A DIRECTOR     For       For        Management
2     RATIFICATION OF THE SELECTION OF          For       For        Management
      INDEPENDENT AUDITORS
3     APPROVAL OF THE 2005 PERFORMANCE          For       Against    Management
      INCENTIVE PLAN
4     STOCKHOLDER PROPOSAL-REPORT ON IMPACTS OF Against   Against    Shareholder
      GENETICALLY ENGINEERED PRODUCTS


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

LAMAR ADVERTISING COMPANY

Ticker:       LAMR           Security ID:  512815101
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT ANNA REILLY CULLINAN AS A DIRECTOR  For       For        Management
1.2   ELECT JOHN MAXWELL HAMILTON AS A DIRECTOR For       For        Management
1.3   ELECT ROBERT M. JELENIC AS A DIRECTOR     For       For        Management
1.4   ELECT STEPHEN P. MUMBLOW AS A DIRECTOR    For       For        Management
1.5   ELECT THOMAS V. REIFENHEISER AS A         For       For        Management
      DIRECTOR
1.6   ELECT KEVIN P. REILLY, JR. AS A DIRECTOR  For       For        Management
1.7   ELECT WENDELL REILLY AS A DIRECTOR        For       For        Management


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

MACROVISION CORPORATION

Ticker:       MVSN           Security ID:  555904101
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JOHN O. RYAN AS A DIRECTOR          For       For        Management
1.2   ELECT WILLIAM A. KREPICK AS A DIRECTOR    For       For        Management
1.3   ELECT DONNA S. BIRKS AS A DIRECTOR        For       For        Management
1.4   ELECT WILLIAM N. STIRLEN AS A DIRECTOR    For       For        Management
1.5   ELECT THOMAS WERTHEIMER AS A DIRECTOR     For       For        Management
1.6   ELECT STEVEN G. BLANK AS A DIRECTOR       For       For        Management
2     TO APPROVE THE AMENDMENT OF OUR 2000      For       Against    Management
      EQUITY INCENTIVE PLAN.
3     TO APPROVE THE AMENDMENT OF OUR 1996      For       For        Management
      DIRECTORS STOCK OPTION PLAN.
4     TO APPROVE THE AMENDMENT OF OUR 1996      For       For        Management
      EMPLOYEE STOCK PURCHASE PLAN.
5     TO RATIFY THE SELECTION OF KPMG LLP AS    For       For        Management
      MACROVISION S INDEPENDENT REGISTERED
      PUBLIC ACCOUNTING FIRM FOR THE YEAR
      ENDING DECEMBER 31, 2005.


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

MERIDIAN GOLD INC.

Ticker:       MDG            Security ID:  589975101
Meeting Date: MAY 10, 2005   Meeting Type: Special
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     THE ELECTION OF THE NOMINEES PROPOSED BY  For       For        Management
      MANAGEMENT AS DIRECTORS OF THE
      CORPORATION;
2     THE APPOINTMENT OF KPMG LLP AS AUDITORS   For       For        Management
      OF THE CORPORATION AND TO AUTHORIZE THE
      BOARD OF DIRECTORS TO FIX THEIR
      REMUNERATION.
2     THE APPOINTMENT OF KPMG LLP AS AUDITORS   For       For        Management
      OF THE CORPORATION AND TO AUTHORIZE THE
      BOARD OF DIRECTORS TO FIX THEIR
      REMUNERATION;
3     THE CONFIRMATION OF THE RESOLUTION        For       For        Management
      APPROVING THE AMENDED SHAREHOLDER RIGHTS
      PLAN OF THE CORPORATION.


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

MERIDIAN GOLD INC.

Ticker:       MDG            Security ID:  589975101
Meeting Date: MAY 10, 2005   Meeting Type: Special
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     THE ELECTION OF THE NOMINEES PROPOSED BY  For       For        Management
      MANAGEMENT AS DIRECTORS OF THE
      CORPORATION.


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

MICROSOFT CORPORATION

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT WILLIAM H. GATES III AS A DIRECTOR  For       For        Management
1.2   ELECT STEVEN A. BALLMER AS A DIRECTOR     For       For        Management
1.3   ELECT JAMES I. CASH JR. AS A DIRECTOR     For       For        Management
1.4   ELECT RAYMOND V. GILMARTIN AS A DIRECTOR  For       For        Management
1.5   ELECT A. MCLAUGHLIN KOROLOGOS AS A        For       For        Management
      DIRECTOR
1.6   ELECT DAVID F. MARQUARDT AS A DIRECTOR    For       For        Management
1.7   ELECT CHARLES H. NOSKI AS A DIRECTOR      For       For        Management
1.8   ELECT HELMUT PANKE AS A DIRECTOR          For       For        Management
1.9   ELECT JON A. SHIRLEY AS A DIRECTOR        For       For        Management
2     ADOPTION OF THE AMENDMENTS TO THE 2001    For       For        Management
      STOCK PLAN AND THE 1991 STOCK OPTION PLAN
3     ADOPTION OF THE AMENDMENTS TO THE 1999    For       For        Management
      STOCK PLAN FOR NON-EMPLOYEE DIRECTORS,
      THE STOCK OPTION PLAN FOR NON-EMPLOYEE
      DIRECTORS AND THE STOCK OPTION PLAN FOR
      CONSULTANTS AND ADVISORS
4     APPROVAL OF MATERIAL TERMS OF THE         For       For        Management
      PERFORMANCE CRITERIA FOR AWARDS UNDER THE
      2001 STOCK PLAN
5     RATIFICATION OF THE SELECTION OF DELOITTE For       For        Management
      & TOUCHE LLP AS THE COMPANY S INDEPENDENT
      AUDITOR


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

MILLENNIUM PHARMACEUTICALS, INC.

Ticker:       MLNM           Security ID:  599902103
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT MARK J. LEVIN AS A DIRECTOR         For       For        Management
1.2   ELECT A. GRANT HEIDRICH, III AS A         For       For        Management
      DIRECTOR
1.3   ELECT KENNETH E. WEG AS A DIRECTOR        For       For        Management
2     RATIFY THE APPOINTMENT OF ERNST & YOUNG   For       For        Management
      LLP AS OUR INDEPENDENT REGISTERED PUBLIC
      ACCOUNTING FIRM FOR THE FISCAL YEAR
      ENDING DECEMBER 31, 2005.


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

NDS GROUP PLC

Ticker:       NNDS           Security ID:  628891103
Meeting Date: NOV 3, 2004    Meeting Type: Annual
Record Date:  SEP 27, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO RECEIVE THE AUDITED ACCOUNTS FOR THE   For       For        Management
      YEAR ENDED JUNE 30, 2004, TOGETHER WITH
      THE DIRECTORS AND AUDITORS REPORTS.
2     TO APPROVE THE DIRECTORS REMUNERATION     For       For        Management
      REPORT FOR THE YEAR ENDED JUNE 30, 2004
      AS SET OUT ON PAGES 31 TO 34 OF THE 2004
      ANNUAL REPORT.
3     TO RE-APPOINT ERNST & YOUNG LLP AS        For       For        Management
      AUDITORS OF THE COMPANY AND THAT THE
      DIRECTORS (OR THE DIRECTORS COMPRISING
      THE AUDIT COMMITTEE) BE AUTHORISED TO
      DETERMINE THEIR REMUNERATION.
4     THAT NATHAN GANTCHER BE APPOINTED A       For       For        Management
      DIRECTOR OF THE COMPANY.
5     THAT PETER POWERS BE RE-APPOINTED AS A    For       For        Management
      DIRECTOR OF THE COMPANY.
6     THAT ARTICLE 78 OF THE ARTICLES BE        For       For        Management
      AMENDED TO INCREASE THE MAXIMUM AMOUNT
      THAT THE COMPANY MAY PAY AS FEES TO THE
      DIRECTORS FROM 50,000 EURO PER ANNUM TO
      US$1,000,000 PER ANNUM, SUCH CHANGE TO BE
      EFFECTIVE FROM 1 JANUARY, 2004.
7     THAT: (A) IN ACCORDANCE WITH ARTICLE 6 OF For       For        Management
      THE COMPANY S ARTICLES OF ASSOCIATION,
      THE DIRECTORS BE AUTHORISED TO ALLOT
      RELEVANT SECURITIES; (B) THIS AUTHORITY
      SHALL EXPIRE ON 1 NOVEMBER 2009; AND (C)
      ALL PREVIOUS AUTHORITIES UNDER SECTION 80
      OF THE COMPANI
8     THAT: (A) IN ACCORDANCE WITH ARTICLE 7 OF For       For        Management
      THE COMPANY S ARTICLES OF ASSOCIATION,
      THE DIRECTORS BE GIVEN POWER TO ALLOT
      EQUITY SECURITIES FOR CASH; AND (B) THIS
      POWER SHALL EXPIRE ON 1 NOVEMBER, 2009.


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

NEWMONT MINING CORPORATION

Ticker:       NEM            Security ID:  651639106
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT G.A. BARTON AS A DIRECTOR           For       For        Management
1.2   ELECT V.A. CALARCO AS A DIRECTOR          For       For        Management
1.3   ELECT M.S. HAMSON AS A DIRECTOR           For       For        Management
1.4   ELECT L.I. HIGDON, JR. AS A DIRECTOR      For       For        Management
1.5   ELECT P. LASSONDE AS A DIRECTOR           For       For        Management
1.6   ELECT R.J. MILLER AS A DIRECTOR           For       For        Management
1.7   ELECT W.W. MURDY AS A DIRECTOR            For       For        Management
1.8   ELECT R.A. PLUMBRIDGE AS A DIRECTOR       For       For        Management
1.9   ELECT J.B. PRESCOTT AS A DIRECTOR         For       For        Management
1.1   ELECT D.C. ROTH AS A DIRECTOR             For       For        Management
1.11  ELECT S. SCHULICH AS A DIRECTOR           For       For        Management
1.12  ELECT J.V. TARANIK AS A DIRECTOR          For       For        Management
2     RATIFY APPOINTMENT OF INDEPENDENT         For       For        Management
      AUDITORS
3     APPROVE 2005 STOCK INCENTIVE PLAN         For       For        Management


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

NORTHROP GRUMMAN CORPORATION

Ticker:       NOC            Security ID:  666807102
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT PHILLIP FROST AS A DIRECTOR         For       For        Management
1.2   ELECT JOHN B. SLAUGHTER AS A DIRECTOR     For       For        Management
2     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       For        Management
      DELOITTE & TOUCHE LLP AS THE COMPANY S
      INDEPENDENT AUDITOR.
3     PROPOSAL TO AMEND THE COMPANY S RESTATED  For       For        Management
      CERTIFICATE OF INCORPORATION TO PROVIDE
      FOR ANNUAL ELECTION OF DIRECTORS.
4     PROPOSAL TO AMEND THE 1993 STOCK PLAN FOR For       For        Management
      NON-EMPLOYEE DIRECTORS TO INCREASE THE
      NUMBER OF SHARES AVAILABLE.
5     SHAREHOLDER PROPOSAL REGARDING THE SIMPLE Against   For        Shareholder
      MAJORITY VOTE.


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

NORTHWEST AIRLINES CORPORATION

Ticker:       NWAC           Security ID:  667280101
Meeting Date: JUN 30, 2005   Meeting Type: Annual
Record Date:  MAY 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT ROY J. BOSTOCK AS A DIRECTOR        For       For        Management
1.2   ELECT JOHN M. ENGLER AS A DIRECTOR        For       For        Management
1.3   ELECT ROBERT L. FRIEDMAN AS A DIRECTOR    For       For        Management
1.4   ELECT DORIS KEARNS GOODWIN AS A DIRECTOR  For       For        Management
1.5   ELECT DENNIS F. HIGHTOWER AS A DIRECTOR   For       For        Management
1.6   ELECT JEFFREY G. KATZ AS A DIRECTOR       For       For        Management
1.7   ELECT FREDERIC V. MALEK AS A DIRECTOR     For       For        Management
1.8   ELECT V.A. RAVINDRAN AS A DIRECTOR        For       For        Management
1.9   ELECT DOUGLAS M. STEENLAND AS A DIRECTOR  For       For        Management
1.1   ELECT LEO M. VAN WIJK AS A DIRECTOR       For       For        Management
1.11  ELECT GARY L. WILSON AS A DIRECTOR        For       For        Management
2     PROPOSAL TO APPROVE THE APPOINTMENT OF    For       For        Management
      ERNST & YOUNG LLP AS THE COMPANY S
      INDEPENDENT AUDITOR FOR 2005.
3     PROPOSAL TO APPROVE THE AMENDED AND       For       Against    Management
      RESTATED NORTHWEST AIRLINES CORPORATION
      1999 STOCK INCENTIVE PLAN.


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NOVARTIS AG

Ticker:       NVS            Security ID:  66987V109
Meeting Date: MAR 1, 2005    Meeting Type: Annual
Record Date:  JAN 27, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF THE ANNUAL REPORT, THE        For       None       Management
      FINANCIAL STATEMENTS OF NOVARTIS AG AND
      THE GROUP CONSOLIDATED FINANCIAL
      STATEMENTS FOR THE YEAR 2004.
2     APPROVAL OF THE ACTIVITIES OF THE BOARD   For       None       Management
      OF DIRECTORS.
3     APPROPRIATION OF AVAILABLE EARNINGS OF    For       None       Management
      NOVARTIS AG AS PER BALANCE SHEET AND
      DECLARATION OF DIVIDEND.
4     REDUCTION OF SHARE CAPITAL.               For       None       Management
5     FURTHER SHARE REPURCHASE PROGRAM.         For       None       Management
6     RE-ELECTION OF DR. H.C. BIRGIT BREUEL FOR For       None       Management
      A TWO-YEAR TERM.
7     RE-ELECTION OF PROF. DR. PETER BURCKHARDT For       None       Management
      FOR A THREE-YEAR TERM.
8     RE-ELECTION OF ALEXANDRE F. JETZER FOR A  For       None       Management
      THREE-YEAR TERM.
9     RE-ELECTION OF PIERRE LANDOLT FOR A THREE For       None       Management
      YEAR TERM.
10    RE-ELECTION OF PROF. DR. ULRICH LEHNER    For       None       Management
      FOR A THREE YEAR TERM.
11    APPOINTMENT OF THE AUDITORS AND THE GROUP For       None       Management
      AUDITORS.


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OAO LUKOIL

Ticker:       LUKOY          Security ID:  677862104
Meeting Date: JAN 24, 2005   Meeting Type: Special
Record Date:  DEC 9, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     EARLY TERMINATION OF POWERS OF ALL        Unknown   Abstain    Management
      MEMBERS OF THE COMPANY S BOARD OF
      DIRECTORS
2     ELECTION OF THE MEMBERS OF THE BOARD OF   Unknown   For        Management
      DIRECTORS OF OAO LUKOIL (11 MEMBERS) (TO
      VOTE SELECTIVELY, YOU MUST APPLY
      CUMULATIVE VOTING. SEE THE ATTACHED
      INSTRUCTIONS.)*
3     APPROVAL OF THE AMENDMENTS AND ADDENDA TO Unknown   For        Management
      THE CHARTER OF THE OPEN JOINT STOCK
      COMPANY OIL COMPANY LUKOIL


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OSI PHARMACEUTICALS, INC.

Ticker:       OSIP           Security ID:  671040103
Meeting Date: MAR 16, 2005   Meeting Type: Annual
Record Date:  JAN 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT ROBERT A. INGRAM AS A DIRECTOR      For       For        Management
1.2   ELECT COLIN GODDARD, PH.D. AS A DIRECTOR  For       For        Management
1.3   ELECT MICHAEL G. ATIEH AS A DIRECTOR      For       For        Management
1.4   ELECT G. MORGAN BROWNE AS A DIRECTOR      For       For        Management
1.5   ELECT DARYL K. GRANNER, M.D. AS A         For       For        Management
      DIRECTOR
1.6   ELECT WALTER M LOVENBERG, PHD AS A        For       For        Management
      DIRECTOR
1.7   ELECT VIREN MEHTA AS A DIRECTOR           For       For        Management
1.8   ELECT HERBERT PINEDO, MD, PHD AS A        For       For        Management
      DIRECTOR
1.9   ELECT SIR MARK RICHMOND, PH.D AS A        For       For        Management
      DIRECTOR
1.1   ELECT JOHN P. WHITE AS A DIRECTOR         For       For        Management
2     PROPOSAL TO AMEND THE OSI                 For       Against    Management
      PHARMACEUTICALS, INC. AMENDED AND
      RESTATED STOCK INCENTIVE PLAN.
3     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       For        Management
      KPMG LLP AS THE INDEPENDENT REGISTERED
      PUBLIC ACCOUNTING FIRM OF THE CORPORATION
      FOR THE FISCAL YEAR ENDING DECEMBER 31,
      2005.


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PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT MICHAEL S. BROWN AS A DIRECTOR      For       For        Management
1.2   ELECT M. ANTHONY BURNS AS A DIRECTOR      For       For        Management
1.3   ELECT ROBERT N. BURT AS A DIRECTOR        For       For        Management
1.4   ELECT W. DON CORNWELL AS A DIRECTOR       For       For        Management
1.5   ELECT WILLIAM H. GRAY III AS A DIRECTOR   For       For        Management
1.6   ELECT CONSTANCE J. HORNER AS A DIRECTOR   For       For        Management
1.7   ELECT WILLIAM R. HOWELL AS A DIRECTOR     For       For        Management
1.8   ELECT STANLEY O. IKENBERRY AS A DIRECTOR  For       For        Management
1.9   ELECT GEORGE A. LORCH AS A DIRECTOR       For       For        Management
1.1   ELECT HENRY A. MCKINNELL AS A DIRECTOR    For       For        Management
1.11  ELECT DANA G. MEAD AS A DIRECTOR          For       For        Management
1.12  ELECT RUTH J. SIMMONS AS A DIRECTOR       For       For        Management
1.13  ELECT WILLIAM C. STEERE, JR. AS A         For       For        Management
      DIRECTOR
1.14  ELECT JEAN-PAUL VALLES AS A DIRECTOR      For       For        Management
2     A PROPOSAL TO RATIFY THE APPOINTMENT OF   For       For        Management
      KPMG LLP AS INDEPENDENT REGISTERED PUBLIC
      ACCOUNTING FIRM FOR 2005.
3     SHAREHOLDER PROPOSAL RELATING TO TERM     Against   Against    Shareholder
      LIMITS FOR DIRECTORS.
4     SHAREHOLDER PROPOSAL REQUESTING A REPORT  Against   Against    Shareholder
      ON INCREASING ACCESS TO PFIZER PRODUCTS.
5     SHAREHOLDER PROPOSAL RELATING TO          Against   Against    Shareholder
      IMPORTATION OF PRESCRIPTION DRUGS.
6     SHAREHOLDER PROPOSAL RELATING TO          Against   Against    Shareholder
      POLITICAL CONTRIBUTIONS.
7     SHAREHOLDER PROPOSAL RELATING TO PRODUCT  Against   Against    Shareholder
      AVAILABILITY IN CANADA.
8     SHAREHOLDER PROPOSAL RELATING TO THE      Against   Against    Shareholder
      SEPARATION OF THE ROLES OF CHAIR AND CEO
      AND ACCESS TO PHARMACEUTICAL PRODUCTS.


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ROCHE HLDG LTD

Ticker:       NULL           Security ID:  H69293217
Meeting Date: FEB 28, 2005   Meeting Type: AGM
Record Date:  FEB 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     THE PRACTICE OF SHARE BLOCKING VARIES     N/A       N/A        Management
      WIDELY IN THIS MARKET. PLEASE CONTACT
      YOUR ADP CLIENT SERVICE REPRESENTATIVE TO
      OBTAIN BLOCKING INFORMATION FOR YOUR
      ACCOUNTS
2     PLEASE NOTE THAT THESE SHARES HAVE NO     N/A       N/A        Management
      VOTING RIGHTS, SHOULD YOU WISH TO ATTEND
      THE MEETING PERSONALLY, YOU MAY APPLY FOR
      AN ENTRANCE CARD BY CONTACTING YOUR
      CLIENT REPRESENTATIVE AT ADP. THANK YOU
3     APPROVE THE ANNUAL REPORT, FINANCIAL      N/A       N/A        Management
      STATEMENTS AND THE CONSOLIDATED FINANCIAL
      STATEMENTS FOR 2004
4     RATIFY THE ACTIONS TAKEN BY BOARD OF      N/A       N/A        Management
      DIRECTORS MEMBERS IN 2004
5     APPROVE THE DISTRIBUTION OF AN ORDINARY   N/A       N/A        Management
      DIVIDED OF CHF 2.00 GROSS PER SHARE AND
      NON-VOTING EQUITY SECURITY
6     RE-ELECT PROF. JOHN BELL AS A DIRECTOR    N/A       N/A        Management
      FOR A TERM OF 4 YEARS AS PROVIDED BY THE
      ARTICLES OF ASSOCIATION
7     RE-ELECT MR. ANDRE HOFFMANN AS A DIRECTOR N/A       N/A        Management
      FOR A TERM OF 4 YEARS AS PROVIDED BY THE
      ARTICLES OF ASSOCIATION
8     RE-ELECT DR. FRANZ B. HUMER AS A DIRECTOR N/A       N/A        Management
      FOR A TERM OF 4 YEARS AS PROVIDED BY THE
      ARTICLES OF ASSOCIATION
9     RE-ELECT KPMG KLYNVELD PEAT MARWICK       N/A       N/A        Management
      GOERDELER SA AS THE STATUTORY AND THE
      GROUP AUDITORS FOR THE FY 2005


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

SBC COMMUNICATIONS INC.

Ticker:       SBC            Security ID:  78387G103
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT GILBERT F. AMELIO AS A DIRECTOR     For       For        Management
1.2   ELECT AUGUST A. BUSCH III AS A DIRECTOR   For       For        Management
1.3   ELECT MARTIN K. EBY, JR. AS A DIRECTOR    For       For        Management
1.4   ELECT JAMES A. HENDERSON AS A DIRECTOR    For       For        Management
1.5   ELECT CHARLES F. KNIGHT AS A DIRECTOR     For       For        Management
1.6   ELECT LYNN M. MARTIN AS A DIRECTOR        For       For        Management
1.7   ELECT JOHN B. MCCOY AS A DIRECTOR         For       For        Management
1.8   ELECT MARY S. METZ AS A DIRECTOR          For       For        Management
1.9   ELECT TONI REMBE AS A DIRECTOR            For       For        Management
1.1   ELECT S. DONLEY RITCHEY AS A DIRECTOR     For       For        Management
1.11  ELECT JOYCE M. ROCHE AS A DIRECTOR        For       For        Management
1.12  ELECT LAURA D'ANDREA TYSON AS A DIRECTOR  For       For        Management
1.13  ELECT PATRICIA P. UPTON AS A DIRECTOR     For       For        Management
1.14  ELECT EDWARD E. WHITACRE, JR AS A         For       For        Management
      DIRECTOR
2     APPROVAL OF APPOINTMENT OF INDEPENDENT    For       For        Management
      AUDITORS
3     APPROVAL OF STOCK PURCHASE AND DEFERRAL   For       For        Management
      PLAN
4     STOCKHOLDER PROPOSAL A                    Against   Against    Shareholder
5     STOCKHOLDER PROPOSAL B                    Against   Against    Shareholder
6     STOCKHOLDER PROPOSAL C                    Against   Against    Shareholder
7     STOCKHOLDER PROPOSAL D                    Against   For        Shareholder


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SCHLUMBERGER LIMITED (SCHLUMBERGER N

Ticker:       SLB            Security ID:  806857108
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT J. DEUTCH AS A DIRECTOR             For       For        Management
1.2   ELECT J.S. GORELICK AS A DIRECTOR         For       For        Management
1.3   ELECT A. GOULD AS A DIRECTOR              For       For        Management
1.4   ELECT T. ISAAC AS A DIRECTOR              For       For        Management
1.5   ELECT A. LAJOUS AS A DIRECTOR             For       For        Management
1.6   ELECT A. LEVY-LANG AS A DIRECTOR          For       For        Management
1.7   ELECT M.E. MARKS AS A DIRECTOR            For       For        Management
1.8   ELECT D. PRIMAT AS A DIRECTOR             For       For        Management
1.9   ELECT T.I. SANDVOLD AS A DIRECTOR         For       For        Management
1.1   ELECT N. SEYDOUX AS A DIRECTOR            For       For        Management
1.11  ELECT L.G. STUNTZ AS A DIRECTOR           For       For        Management
1.12  ELECT R. TALWAR AS A DIRECTOR             For       For        Management
2     ADOPTION AND APPROVAL OF FINANCIALS AND   For       For        Management
      DIVIDENDS
3     ADOPTION OF MANDATORY AMENDMENTS TO THE   For       For        Management
      ARTICLES OF INCORPORATION
4     ADOPTION OF VOLUNTARY AMENDMENTS TO THE   For       For        Management
      ARTICLES OF INCORPORATION
5     APPROVAL OF ADOPTION OF THE SCHLUMBERGER  For       For        Management
      2005 OPTION PLAN
6     APPROVAL OF ADOPTION OF AN AMENDMENT TO   For       For        Management
      THE SCHLUMBERGER DISCOUNTED STOCK
      PURCHASE PLAN
7     APPROVAL OF INDEPENDENT REGISTERED PUBLIC For       For        Management
      ACCOUNTING FIRM


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

SIEMENS AG

Ticker:       SI             Security ID:  826197501
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  DEC 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     TO CONSIDER AND VOTE UPON APPROPRIATION   For       For        Management
      OF THE NET INCOME OF SIEMENS AG TO A
      DIVIDEND PAYOUT.
2     TO RATIFY THE ACTS OF THE MANAGING BOARD. For       For        Management
3     TO RATIFY THE ACTS OF THE SUPERVISORY     For       For        Management
      BOARD.
4     TO RATIFY THE APPOINTMENT OF INDEPENDENT  For       For        Management
      AUDITORS OF THE ANNUAL AND CONSOLIDATED
      FINANCIAL STATEMENTS.
5     TO CONSIDER AND VOTE UPON AN ELECTION TO  For       For        Management
      THE SUPERVISORY BOARD.
6     TO CONSIDER AND VOTE UPON A RESOLUTION    For       For        Management
      AUTHORIZING THE ACQUISITION AND USE OF
      SIEMENS SHARES AND THE EXCLUSION OF
      SHAREHOLDERS PREEMPTIVE AND TENDER
      RIGHTS.
7     TO CONSIDER AND VOTE UPON ADJUSTMENTS TO  For       For        Management
      SUPERVISORY BOARD REMUNERATION AND
      RELATED AMENDMENTS TO THE ARTICLES OF
      ASSOCIATION.
8     TO CONSIDER AND VOTE UPON AN AMENDMENT TO For       For        Management
      THE ARTICLES OF ASSOCIATION TO ADJUST TO
      NEW LEGISLATION.


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

SLM CORPORATION

Ticker:       SLM            Security ID:  78442P106
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT CHARLES L. DALEY AS A DIRECTOR      For       For        Management
1.2   ELECT W.M. DIEFENDERFER III AS A DIRECTOR For       For        Management
1.3   ELECT THOMAS J. FITZPATRICK AS A DIRECTOR For       For        Management
1.4   ELECT DIANE SUITT GILLELAND AS A DIRECTOR For       For        Management
1.5   ELECT EARL A. GOODE AS A DIRECTOR         For       For        Management
1.6   ELECT ANN TORRE GRANT AS A DIRECTOR       For       For        Management
1.7   ELECT RONALD F. HUNT AS A DIRECTOR        For       For        Management
1.8   ELECT BENJAMIN J. LAMBERT III AS A        For       For        Management
      DIRECTOR
1.9   ELECT ALBERT L. LORD AS A DIRECTOR        For       For        Management
1.1   ELECT BARRY A. MUNITZ AS A DIRECTOR       For       For        Management
1.11  ELECT A.A. PORTER, JR. AS A DIRECTOR      For       For        Management
1.12  ELECT WOLFGANG SCHOELLKOPF AS A DIRECTOR  For       For        Management
1.13  ELECT STEVEN L. SHAPIRO AS A DIRECTOR     For       For        Management
1.14  ELECT BARRY L. WILLIAMS AS A DIRECTOR     For       For        Management
2     APPROVE REALLOCATION OF SHARES AUTHORIZED For       For        Management
      FROM THE DIRECTORS STOCK PLAN AND THE
      EMPLOYEE STOCK PURCHASE PLAN TO THE SLM
      CORPORATION INCENTIVE PLAN.
3     RATIFY THE APPOINTMENT OF                 For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS THE
      CORPORATION S INDEPENDENT ACCOUNTANTS.


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SOUTHWEST AIRLINES CO.

Ticker:       LUV            Security ID:  844741108
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT COLLEEN C. BARRETT AS A DIRECTOR    For       For        Management
1.2   ELECT GARY C. KELLY AS A DIRECTOR         For       For        Management
1.3   ELECT JOHN T. MONTFORD AS A DIRECTOR      For       For        Management
2     RATIFICATION OF THE SELECTION OF ERNST &  For       For        Management
      YOUNG LLP AS THE COMPANY S INDEPENDENT
      AUDITORS FOR THE FISCAL YEAR ENDING
      DECEMBER 31, 2005.


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SPORTINGBET PLC

Ticker:       NULL           Security ID:  G8367L106
Meeting Date: DEC 17, 2004   Meeting Type: AGM
Record Date:  NOV 23, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     RECEIVE AND ADOPT THE ACCOUNTS FOR THE YE Unknown   For        Management
      31 JUL 2004 AND THE REPORTS OF THE
      DIRECTORS AND THE AUDITORS IN RELATION TO
      THE SAME
2     RE-APPOINT BDO STOY HAYWARD AS THE        Unknown   For        Management
      AUDITORS OF THE COMPANY UNTIL THE
      CONCLUSION OF THE NEXT GENERAL MEETING AT
      WHICH THE ACCOUNTS ARE LAID BEFORE THE
      COMPANY AND AUTHORIZE THE DIRECTORS TO
      FIX THEIR REMUNERATION
3     RE-ELECT MR. NIGEL TERENCE PAYNE AS A     Unknown   For        Management
      DIRECTOR OF THE COMPANY, WHO RETIRES BY
      ROTATION
4     RE-ELECT MR. SEAN STUART O CONNOR AS A    Unknown   For        Management
      DIRECTOR OF THE COMPANY, WHO RETIRES BY
      ROTATION
5     RE-APPOINT MR. ROBERT HOLT AS A DIRECTOR  Unknown   For        Management
      OF THE COMPANY
6     AUTHORIZE THE DIRECTORS, IN SUBSTITUTION  Unknown   For        Management
      FOR ANY EXISTING AUTHORITY AND PURSUANT
      TO AND IN ACCORDANCE WITH SECTION 80 OF
      THE COMPANIES ACT 1985, TO ALLOT RELEVANT
      SECURITIES UP TO: I) AN AGGREGATE NOMINAL
      AMOUNT OF GBP 6,693 IN CONNECTION WITH A
      CONVERTIB
7     AUTHORIZE THE DIRECTORS, SUBJECT TO THE   Unknown   For        Management
      PASSING OF RESOLUTION 6 AND PURSUANT TO
      AND IN ACCORDANCE WITH SECTION 95 OF THE
      COMPANIES ACT 1985, TO ALLOT EQUITY
      SECURITIES FOR CASH PURSUANT TO THE
      AUTHORITY CONFERRED BY RESOLUTION 6,
      DISAPPLYING THE STATUTORY
8     AUTHORIZE THE DIRECTORS, IN ADDITION TO   Unknown   For        Management
      THE AUTHORITY REFERRED TO IN RESOLUTION 6
      AND PURSUANT TO AND IN ACCORDANCE WITH
      SECTION 80 OF THE COMPANIES ACT 1985, TO
      ALLOT RELEVANT SECURITIES UP TO AN
      AGGREGATE NOMINAL AMOUNT OF GBP 9,772 IN
      CONNECTION WITH A
9     AUTHORIZE THE DIRECTORS, SUBJECT TO THE   Unknown   For        Management
      PASSING OF RESOLUTION S.8 AND PURSUANT TO
      AND IN ACCORDANCE WITH SECTION 95 OF THE
      COMPANIES ACT 1985, TO ALLOT EQUITY
      SECURITIES FOR CASH PURSUANT TO THE
      AUTHORITY CONFERRED BY RESOLUTION S.8,
      DISAPPLYING THE STATU
10    PLEASE NOTE THAT THIS IS A REVISION DUE   N/A       N/A        Management
      TO DETAILED AGENDA. IF YOU HAVE ALREADY
      SENT IN YOUR VOTES, PLEASE DO NOT RETURN
      THIS PROXY FORM UNLESS YOU DECIDE TO
      AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
      YOU.


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

SPORTINGBET PLC, LONDON

Ticker:       NULL           Security ID:  G8367L106
Meeting Date: APR 29, 2005   Meeting Type: EGM
Record Date:  APR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVE THAT THE AMOUNT TO THE CREDIT OF  Unknown   None       Management
      THE SHARE PREMIUM ACCOUNTS OF THE COMPANY
      BE CANCELLED
2     AMEND THE ARTICLES OF ASSOCIATION OF THE  Unknown   None       Management
      COMPANY, IN SUBSCRIPTION FOR AND TO THE
      EXCLUSION OF THE EXISTING ARTICLES OF
      ASSOCIATION
3     AUTHORIZE THE DIRECTORS, IN SUBSTITUTION  Unknown   None       Management
      FOR ANY EXISTING AUTHORITY, PURSUANTTO
      AND IN ACCORDANCE WITH SECTION 80 OF THE
      COMPANIES ACT 1985, TO ALLOT RELEVANT
      SECURITIES UP TO AN AGGREGATE NOMINAL
      AMOUNT OF A) GBP 6,693 IN CONNECTION WITH
      A CONVERTIBLE AS
4     APPROVE TO DISAPPLY SECTION 89(1) OF THE  Unknown   None       Management
      ACT IN CONNECTION WITH THE ALLOTMENTIN
      RESOLUTION 3


**The Fund has been informed by its custodian that due to a vote execution
processing problem with the custodian's agent in the U.K., the Advisor's or
Subadvisor's, as the case may be, voting instructions with respect to this
shareholder meeting were not carried out.**
- --------------------------------------------------------------------------------

STAPLES, INC.

Ticker:       SPLS           Security ID:  855030102
Meeting Date: JUN 13, 2005   Meeting Type: Annual
Record Date:  APR 19, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT BRENDA C. BARNES AS A DIRECTOR      For       For        Management
1.2   ELECT MARY ELIZABETH BURTON AS A DIRECTOR For       For        Management
1.3   ELECT RICHARD J. CURRIE AS A DIRECTOR     For       For        Management
1.4   ELECT ROWLAND T. MORIARTY AS A DIRECTOR   For       For        Management
2     TO APPROVE STAPLES AMENDED AND RESTATED   For       For        Management
      2004 STOCK INCENTIVE PLAN INCREASING THE
      TOTAL NUMBER OF SHARES OF COMMON STOCK
      AUTHORIZED FOR ISSUANCE UNDER THE PLAN.
3     TO RATIFY THE SELECTION BY THE AUDIT      For       For        Management
      COMMITTEE OF ERNST & YOUNG LLP AS STAPLES
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM FOR THE CURRENT FISCAL YEAR.
4     TO ACT ON A SHAREHOLDER PROPOSAL ON       Against   Against    Shareholder
      REDEEM OR VOTE POISON PILL.


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SYMBOL TECHNOLOGIES, INC.

Ticker:       SBL            Security ID:  871508107
Meeting Date: MAY 9, 2005    Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT ROBERT J. CHRENC AS A DIRECTOR      For       For        Management
1.2   ELECT SALVATORE IANNUZZI AS A DIRECTOR    For       For        Management
1.3   ELECT EDWARD R. KOZEL AS A DIRECTOR       For       For        Management
1.4   ELECT WILLIAM R. NUTI AS A DIRECTOR       For       For        Management
1.5   ELECT GEORGE SAMENUK AS A DIRECTOR        For       For        Management
1.6   ELECT MELVIN A. YELLIN AS A DIRECTOR      For       For        Management
2     THE RATIFICATION OF THE APPOINTMENT OF    For       For        Management
      ERNST & YOUNG LLP AS THE COMPANY S
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM FOR FISCAL YEAR 2005.


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

SYNAPTICS INCORPORATED

Ticker:       SYNA           Security ID:  87157D109
Meeting Date: OCT 19, 2004   Meeting Type: Annual
Record Date:  SEP 1, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT FEDERICO FAGGIN AS A DIRECTOR       For       For        Management
1.2   ELECT W. RONALD VAN DELL AS A DIRECTOR    For       For        Management
2     PROPOSAL TO APPROVE THE 2001 INCENTIVE    For       For        Management
      COMPENSATION PLAN FOR PURPOSES OF SECTION
      162(M) OF THE INTERNAL REVENUE CODE OF
      1986, AS AMENDED.
3     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       For        Management
      KPMG LLP, AN INDEPENDENT REGISTERED
      PUBLIC ACCOUNTING FIRM, AS THE COMPANY S
      INDEPENDENT AUDITOR FOR THE FISCAL YEAR
      ENDING JUNE 25, 2005.


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T. ROWE PRICE GROUP, INC.

Ticker:       TROW           Security ID:  74144T108
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT EDWARD C. BERNARD AS A DIRECTOR     For       For        Management
1.2   ELECT JAMES T. BRADY AS A DIRECTOR        For       For        Management
1.3   ELECT J. ALFRED BROADDUS, JR. AS A        For       For        Management
      DIRECTOR
1.4   ELECT DONALD B. HEBB, JR. AS A DIRECTOR   For       For        Management
1.5   ELECT JAMES A.C. KENNEDY AS A DIRECTOR    For       For        Management
1.6   ELECT JAMES S. RIEPE AS A DIRECTOR        For       For        Management
1.7   ELECT GEORGE A. ROCHE AS A DIRECTOR       For       For        Management
1.8   ELECT BRIAN C. ROGERS AS A DIRECTOR       For       For        Management
1.9   ELECT DR. ALFRED SOMMER AS A DIRECTOR     For       For        Management
1.1   ELECT DWIGHT S. TAYLOR AS A DIRECTOR      For       For        Management
1.11  ELECT ANNE MARIE WHITTEMORE AS A DIRECTOR For       For        Management
2     RATIFICATION OF THE APPOINTMENT OF KPMG   For       For        Management
      LLP AS PRICE GROUP S INDEPENDENT
      ACCOUNTANT FOR FISCAL YEAR 2005.
3     IN THEIR DISCRETION, THE PROXIES ARE      For       Abstain    Management
      AUTHORIZED TO VOTE UPON SUCH OTHER
      BUSINESS AND FURTHER BUSINESS AS MAY
      PROPERLY COME BEFORE THE MEETING OR ANY
      ADJOURNMENTS AND POSTPONEMENTS THEREOF.


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

TERADYNE, INC.

Ticker:       TER            Security ID:  880770102
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JAMES W. BAGLEY AS A DIRECTOR       For       For        Management
1.2   ELECT MICHAEL A. BRADLEY AS A DIRECTOR    For       For        Management
1.3   ELECT VINCENT M. O'REILLY AS A DIRECTOR   For       For        Management
2     TO RATIFY THE SELECTION OF                For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
      AUDITORS FOR THE FISCAL YEAR ENDING
      DECEMBER 31, 2005.


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

THE GOLDMAN SACHS GROUP, INC.

Ticker:       GS             Security ID:  38141G104
Meeting Date: APR 6, 2005    Meeting Type: Annual
Record Date:  FEB 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JOHN H. BRYAN AS A DIRECTOR         For       For        Management
1.2   ELECT STEPHEN FRIEDMAN AS A DIRECTOR      For       For        Management
1.3   ELECT WILLIAM W. GEORGE AS A DIRECTOR     For       For        Management
1.4   ELECT HENRY M. PAULSON, JR. AS A DIRECTOR For       For        Management
2     APPROVAL OF AMENDMENTS TO OUR AMENDED AND For       For        Management
      RESTATED CERTIFICATE OF INCORPORATION TO
      PROVIDE FOR THE ANNUAL ELECTION OF ALL OF
      OUR DIRECTORS.
3     RATIFICATION OF THE APPOINTMENT OF        For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS OUR
      INDEPENDENT AUDITORS FOR OUR 2005 FISCAL
      YEAR.


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

THE MANITOWOC COMPANY, INC.

Ticker:       MTW            Security ID:  563571108
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  FEB 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT DEAN H. ANDERSON AS A DIRECTOR      For       For        Management
1.2   ELECT KEITH D. NOSBUSCH AS A DIRECTOR     For       For        Management
1.3   ELECT ROBERT S. THROOP AS A DIRECTOR      For       For        Management


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

THE WALT DISNEY COMPANY

Ticker:       DIS            Security ID:  254687106
Meeting Date: FEB 11, 2005   Meeting Type: Annual
Record Date:  DEC 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JOHN E. BRYSON AS A DIRECTOR        For       For        Management
1.2   ELECT JOHN S. CHEN AS A DIRECTOR          For       For        Management
1.3   ELECT MICHAEL D. EISNER AS A DIRECTOR     For       For        Management
1.4   ELECT JUDITH L. ESTRIN AS A DIRECTOR      For       For        Management
1.5   ELECT ROBERT A. IGER AS A DIRECTOR        For       For        Management
1.6   ELECT FRED H. LANGHAMMER AS A DIRECTOR    For       For        Management
1.7   ELECT AYLWIN B. LEWIS AS A DIRECTOR       For       For        Management
1.8   ELECT MONICA C. LOZANO AS A DIRECTOR      For       For        Management
1.9   ELECT ROBERT W. MATSCHULLAT AS A DIRECTOR For       For        Management
1.1   ELECT GEORGE J. MITCHELL AS A DIRECTOR    For       For        Management
1.11  ELECT LEO J. O'DONOVAN, S.J. AS A         For       For        Management
      DIRECTOR
1.12  ELECT GARY L. WILSON AS A DIRECTOR        For       For        Management
2     TO RATIFY THE APPOINTMENT OF              For       For        Management
      PRICEWATERHOUSECOOPERS LLP AS THE COMPANY
      S REGISTERED PUBLIC ACCOUNTANTS FOR 2005.
3     TO APPROVE THE 2005 STOCK INCENTIVE PLAN. For       Against    Management
4     TO APPROVE THE SHAREHOLDER PROPOSAL       Against   For        Shareholder
      RELATING TO GREENMAIL.
5     TO APPROVE THE SHAREHOLDER PROPOSAL       Against   Against    Shareholder
      RELATING TO CHINA LABOR STANDARDS.


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

TOYOTA MOTOR CORPORATION

Ticker:       TM             Security ID:  892331307
Meeting Date: JUN 23, 2005   Meeting Type: Annual
Record Date:  MAR 30, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     APPROVAL OF PROPOSED APPROPRIATION OF     Unknown   For        Management
      RETAINED EARNINGS FOR THE 101ST TERM
2     ELECTION OF 26 DIRECTORS                  Unknown   For        Management
3     ELECTION OF 1 CORPORATE AUDITOR           Unknown   For        Management
4     ISSUE OF STOCK ACQUISITION RIGHTS WITHOUT Unknown   For        Management
      CONSIDERATION TO DIRECTORS, MANAGING
      OFFICERS AND EMPLOYEES, ETC., OF TOYOTA
      MOTOR CORPORATION AND ITS AFFILIATES
5     REPURCHASE OF SHARES                      Unknown   For        Management
6     AWARD OF BONUS PAYMENTS TO RETIRING       Unknown   For        Management
      DIRECTORS
7     AMENDMENT OF THE ARTICLES OF              Unknown   Against    Management
      INCORPORATION (PART 1) (DISCLOSURE OF
      INDIVIDUAL REMUNERATION AND BONUS
      PAYMENTS UPON RETIREMENT, ETC. OF EACH
      DIRECTOR TO THE SHAREHOLDERS)
8     AMENDMENT OF THE ARTICLES OF              Unknown   Against    Management
      INCORPORATION (PART 2) (DISCLOSURE OF
      POLITICAL CONTRIBUTIONS)


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  902124106
Meeting Date: MAR 10, 2005   Meeting Type: Annual
Record Date:  JAN 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT DENNIS C. BLAIR AS A DIRECTOR       For       For        Management
1.2   ELECT EDWARD D. BREEN AS A DIRECTOR       For       For        Management
1.3   ELECT GEORGE W. BUCKLEY AS A DIRECTOR     For       For        Management
1.4   ELECT BRIAN DUPERREAULT AS A DIRECTOR     For       For        Management
1.5   ELECT BRUCE S. GORDON AS A DIRECTOR       For       For        Management
1.6   ELECT RAJIV L. GUPTA AS A DIRECTOR        For       For        Management
1.7   ELECT JOHN A. KROL AS A DIRECTOR          For       For        Management
1.8   ELECT MACKEY J. MCDONALD AS A DIRECTOR    For       For        Management
1.9   ELECT H. CARL MCCALL AS A DIRECTOR        For       For        Management
1.1   ELECT BRENDAN R. O'NEILL AS A DIRECTOR    For       For        Management
1.11  ELECT SANDRA S. WIJNBERG AS A DIRECTOR    For       For        Management
1.12  ELECT JEROME B. YORK AS A DIRECTOR        For       For        Management
2     RE-APPOINTMENT OF DELOITTE & TOUCHE LLP   For       For        Management
      AS TYCO S INDEPENDENT AUDITORS AND
      AUTHORIZATION FOR THE AUDIT COMMITTEE OF
      THE BOARD OF DIRECTORS TO SET THE
      AUDITORS REMUNERATION.


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT THOMAS H. KEAN AS A DIRECTOR        For       For        Management
1.2   ELECT ROBERT L. RYAN AS A DIRECTOR        For       For        Management
1.3   ELECT WILLIAM G. SPEARS AS A DIRECTOR     For       For        Management
1.4   ELECT GAIL R. WILENSKY, PH.D. AS A        For       For        Management
      DIRECTOR
2     RATIFICATION OF DELOITTE & TOUCHE LLP AS  For       For        Management
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING
      FIRM FOR THE FISCAL YEAR ENDING DECEMBER
      31, 2005.
3     SHAREHOLDER PROPOSAL CONCERNING           Against   Against    Shareholder
      PERFORMANCE-VESTING SHARES.
4     SHAREHOLDER PROPOSAL CONCERNING           Against   Against    Shareholder
      PERFORMANCE-BASED OPTIONS.


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

URBAN OUTFITTERS, INC.

Ticker:       URBN           Security ID:  917047102
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT RICHARD A. HAYNE AS A DIRECTOR      For       For        Management
1.2   ELECT SCOTT A. BELAIR AS A DIRECTOR       For       For        Management
1.3   ELECT HARRY S. CHERKEN, JR. AS A DIRECTOR For       For        Management
1.4   ELECT JOEL S. LAWSON III AS A DIRECTOR    For       For        Management
1.5   ELECT GLEN T. SENK AS A DIRECTOR          For       For        Management
1.6   ELECT ROBERT H. STROUSE AS A DIRECTOR     For       For        Management
2     THE AMENDMENT OF THE COMPANY S 2004 STOCK For       For        Management
      INCENTIVE PLAN TO ADD PERFORMANCE-BASED
      REQUIREMENTS FOR AWARDS OF RESTRICTED
      STOCK AND RESTRICTED STOCK UNITS
3     THE ADOPTION OF THE URBAN OUTFITTERS      For       For        Management
      EXECUTIVE INCENTIVE PLAN


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

UST INC.

Ticker:       UST            Security ID:  902911106
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 9, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT J.D. BARR AS A DIRECTOR             For       For        Management
1.2   ELECT R.J. ROSSI AS A DIRECTOR            For       For        Management
2     APPROVE THE UST INC. 2005 LONG-TERM       For       Against    Management
      INCENTIVE PLAN.
3     TO RATIFY AND APPROVE ERNST & YOUNG LLP   For       For        Management
      AS INDEPENDENT AUDITORS OF THE COMPANY
      FOR THE YEAR 2005.
4     STOCKHOLDER PROPOSAL.                     Against   Against    Shareholder


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

VERIZON COMMUNICATIONS INC.

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT J.R. BARKER AS A DIRECTOR           For       For        Management
1.2   ELECT R.L. CARRION AS A DIRECTOR          For       For        Management
1.3   ELECT R.W. LANE AS A DIRECTOR             For       For        Management
1.4   ELECT S.O. MOOSE AS A DIRECTOR            For       For        Management
1.5   ELECT J. NEUBAUER AS A DIRECTOR           For       For        Management
1.6   ELECT T.H. O'BRIEN AS A DIRECTOR          For       For        Management
1.7   ELECT H.B. PRICE AS A DIRECTOR            For       For        Management
1.8   ELECT I.G. SEIDENBERG AS A DIRECTOR       For       For        Management
1.9   ELECT W.V. SHIPLEY AS A DIRECTOR          For       For        Management
1.1   ELECT J.R. STAFFORD AS A DIRECTOR         For       For        Management
1.11  ELECT R.D. STOREY AS A DIRECTOR           For       For        Management
2     RATIFICATION OF INDEPENDENT REGISTERED    For       For        Management
      PUBLIC ACCOUNTING FIRM
3     CUMULATIVE VOTING                         Against   Abstain    Shareholder
4     MAJORITY VOTE FOR ELECTION OF DIRECTORS   Against   Against    Shareholder
5     BOARD COMPOSITION                         Against   Against    Shareholder
6     SEPARATE CHAIRMAN AND CEO                 Against   Against    Shareholder
7     DIRECTORS LIABILITY                       Against   Against    Shareholder
8     REPORT ON POLITICAL CONTRIBUTIONS         Against   Against    Shareholder


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

VOLTERRA SEMICONDUCTOR CORP.

Ticker:       VLTR           Security ID:  928708106
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT EDWARD ROSS AS A DIRECTOR           For       For        Management
1.2   ELECT ANTHONY STRATAKOS AS A DIRECTOR     For       For        Management
2     TO RATIFY THE SELECTION BY THE AUDIT      For       For        Management
      COMMITTEE OF THE BOARD OF DIRECTORS OF
      KPMG LLP AS THE INDEPENDENT REGISTERED
      PUBLIC ACCOUNTING FIRM OF VOLTERRA
      SEMICONDUCTOR CORPORATION FOR ITS FISCAL
      YEAR ENDING DECEMBER 31, 2005.


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

W. R. BERKLEY CORPORATION

Ticker:       BER            Security ID:  84423102
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT RODNEY A. HAWES, JR. AS A DIRECTOR  For       For        Management
1.2   ELECT JACK H. NUSBAUM AS A DIRECTOR       For       For        Management
1.3   ELECT MARK L. SHAPIRO AS A DIRECTOR       For       For        Management
2     TO RATIFY THE APPOINTMENT OF KPMG LLP AS  For       For        Management
      THE INDEPENDENT REGISTERED PUBLIC
      ACCOUNTING FIRM FOR W.R. BERKLEY
      CORPORATION FOR THE FISCAL YEAR ENDING
      DECEMBER 31, 2005.


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

WACHOVIA CORPORATION

Ticker:       WB             Security ID:  929903102
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JOHN D. BAKER, II* AS A DIRECTOR    For       For        Management
1.2   ELECT PETER C. BROWNING* AS A DIRECTOR    For       For        Management
1.3   ELECT DONALD M. JAMES* AS A DIRECTOR      For       For        Management
1.4   ELECT VAN L. RICHEY* AS A DIRECTOR        For       For        Management
1.5   ELECT G. KENNEDY THOMPSON* AS A DIRECTOR  For       For        Management
1.6   ELECT JOHN C. WHITAKER, JR.* AS A         For       For        Management
      DIRECTOR
1.7   ELECT WALLACE D. MALONE, JR** AS A        For       For        Management
      DIRECTOR
1.8   ELECT ROBERT J. BROWN*** AS A DIRECTOR    For       For        Management
2     A WACHOVIA PROPOSAL TO RATIFY THE         For       For        Management
      APPOINTMENT OF KPMG LLP AS AUDITORS FOR
      THE YEAR 2005.


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

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT JAMES W. BREYER AS A DIRECTOR       For       For        Management
1.2   ELECT M. MICHELE BURNS AS A DIRECTOR      For       For        Management
1.3   ELECT DOUGLAS N. DAFT AS A DIRECTOR       For       For        Management
1.4   ELECT DAVID D. GLASS AS A DIRECTOR        For       For        Management
1.5   ELECT ROLAND A. HERNANDEZ AS A DIRECTOR   For       For        Management
1.6   ELECT JOHN D. OPIE AS A DIRECTOR          For       For        Management
1.7   ELECT J. PAUL REASON AS A DIRECTOR        For       For        Management
1.8   ELECT H. LEE SCOTT, JR. AS A DIRECTOR     For       For        Management
1.9   ELECT JACK C. SHEWMAKER AS A DIRECTOR     For       For        Management
1.1   ELECT JOSE H. VILLARREAL AS A DIRECTOR    For       For        Management
1.11  ELECT JOHN T. WALTON AS A DIRECTOR        For       For        Management
1.12  ELECT S. ROBSON WALTON AS A DIRECTOR      For       For        Management
1.13  ELECT CHRISTOPHER J. WILLIAMS AS A        For       For        Management
      DIRECTOR
1.14  ELECT LINDA S. WOLF AS A DIRECTOR         For       For        Management
2     APPROVAL OF THE WAL-MART STORES, INC.     For       Against    Management
      STOCK INCENTIVE PLAN OF 2005, AS AMENDED
3     RATIFICATION OF INDEPENDENT ACCOUNTANTS   For       For        Management
4     A SHAREHOLDER PROPOSAL REGARDING AN       Against   Against    Shareholder
      EXECUTIVE COMPENSATION FRAMEWORK
5     A SHAREHOLDER PROPOSAL REGARDING A        Against   Against    Shareholder
      SUSTAINABILITY REPORT
6     A SHAREHOLDER PROPOSAL REGARDING AN       Against   Against    Shareholder
      EQUITY COMPENSATION REPORT
7     A SHAREHOLDER PROPOSAL REGARDING A        Against   Against    Shareholder
      POLITICAL CONTRIBUTIONS REPORT
8     A SHAREHOLDER PROPOSAL REGARDING AN EQUAL Against   Against    Shareholder
      EMPLOYMENT OPPORTUNITY REPORT
9     A SHAREHOLDER PROPOSAL REGARDING A        Against   Against    Shareholder
      DIRECTOR ELECTION MAJORITY VOTE STANDARD
10    A SHAREHOLDER PROPOSAL REGARDING BOARD    Against   Against    Shareholder
      INDEPENDENCE
11    A SHAREHOLDER PROPOSAL REGARDING          Against   Against    Shareholder
      PERFORMANCE-VESTING SHARES


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

WESTERN DIGITAL CORPORATION

Ticker:       WDC            Security ID:  958102105
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  OCT 1, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT MATTHEW E. MASSENGILL AS A DIRECTOR For       For        Management
1.2   ELECT PETER D. BEHRENDT AS A DIRECTOR     For       For        Management
1.3   ELECT KATHLEEN A. COTE AS A DIRECTOR      For       For        Management
1.4   ELECT HENRY T. DENERO AS A DIRECTOR       For       For        Management
1.5   ELECT WILLIAM L. KIMSEY AS A DIRECTOR     For       For        Management
1.6   ELECT MICHAEL D. LAMBERT AS A DIRECTOR    For       For        Management
1.7   ELECT ROGER H. MOORE AS A DIRECTOR        For       For        Management
1.8   ELECT THOMAS E. PARDUN AS A DIRECTOR      For       For        Management
1.9   ELECT ARIF SHAKEEL AS A DIRECTOR          For       For        Management
2     TO APPROVE THE WESTERN DIGITAL            For       For        Management
      CORPORATION 2004 PERFORMANCE INCENTIVE
      PLAN.
3     TO RATIFY THE APPOINTMENT OF KPMG LLP AS  For       For        Management
      INDEPENDENT ACCOUNTANTS FOR WESTERN
      DIGITAL CORPORATION FOR THE FISCAL YEAR
      ENDING JULY 1, 2005.


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

XILINX, INC.

Ticker:       XLNX           Security ID:  983919101
Meeting Date: AUG 5, 2004    Meeting Type: Annual
Record Date:  JUN 7, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT WILLEM P. ROELANDTS AS A DIRECTOR   For       None       Management
1.2   ELECT JOHN L. DOYLE AS A DIRECTOR         For       None       Management
1.3   ELECT JERALD G. FISHMAN AS A DIRECTOR     For       None       Management
1.4   ELECT PHILIP T. GIANOS AS A DIRECTOR      For       None       Management
1.5   ELECT HAROLD E. HUGHES, JR. AS A DIRECTOR For       None       Management
1.6   ELECT WILLIAM G. HOWARD, JR. AS A         For       None       Management
      DIRECTOR
1.7   ELECT RICHARD W. SEVCIK AS A DIRECTOR     For       None       Management
1.8   ELECT ELIZABETH VANDERSLICE AS A DIRECTOR For       None       Management
2     PROPOSAL TO RATIFY THE APPOINTMENT OF     For       None       Management
      ERNST & YOUNG LLP AS INDEPENDENT AUDITORS
      OF XILINX FOR THE FISCAL YEAR ENDING
      APRIL 2, 2005.


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

XM SATELLITE RADIO HOLDINGS INC.

Ticker:       XMSR           Security ID:  983759101
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  APR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT GARY M. PARSONS AS A DIRECTOR       For       For        Management
1.2   ELECT HUGH PANERO AS A DIRECTOR           For       For        Management
1.3   ELECT NATHANIEL A. DAVIS AS A DIRECTOR    For       For        Management
1.4   ELECT THOMAS J. DONOHUE AS A DIRECTOR     For       For        Management
1.5   ELECT EDDY W. HARTENSTEIN AS A DIRECTOR   For       For        Management
1.6   ELECT GEORGE W. HAYWOOD AS A DIRECTOR     For       For        Management
1.7   ELECT CHESTER A. HUBER, JR. AS A DIRECTOR For       For        Management
1.8   ELECT JOHN MENDEL AS A DIRECTOR           For       For        Management
1.9   ELECT JARL MOHN AS A DIRECTOR             For       For        Management
1.1   ELECT PIERCE J. ROBERTS, JR. AS A         For       For        Management
      DIRECTOR
1.11  ELECT JACK SHAW AS A DIRECTOR             For       For        Management
2     RATIFY THE APPOINTMENT OF KPMG LLP AS     For       For        Management
      INDEPENDENT AUDITORS.


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

YAHOO! INC.

Ticker:       YHOO           Security ID:  984332106
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   ELECT TERRY S. SEMEL AS A DIRECTOR        For       For        Management
1.2   ELECT JERRY YANG AS A DIRECTOR            For       For        Management
1.3   ELECT ROY J. BOSTOCK AS A DIRECTOR        For       For        Management
1.4   ELECT RONALD W. BURKLE AS A DIRECTOR      For       For        Management
1.5   ELECT ERIC HIPPEAU AS A DIRECTOR          For       For        Management
1.6   ELECT ARTHUR H. KERN AS A DIRECTOR        For       For        Management
1.7   ELECT ROBERT A. KOTICK AS A DIRECTOR      For       For        Management
1.8   ELECT EDWARD R. KOZEL AS A DIRECTOR       For       For        Management
1.9   ELECT GARY L. WILSON AS A DIRECTOR        For       For        Management
2     AMENDMENT OF THE 1995 STOCK PLAN.         For       For        Management
3     AMENDMENT OF THE 1996 DIRECTORS STOCK     For       For        Management
      OPTION PLAN.
4     RATIFICATION OF THE APPOINTMENT OF        For       For        Management
      INDEPENDENT REGISTERED PUBLIC
      ACCOUNTANTS.




============ TRAVELERS SERIES FUND INC. - TRAVELERS MANAGED INCOME =============
============                       PORTFOLIO                       =============


The Series did not hold any voting securities and accordingly, did not vote
any proxies during the reporting period.


========= TRAVELERS SERIES FUND INC. - VAN KAMPEN ENTERPRISE PORTFOLIO =========


ABBOTT LABORATORIES

Ticker:       ABT            Security ID:  002824100
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director R.S. Austin                For       For        Management
1.2   Elect Director W.S. Daley                 For       For        Management
1.3   Elect Director H.L. Fuller                For       For        Management
1.4   Elect Director R.A. Gonzalez              For       For        Management
1.5   Elect Director J.M. Greenberg             For       For        Management
1.6   Elect Director J.M. Leiden                For       For        Management
1.7   Elect Director D.A.L. Owen                For       For        Management
1.8   Elect Director B. Powell Jr.              For       For        Management
1.9   Elect Director A.B. Rand                  For       For        Management
1.10  Elect Director W.A. Reynolds              For       For        Management
1.11  Elect Director R.S. Roberts               For       For        Management
1.12  Elect Director W.D. Smithburg             For       For        Management
1.13  Elect Director J.R. Walter                For       For        Management
1.14  Elect Director M.D. White                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Link Executive Compensation to Government Against   Against    Shareholder
      Fines
4     Performance- Based/Indexed Options        Against   Against    Shareholder
5     Eliminate Animal Testing                  Against   Against    Shareholder
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Operational Imact of HIV/AIDS,  Against   Against    Shareholder
      TB, and Malaria Pandemic
8     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

ABERCROMBIE & FITCH CO.

Ticker:       ANF            Security ID:  002896207
Meeting Date: JUN 15, 2005   Meeting Type: Annual
Record Date:  APR 26, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Russell M. Gertmenian     For       For        Management
1.2   Elect  Director Archie M. Griffin         For       For        Management
1.3   Elect  Director Allan A. Tuttle           For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

ADOBE SYSTEMS INC.

Ticker:       ADBE           Security ID:  00724F101
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol Mills               For       For        Management
1.2   Elect  Director Colleen M. Pouliot        For       For        Management
1.3   Elect  Director Robert Sedgewick          For       For        Management
1.4   Elect  Director John E. Warnock           For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
4     Expense Stock Options                     Against   For        Shareholder
5     Review/Limit Executive Compensation       Against   Against    Shareholder
6     Ratify Auditors                           For       For        Management


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

AETNA INC.

Ticker:       AET            Security ID:  00817Y108
Meeting Date: APR 29, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Betsy Z. Cohen             For       For        Management
1.2   Elect Director Barbara Hackman Franklin   For       For        Management
1.3   Elect Director Jeffrey E. Garten          For       For        Management
1.4   Elect Director Earl G. Graves             For       For        Management
1.5   Elect Director Gerald Greenwald           For       For        Management
1.6   Elect Director Ellen M. Hancock           For       For        Management
1.7   Elect Director Michael H. Jordan          For       For        Management
1.8   Elect Director Edward J. Ludwig           For       For        Management
1.9   Elect Director Joseph P. Newhouse         For       For        Management
1.10  Elect Director John W. Rowe, M.D.         For       For        Management
1.11  Elect Director Ronald A. Williams         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Stock Option Plan                   For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management
5     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
6     Expense Stock Options                     Against   For        Shareholder


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

ALBERTO-CULVER CO.

Ticker:       ACV            Security ID:  013068101
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  DEC 1, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Howard B. Bernick         For       For        Management
1.2   Elect  Director King Harris               For       For        Management
1.3   Elect  Director Sam J. Susser             For       For        Management


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

ALLERGAN, INC.

Ticker:       AGN            Security ID:  018490102
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Trevor M. Jones            For       For        Management
1.2   Elect Director Karen R. Oscar             For       For        Management
1.3   Elect Director Leonard D. Schaeffer       For       For        Management


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

AMERICAN EAGLE OUTFITTERS, INC.

Ticker:       AEOS           Security ID:  02553E106
Meeting Date: JUN 15, 2005   Meeting Type: Annual
Record Date:  APR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael G. Jesselson      For       For        Management
1.2   Elect  Director Roger S. Markfield        For       For        Management
1.3   Elect  Director Jay L. Schottenstein      For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management


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

AMERICAN EXPRESS CO.

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Daniel F. Akerson         For       For        Management
1.2   Elect  Director Charlene  Barshefsky      For       For        Management
1.3   Elect  Director William G. Bowen          For       For        Management
1.4   Elect  Director Ursula M. Burns           For       For        Management
1.5   Elect  Director Kenneth I. Chenault       For       For        Management
1.6   Elect  Director Peter R. Dolan            For       For        Management
1.7   Elect  Director Vernon E. Jordan, Jr.     For       For        Management
1.8   Elect  Director Jan  Leschly              For       For        Management
1.9   Elect  Director Richard A. McGinn         For       For        Management
1.10  Elect  Director Edward D. Miller          For       For        Management
1.11  Elect  Director Frank P. Popoff           For       For        Management
1.12  Elect  Director Robert D. Walter          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Company-Specific--Compensation-Related    Against   Against    Shareholder
4     Report on Political Contributions         Against   Against    Shareholder


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

AMETEK, INC.

Ticker:       AME            Security ID:  031100100
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Sheldon S. Gordon         For       For        Management
1.2   Elect  Director Frank S. Hermance         For       For        Management
1.3   Elect  Director David P. Steinmann        For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

AMGEN, INC.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dr. David Baltimore       For       For        Management
1.2   Elect  Director Ms. Judith C. Pelham      For       For        Management
1.3   Elect  Director Mr. Kevin W. Sharer       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Eliminate Animal Testing                  Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Adopt Retention Ratio for Executives      Against   Against    Shareholder


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

ANALOG DEVICES, INC.

Ticker:       ADI            Security ID:  032654105
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John L. Doyle             For       For        Management
1.2   Elect  Director Christine King            For       For        Management
1.3   Elect  Director Ray Stata                 For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   For        Shareholder


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

APPLIED MATERIALS, INC.

Ticker:       AMAT           Security ID:  038222105
Meeting Date: MAR 23, 2005   Meeting Type: Annual
Record Date:  JAN 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael H. Armacost        For       For        Management
1.2   Elect Director Deborah E. Coleman         For       For        Management
1.3   Elect Director Herbert M. Dwight, Jr.     For       For        Management
1.4   Elect Director Philip V. Gerdine          For       For        Management
1.5   Elect Director Paul R. Low                For       For        Management
1.6   Elect Director Dan Maydan                 For       For        Management
1.7   Elect Director Steven L. Miller           For       For        Management
1.8   Elect Director James C. Morgan            For       For        Management
1.9   Elect Director Gerhard H. Parker          For       For        Management
1.10  Elect Director Willem P. Roelandts        For       For        Management
1.11  Elect Director Michael R. Splinter        For       For        Management
2     Ratify Auditors                           For       For        Management


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

AUTOMATIC DATA PROCESSING, INC.

Ticker:       ADP            Security ID:  053015103
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gregory D. Brenneman      For       For        Management
1.2   Elect  Director Leslie A. Brun            For       For        Management
1.3   Elect  Director Gary C. Butler            For       For        Management
1.4   Elect  Director Joseph A. Califano, Jr.   For       For        Management
1.5   Elect  Director Leon G. Cooperman         For       For        Management
1.6   Elect  Director R. Glenn Hubbard          For       For        Management
1.7   Elect  Director Ann Dibble Jordan         For       For        Management
1.8   Elect  Director Harvey M. Krueger         For       For        Management
1.9   Elect  Director Frederic V. Malek         For       For        Management
1.10  Elect  Director Henry Taub                For       For        Management
1.11  Elect  Director Arthur F. Weinbach        For       For        Management
2     Ratify Auditors                           For       For        Management


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

AVON PRODUCTS, INC.

Ticker:       AVP            Security ID:  054303102
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Fred Hassan               For       For        Management
1.2   Elect  Director Ann S. Moore              For       For        Management
1.3   Elect  Director Lawrence A. Weinbach      For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Amend Omnibus Stock Plan                  For       For        Management
5     Disclose Charitable Contributions and     Against   Against    Shareholder
      Fundraising Efforts
6     Reformulate Products to Remove Chemicals  Against   Against    Shareholder
      Banned by EU


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

BAKER HUGHES INCORPORATED

Ticker:       BHI            Security ID:  057224107
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Larry D. Brady             For       For        Management
1.2   Elect Director Clarence P. Cazalot, Jr.   For       Withhold   Management
1.3   Elect Director Anthony G. Fernandes       For       For        Management
1.4   Elect Director J. Larry Nichols           For       Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Management
4     Act on Shareholder Resolutions that       Against   Against    Shareholder
      Receive Majority Support


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

BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William Barnet, III       For       For        Management
1.2   Elect  Director Charles W. Coker          For       For        Management
1.3   Elect  Director John T. Collins           For       For        Management
1.4   Elect  Director Gary L. Countryman        For       Withhold   Management
1.5   Elect  Director Paul Fulton               For       For        Management
1.6   Elect  Director Charles K. Gifford        For       For        Management
1.7   Elect  Director W. Steven Jones           For       For        Management
1.8   Elect  Director Kenneth D. Lewis          For       For        Management
1.9   Elect  Director Walter E. Massey          For       For        Management
1.10  Elect  Director Thomas J. May             For       For        Management
1.11  Elect  Director Patricia E. Mitchell      For       For        Management
1.12  Elect  Director Edward L. Romero          For       For        Management
1.13  Elect  Director Thomas M. Ryan            For       For        Management
1.14  Elect  Director O. Temple Sloan, Jr.      For       For        Management
1.15  Elect  Director Meredith R. Spangler      For       For        Management
1.16  Elect  Director Robert L. Tillman         For       For        Management
1.17  Elect  Director Jackie M. Ward            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Political Contributions         Against   Against    Shareholder
4     Director Nominee Amendment                Against   Against    Shareholder


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

BED BATH & BEYOND INC.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUL 1, 2004    Meeting Type: Annual
Record Date:  MAY 5, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Warren Eisenberg          For       For        Management
1.2   Elect  Director Victoria A. Morrison      For       For        Management
1.3   Elect  Director Stanley Barshay           For       For        Management
1.4   Elect  Director Fran Stoller              For       For        Management
1.5   Elect  Director Jordan Heller             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Glass Ceiling                             Against   Against    Shareholder
5     Adopt Retention Ratio for Executives      Against   Against    Shareholder


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

BIOGEN IDEC, INC.

Ticker:       BIIB           Security ID:  09062X103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Thomas F. Keller           For       For        Management
1.2   Elect Director William H. Rastetter       For       For        Management
1.3   Elect Director Lynn Schenk                For       For        Management
1.4   Elect Director Philip A. Sharp            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan


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

BLACK & DECKER CORP., THE

Ticker:       BDK            Security ID:  091797100
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nolan D. Archibald        For       For        Management
1.2   Elect  Director Norman R. Augustine       For       For        Management
1.3   Elect  Director Barbara L. Bowles         For       For        Management
1.4   Elect  Director M. Anthony Burns          For       For        Management
1.5   Elect  Director Kim B. Clark              For       For        Management
1.6   Elect  Director Manuel A. Fernandez       For       For        Management
1.7   Elect  Director Benjamin H. Griswold, IV  For       For        Management
1.8   Elect  Director Anthony Luiso             For       For        Management
1.9   Elect  Director Mark H. Willes            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Restricted Stock Plan               For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management
5     Performance- Based/Indexed Options        Against   Against    Shareholder
6     Limit Executive Compensation              Against   Against    Shareholder


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

BRINKS COMPANY, THE

Ticker:       BCO            Security ID:  109696104
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Ronald M. Gross           For       For        Management
1.2   Elect  Director Marc C. Breslawsky        For       For        Management
1.3   Elect  Director John S. Brinzo            For       For        Management
1.4   Elect  Director Michael T. Dan            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management
4     Approve Omnibus Stock Plan                For       For        Management


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

BRUNSWICK CORP.

Ticker:       BC             Security ID:  117043109
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 3, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director George W. Buckley         For       For        Management
1.2   Elect  Director Peter Harf                For       For        Management
1.3   Elect  Director Ralph C. Stayer           For       For        Management
2     Ratify Auditors                           For       For        Management


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

CAPITAL ONE FINANCIAL CORP.

Ticker:       COF            Security ID:  14040H105
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Patrick W. Gross           For       For        Management
1.2   Elect Director Ann Fritz Hackett          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
4     Report on Pay Disparity                   Against   Against    Shareholder


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

CAREER EDUCATION CORP.

Ticker:       CECO           Security ID:  141665109
Meeting Date: MAY 20, 2005   Meeting Type: Proxy Contest
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Dennis H. Chookaszian      For       Abstain    Management
1.2   Elect Director Robert E. Dowdell          For       Abstain    Management
1.3   Elect Director Patrick K. Pesch           For       Abstain    Management
2     Ratify Auditors                           For       Abstain    Management
1.1   Elect Director Dennis H. Chookaszian      Withhold  Withhold   Management
1.2   Elect Director Robert E. Dowdell          Withhold  Withhold   Management
1.3   Elect Director Patrick K. Pesch           Withhold  Withhold   Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         For       For        Shareholder
4     Amend Articles/Bylaws/Charter -- Call     For       For        Shareholder
      Special Meetings
5     Amend Terms of Existing Poison Pill       For       For        Shareholder


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

CAREMARK RX, INC.

Ticker:       CMX            Security ID:  141705103
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 29, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Edwin M. Crawford          For       For        Management
1.2   Elect Director Kristen Gibney Williams    For       For        Management
1.3   Elect Director Edward L. Hardin           For       For        Management
2     Report on Political Contributions         Against   Against    Shareholder


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

CARNIVAL CORP.

Ticker:       CCL            Security ID:  143658300
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  FEB 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Micky Arison              For       For        Management
1.2   Elect  Director Amb Richard G. Capen Jr   For       For        Management
1.3   Elect  Director Robert H. Dickinson       For       For        Management
1.4   Elect  Director Arnold W. Donald          For       For        Management
1.5   Elect  Director Pier Luigi Foschi         For       For        Management
1.6   Elect  Director Howard S. Frank           For       For        Management
1.7   Elect  Director Richard J. Glasier        For       For        Management
1.8   Elect  Director Baroness Hogg             For       For        Management
1.9   Elect  Director A. Kirk Lanterman         For       For        Management
1.10  Elect  Director Modesto A. Maidique       For       For        Management
1.11  Elect  Director John P. Mcnulty           For       For        Management
1.12  Elect  Director Sir John Parker           For       For        Management
1.13  Elect  Director Peter G. Ratcliffe        For       For        Management
1.14  Elect  Director Stuart Subotnick          For       For        Management
1.15  Elect  Director Uzi Zucker                For       For        Management
2     TO APPROVE THE AMENDED AND RESTATED       For       For        Management
      CARNIVAL CORPORATION 2001 OUTSIDE
      DIRECTOR STOCK PLAN.
3     TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For       For        Management
      SHARE PLAN.
4     TO APPROVE THE CARNIVAL PLC 2005 EMPLOYEE For       For        Management
      STOCK PURCHASE PLAN.
5     Ratify Auditors                           For       For        Management
6     TO AUTHORIZE THE AUDIT COMMITTEE OF       For       For        Management
      CARNIVAL PLC TO AGREE THE REMUNERATION OF
      THE INDEPENDENT AUDITORS.
7     TO RECEIVE THE ACCOUNTS AND REPORTS FOR   For       For        Management
      CARNIVAL PLC FOR THE FINANCIAL YEAR ENDED
      NOVEMBER 30, 2004.
8     TO APPROVE THE DIRECTORS  REMUNERATION    For       For        Management
      REPORT OF CARNIVAL PLC.
9     TO APPROVE LIMITS ON THE AUTHORITY TO     For       For        Management
      ALLOT SHARES BY CARNIVAL PLC.
10    TO APPROVE THE DISAPPLICATION OF          For       For        Management
      PRE-EMPTION RIGHTS FOR CARNIVAL PLC.
11    TO APPROVE A GENERAL AUTHORITY FOR        For       For        Management
      CARNIVAL PLC TO BUY BACK CARNIVAL PLC
      ORDINARY SHARES IN THE OPEN MARKET.


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

CEPHALON, INC.

Ticker:       CEPH           Security ID:  156708109
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 24, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Frank Baldino, Jr., Ph.D. For       For        Management
1.2   Elect  Director William P. Egan           For       For        Management
1.3   Elect  Director Martyn D. Greenacre       For       Withhold   Management
1.4   Elect  Director Vaughn M. Kailian         For       For        Management
1.5   Elect  Director Charles A. Sanders, M.D.  For       For        Management
1.6   Elect  Director Gail R. Wilensky, Ph.D.   For       For        Management
1.7   Elect  Director Dennis L. Winger          For       For        Management
1.8   Elect  Director Horst Witzel, Dr.-Ing     For       For        Management
2     Ratify Auditors                           For       For        Management


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

CHICO

Ticker:       CHS            Security ID:  168615102
Meeting Date: JUN 21, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Marvin J. Gralnick        For       Withhold   Management
1.2   Elect  Director John W. Burden, III       For       Withhold   Management
1.3   Elect  Director Stewart P. Mitchell       For       For        Management
1.4   Elect  Director David F. Walker           For       For        Management
2     Ratify Auditors                           For       For        Management


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 18, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Carol A. Bartz            For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Larry R. Carter           For       For        Management
1.4   Elect  Director John T. Chambers          For       For        Management
1.5   Elect  Director Dr. James F. Gibbons      For       For        Management
1.6   Elect  Director Dr. John L. Hennessy      For       For        Management
1.7   Elect  Director Roderick C. McGeary       For       For        Management
1.8   Elect  Director James C. Morgan           For       For        Management
1.9   Elect  Director John P. Morgridge         For       For        Management
1.10  Elect  Director Donald T. Valentine       For       For        Management
1.11  Elect  Director Steven M. West            For       For        Management
1.12  Elect  Director Jerry Yang                For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Pay Disparity                   Against   Against    Shareholder


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

CLOROX COMPANY, THE

Ticker:       CLX            Security ID:  189054109
Meeting Date: NOV 17, 2004   Meeting Type: Annual
Record Date:  SEP 20, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Daniel Boggan, Jr.        For       For        Management
1.2   Elect  Director Tully M. Friedman         For       For        Management
1.3   Elect  Director Christoph Henkel          For       For        Management
1.4   Elect  Director William R. Johnson        For       For        Management
1.5   Elect  Director Gerald E. Johnston        For       For        Management
1.6   Elect  Director Robert W. Matschullat     For       For        Management
1.7   Elect  Director Gary G. Michael           For       For        Management
1.8   Elect  Director Klaus Morwind             For       For        Management
1.9   Elect  Director Jan L. Murley             For       For        Management
1.10  Elect  Director Lary R. Scott             For       For        Management
1.11  Elect  Director Michael E. Shannon        For       For        Management
2     Approve Outside Director Stock            For       For        Management
      Awards/Options in Lieu of Cash
3     Ratify Auditors                           For       For        Management


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

COGNIZANT TECHNOLOGY SOLUTIONS CORP.

Ticker:       CTSH           Security ID:  192446102
Meeting Date: JUN 14, 2005   Meeting Type: Annual
Record Date:  APR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert W. Howe            For       For        Management
1.2   Elect  Director Robert E. Weissman        For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management


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

COMVERSE TECHNOLOGY, INC.

Ticker:       CMVT           Security ID:  205862402
Meeting Date: JUN 16, 2005   Meeting Type: Annual
Record Date:  APR 25, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Kobi Alexander            For       For        Management
1.2   Elect  Director Raz Alon                  For       For        Management
1.3   Elect  Director Itsik Danziger            For       For        Management
1.4   Elect  Director John H. Friedman          For       For        Management
1.5   Elect  Director Ron Hiram                 For       For        Management
1.6   Elect  Director Sam Oolie                 For       For        Management
1.7   Elect  Director William F. Sorin          For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

CONOCOPHILLIPS

Ticker:       COP            Security ID:  20825C104
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director J.J. Mulva                For       For        Management
1.2   Elect  Director Norman R. Augustine       For       For        Management
1.3   Elect  Director Larry D. Horner           For       For        Management
1.4   Elect  Director Charles C. Krulak         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Limit Executive Compensation              Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

CORNING INC.

Ticker:       GLW            Security ID:  219350105
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Seely Brown           For       For        Management
1.2   Elect Director Gordon Gund                For       For        Management
1.3   Elect Director John M. Hennessy           For       For        Management
1.4   Elect Director H. Onno Ruding             For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

COVENTRY HEALTH CARE INC.

Ticker:       CVH            Security ID:  222862104
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Joel Ackerman             For       For        Management
1.2   Elect  Director Emerson D. Farley, Jr.,   For       For        Management
      M.D.
1.3   Elect  Director Lawrence N. Kugelman      For       For        Management
1.4   Elect  Director Dale B. Wolf              For       For        Management
2     Ratify Auditors                           For       For        Management


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

CVS CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director W. Don Cornwell            For       For        Management
1.2   Elect Director Thomas P. Gerrity          For       For        Management
1.3   Elect Director Stanley P. Goldstein       For       For        Management
1.4   Elect Director Marian L. Heard            For       For        Management
1.5   Elect Director William H. Joyce           For       Withhold   Management
1.6   Elect Director Terrence Murray            For       For        Management
1.7   Elect Director Sheli Z. Rosenberg         For       For        Management
1.8   Elect Director Thomas M. Ryan             For       For        Management
1.9   Elect Director Alfred J. Verrecchia       For       For        Management
2     Ratify Auditors                           For       For        Management
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
4     Performance- Based/Indexed Options        Against   Against    Shareholder
5     Review/Limit Executive Compensation       Against   Against    Shareholder


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

D.R. HORTON, INC.

Ticker:       DHI            Security ID:  23331A109
Meeting Date: JAN 27, 2005   Meeting Type: Annual
Record Date:  DEC 2, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Donald R. Horton          For       For        Management
1.2   Elect  Director Bradley S. Anderson       For       For        Management
1.3   Elect  Director Michael R. Buchanan       For       For        Management
1.4   Elect  Director Richard I. Galland        For       For        Management
1.5   Elect  Director Francine I. Neff          For       For        Management
1.6   Elect  Director Donald J. Tomnitz         For       For        Management
1.7   Elect  Director Bill W. Wheat             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Other Business                            For       Against    Management


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

DANAHER CORP.

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director H. Lawrence Culp, Jr.      For       For        Management
1.2   Elect Director Mitchell P. Rales          For       For        Management
1.3   Elect Director A. Emmet Stephenson, Jr.   For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

DAVITA INC.

Ticker:       DVA            Security ID:  23918K108
Meeting Date: MAY 13, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Nancy-Ann DeParle         For       For        Management
1.2   Elect  Director Richard B. Fontaine       For       For        Management
1.3   Elect  Director Peter T. Grauer           For       For        Management
1.4   Elect  Director Michele J. Hooper         For       For        Management
1.5   Elect  Director C. Raymond Larkin, Jr.    For       For        Management
1.6   Elect  Director John M. Nehra             For       For        Management
1.7   Elect  Director William L. Roper, M.D.    For       For        Management
1.8   Elect  Director Kent J. Thiry             For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

DEERE & CO.

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 23, 2005   Meeting Type: Annual
Record Date:  DEC 31, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John R. Block             For       For        Management
1.2   Elect  Director T. Kevin Dunnigan         For       For        Management
1.3   Elect  Director Dipak C. Jain             For       For        Management
1.4   Elect  Director Joachim Milberg           For       For        Management
2     Amend Executive Incentive Bonus Plan      For       For        Management
3     Ratify Auditors                           For       For        Management


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

DELL INC.

Ticker:       DELL           Security ID:  24702R101
Meeting Date: JUL 16, 2004   Meeting Type: Annual
Record Date:  MAY 21, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Donald J. Carty           For       For        Management
1.2   Elect  Director Michael S. Dell           For       For        Management
1.3   Elect  Director William H. Gray, III      For       For        Management
1.4   Elect  Director Judy C. Lewent            For       For        Management
1.5   Elect  Director Thomas W. Luce, III       For       For        Management
1.6   Elect  Director Klaus S. Luft             For       For        Management
1.7   Elect  Director Alex J. Mandl             For       For        Management
1.8   Elect  Director Michael A. Miles          For       For        Management
1.9   Elect  Director Samuel A. Nunn, Jr.       For       For        Management
1.10  Elect  Director Kevin B. Rollins          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Expense Stock Options                     Against   For        Shareholder


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

EMC CORP.

Ticker:       EMC            Security ID:  268648102
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Michael J. Cronin          For       For        Management
1.2   Elect Director W. Paul Fitzgerald         For       Withhold   Management
1.3   Elect Director Joseph M. Tucci            For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management
4     Performance- Based/Indexed Options        Against   Against    Shareholder
5     Creation of an Independent Audit          Against   For        Shareholder
      Committee


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

EXXON MOBIL CORP.

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  APR 6, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael J. Boskin         For       For        Management
1.2   Elect  Director William W. George         For       For        Management
1.3   Elect  Director James R. Houghton         For       For        Management
1.4   Elect  Director William R. Howell         For       For        Management
1.5   Elect  Director Reatha Clark King         For       For        Management
1.6   Elect  Director Philip E. Lippincott      For       For        Management
1.7   Elect  Director Henry A. McKinnell, Jr.   For       For        Management
1.8   Elect  Director Marilyn Carlson Nelson    For       For        Management
1.9   Elect  Director Lee R. Raymond            For       For        Management
1.10  Elect  Director Walter V. Shipley         For       For        Management
1.11  Elect  Director Rex W. Tillerson          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Political Contributions/Activities        Against   Against    Shareholder
4     Review/Limit Executive Compensation       Against   Against    Shareholder
5     Nominate Independent Directors with       Against   Against    Shareholder
      Industry Experience
6     Report on Payments to Indonesian Military Against   Against    Shareholder
7     Adopt Policy Prohibiting Discrimination   Against   Against    Shareholder
      based on Sexual Orientation
8     Report on Potential Damage of Drilling in Against   Against    Shareholder
      Protected Regions
9     Disclose Information Supporting the       Against   Against    Shareholder
      Company Position on Climate Change
10    Report on Company Policies for Compliance Against   Against    Shareholder
      with the Kyoto Protocol


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

FIRST DATA CORP.

Ticker:       FDC            Security ID:  319963104
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Alison Davis               For       For        Management
1.2   Elect Director James D. Robinson III      For       For        Management
1.3   Elect Director Bernard L. Schwartz        For       For        Management
1.4   Elect Director Arthur F. Weinbach         For       For        Management
2     Amend Qualified Employee Stock Purchase   For       For        Management
      Plan
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Ratify Auditors                           For       For        Management
5     Report on Outsourcing                     Against   Against    Shareholder
6     Amend Director/Officer                    Against   Against    Shareholder
      Liability/Indemnifications Provisions


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

GENERAL ELECTRIC CO.

Ticker:       GE             Security ID:  369604103
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James I. Cash, Jr.        For       For        Management
1.2   Elect  Director William M. Castell        For       For        Management
1.3   Elect  Director Dennis D. Dammerman       For       For        Management
1.4   Elect  Director Ann M. Fudge              For       For        Management
1.5   Elect  Director Claudio X. Gonzalez       For       For        Management
1.6   Elect  Director Jeffrey R. Immelt         For       For        Management
1.7   Elect  Director Andrea Jung               For       For        Management
1.8   Elect  Director Alan G. Lafley            For       For        Management
1.9   Elect  Director Ralph S. Larsen           For       For        Management
1.10  Elect  Director Rochelle B. Lazarus       For       For        Management
1.11  Elect  Director Sam Nunn                  For       For        Management
1.12  Elect  Director Roger S. Penske           For       For        Management
1.13  Elect  Director Robert J. Swieringa       For       For        Management
1.14  Elect  Director Douglas A. Warner III     For       For        Management
1.15  Elect  Director Robert C. Wright          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder
4     Report on Nuclear Fuel Storage Risks      Against   Against    Shareholder
5     Report on PCB Clean-up Costs              Against   Against    Shareholder
6     Adopt Policy on Overboarded Directors     Against   Against    Shareholder
7     Prepare a Sustainability Report           Against   Against    Shareholder
8     Political Contributions/Activities        Against   Against    Shareholder
9     Eliminate Animal Testing                  Against   Against    Shareholder


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

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Paul Berg                  For       For        Management
1.2   Elect Director Etienne F. Davignon        For       For        Management
1.3   Elect Director James M. Denny             For       For        Management
1.4   Elect Director John C. Martin             For       For        Management
1.5   Elect Director Gordon E. Moore            For       For        Management
1.6   Elect Director Nicholas G. Moore          For       For        Management
1.7   Elect Director George P. Shultz           For       For        Management
1.8   Elect Director Gayle E. Wilson            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Report on Impact of HIV/AIDS, TB, and     Against   Against    Shareholder
      Malaria Pandemics


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

GILLETTE CO., THE

Ticker:       G              Security ID:  375766102
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael B. Gifford        For       For        Management
1.2   Elect  Director Ray J. Groves             For       For        Management
1.3   Elect  Director Fred H. Langhammer        For       Withhold   Management
1.4   Elect  Director Marjorie M. Yang          For       For        Management
2     Ratify Auditors                           For       For        Management


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

HARRAH'S ENTERTAINMENT, INC.

Ticker:       HET            Security ID:  413619107
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Barbara T. Alexander      For       For        Management
1.2   Elect  Director Frank J. Biondi, Jr.      For       For        Management
1.3   Elect  Director Robert G. Miller          For       For        Management
1.4   Elect  Director Christopher J. Williams   For       For        Management
2     Ratify Auditors                           For       For        Management


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

HARRAH'S ENTERTAINMENT, INC.

Ticker:       HET            Security ID:  413619107
Meeting Date: MAR 11, 2005   Meeting Type: Special
Record Date:  JAN 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Issue Shares in Connection with an        For       For        Management
      Acquisition
2     Increase Authorized Common Stock          For       For        Management


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

HERSHEY CO, THE

Ticker:       HSY            Security ID:  427866108
Meeting Date: APR 19, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J.A. Boscia                For       For        Management
1.2   Elect Director R.H. Campbell              For       For        Management
1.3   Elect Director R.F. Cavanaugh             For       For        Management
1.4   Elect Director G.P. Coughlan              For       For        Management
1.5   Elect Director H. Edelman                 For       For        Management
1.6   Elect Director B.G. Hill                  For       For        Management
1.7   Elect Director R.H. Lenny                 For       For        Management
1.8   Elect Director M.J. McDonald              For       For        Management
1.9   Elect Director M.J. Toulantis             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Change Company Name                       For       For        Management


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

HOME DEPOT, INC. (THE)

Ticker:       HD             Security ID:  437076102
Meeting Date: MAY 26, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Gregory D. Brenneman      For       For        Management
1.2   Elect  Director Richard H. Brown          For       For        Management
1.3   Elect  Director John L. Clendenin         For       For        Management
1.4   Elect  Director Berry R. Cox              For       For        Management
1.5   Elect  Director Claudio X. Gonzalez       For       Withhold   Management
1.6   Elect  Director Milledge A. Hart, III     For       For        Management
1.7   Elect  Director Bonnie G. Hill            For       For        Management
1.8   Elect  Director Laban P. Jackson, Jr.     For       For        Management
1.9   Elect  Director Lawrence R. Johnston      For       For        Management
1.10  Elect  Director Kenneth G. Langone        For       For        Management
1.11  Elect  Director Robert L. Nardelli        For       For        Management
1.12  Elect  Director Thomas J. Ridge           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Nomination Procedures for the Board For       Against    Management
4     Approve Omnibus Stock Plan                For       For        Management
5     Prepare Diversity Report                  Against   Against    Shareholder
6     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
7     Limit Executive Compensation              Against   Against    Shareholder
8     Submit Severance Agreement                Against   Against    Shareholder
      (Change-in-Control) to Shareholder Vote
9     Performance- Based/Indexed Options        Against   Against    Shareholder
10    Performance- Based/Indexed Options        Against   Against    Shareholder
11    Affirm Political Nonpartisanship          Against   Against    Shareholder


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

INGERSOLL-RAND COMPANY LIMITED

Ticker:       IR             Security ID:  G4776G101
Meeting Date: JUN 1, 2005    Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director A.C. Berzin               For       For        Management
1.2   Elect  Director H.L. Henkel               For       For        Management
1.3   Elect  Director H.W. Lichtenberger        For       For        Management
1.4   Elect  Director T.L. White                For       For        Management
2     APPROVAL OF AMENDMENT TO BYE-LAW 10 OF    For       For        Management
      THE BYE-LAWS TO ELIMINATE THE
      CLASSIFICATION OF THE BOARD OF DIRECTORS.
3     APPROVAL OF AMENDMENT TO BYE-LAW 10 OF    For       For        Management
      THE BYE-LAWS TO ELIMINATE CUMULATIVE
      VOTING IN THE ELECTION OF DIRECTORS.
4     Ratify Auditors                           For       For        Management


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

INTEL CORP.

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Craig R. Barrett           For       For        Management
1.2   Elect Director Charlene Barshefsky        For       For        Management
1.3   Elect Director E. John P. Browne          For       For        Management
1.4   Elect Director D. James Guzy              For       For        Management
1.5   Elect Director Reed E. Hundt              For       For        Management
1.6   Elect Director Paul S. Otellini           For       For        Management
1.7   Elect Director David S. Pottruck          For       For        Management
1.8   Elect Director Jane E. Shaw               For       For        Management
1.9   Elect Director John L. Thornton           For       For        Management
1.10  Elect Director David B. Yoffie            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Executive Incentive Bonus Plan      For       For        Management


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

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  FEB 25, 2005

#     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 Carlos Ghosn               For       For        Management
1.6   Elect Director Charles F. Knight          For       For        Management
1.7   Elect Director Minoru Makihara            For       For        Management
1.8   Elect Director Lucio A. Noto              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       For        Management
2     Ratify Auditors                           For       For        Management
3     Restore or Provide for Cumulative Voting  Against   Against    Shareholder
4     Eliminate Age Discrimination in           Against   Against    Shareholder
      Retirement Benefits
5     Calculate Executive Salary Without Regard Against   Against    Shareholder
      to Pension Income
6     Expense Stock Options                     Against   For        Shareholder
7     Report on Executive Compensation          Against   Against    Shareholder
8     Report on Outsourcing                     Against   Against    Shareholder


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Sue Coleman          For       For        Management
1.2   Elect  Director James G. Cullen           For       For        Management
1.3   Elect  Director Robert J. Darretta        For       For        Management
1.4   Elect  Director Michael M. E. Johns       For       For        Management
1.5   Elect  Director Ann Dibble Jordan         For       For        Management
1.6   Elect  Director Arnold G. Langbo          For       For        Management
1.7   Elect  Director Susan L. Lindquist        For       For        Management
1.8   Elect  Director Leo F. Mullin             For       For        Management
1.9   Elect  Director Christine A. Poon         For       For        Management
1.10  Elect  Director Steven S. Reinemund       For       For        Management
1.11  Elect  Director David Satcher             For       For        Management
1.12  Elect  Director William C. Weldon         For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 17, 2005   Meeting Type: Annual
Record Date:  MAR 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Director Hans W. Becherer For       For        Management
1.2   Elect  Director Director John H. Biggs    For       For        Management
1.3   Elect  Director Director Lawrence A.      For       For        Management
      Bossidy
1.4   Elect  Director Director Stephen B. Burke For       For        Management
1.5   Elect  Director Director James S. Crown   For       For        Management
1.6   Elect  Director Director James Dimon      For       For        Management
1.7   Elect  Director Director Ellen V. Futter  For       For        Management
1.8   Elect  Director Director William H. Gray, For       For        Management
      III
1.9   Elect  Director Director William B.       For       For        Management
      Harrison, Jr
1.10  Elect  Director Director Laban P.         For       For        Management
      Jackson, Jr.
1.11  Elect  Director Director John W. Kessler  For       For        Management
1.12  Elect  Director Director Robert I. Lipp   For       For        Management
1.13  Elect  Director Director Richard A.       For       For        Management
      Manoogian
1.14  Elect  Director Director David C. Novak   For       For        Management
1.15  Elect  Director Director Lee R. Raymond   For       For        Management
1.16  Elect  Director Director William C.       For       For        Management
      Weldon
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Establish Term Limits for Directors       Against   Against    Shareholder
5     Separate Chairman and CEO Positions       Against   Against    Shareholder
6     Limit Executive Compensation              Against   Against    Shareholder
7     Adopt Executive Benefit Policy            Against   Against    Shareholder


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

JUNIPER NETWORKS, INC.

Ticker:       JNPR           Security ID:  48203R104
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William R. Hearst III     For       For        Management
1.2   Elect  Director Kenneth Goldman           For       For        Management
1.3   Elect  Director Frank Marshall            For       For        Management
2     Ratify Auditors                           For       For        Management


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

LABORATORY CORPORATION OF AMERICA HOLDINGS

Ticker:       LH             Security ID:  50540R409
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas P. Mac Mahon       For       For        Management
1.2   Elect  Director Jean-Luc Belingard        For       For        Management
1.3   Elect  Director Wendy E. Lane             For       For        Management
1.4   Elect  Director Robert E. Mittelstaedt,   For       For        Management
      Jr.
1.5   Elect  Director Arthur H. Rubenstein,     For       For        Management
      MBBCh
1.6   Elect  Director Andrew G. Wallace, M.D.   For       For        Management
1.7   Elect  Director M. Keith Weikel, Ph.D.    For       For        Management
2     Ratify Auditors                           For       For        Management


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

LEXMARK INTERNATIONAL, INC.

Ticker:       LXK            Security ID:  529771107
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director B. Charles Ames            For       For        Management
1.2   Elect Director Ralph E. Gomory            For       For        Management
1.3   Elect Director Marvin L. Mann             For       For        Management
1.4   Elect Director Teresa Beck                For       For        Management
2     Approve Non-Employee Director Omnibus     For       For        Management
      Stock Plan
3     Ratify Auditors                           For       For        Management


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

LINCARE HOLDINGS, INC.

Ticker:       LNCR           Security ID:  532791100
Meeting Date: MAY 9, 2005    Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John P. Byrnes            For       For        Management
1.2   Elect  Director Stuart H. Altman, Ph.D.   For       For        Management
1.3   Elect  Director Chester B. Black          For       For        Management
1.4   Elect  Director Frank D. Byrne, M.D.      For       For        Management
1.5   Elect  Director Frank T. Cary             For       For        Management
1.6   Elect  Director William F. Miller, III    For       For        Management


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

LINEAR TECHNOLOGY CORP.

Ticker:       LLTC           Security ID:  535678106
Meeting Date: NOV 3, 2004    Meeting Type: Annual
Record Date:  SEP 8, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert H. Swanson, Jr.    For       For        Management
1.2   Elect  Director David S. Lee              For       For        Management
1.3   Elect  Director Leo T. McCarthy           For       For        Management
1.4   Elect  Director Richard M. Moley          For       For        Management
1.5   Elect  Director Thomas S. Volpe           For       For        Management
2     Ratify Auditors                           For       For        Management


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

MANOR CARE, INC.

Ticker:       HCR            Security ID:  564055101
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Mary Taylor Behrens       For       For        Management
1.2   Elect  Director Joseph F. Damico          For       For        Management
1.3   Elect  Director John T. Schwieters        For       For        Management
1.4   Elect  Director Gail R. Wilensky          For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management


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

MARRIOTT INTERNATIONAL INC.

Ticker:       MAR            Security ID:  571903202
Meeting Date: MAY 6, 2005    Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director J.W. Marriott, Jr.        For       For        Management
1.2   Elect  Director Debra L. Lee              For       For        Management
1.3   Elect  Director George Munoz              For       For        Management
1.4   Elect  Director William J. Shaw           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Declassify the Board of Directors         Against   Against    Shareholder
5     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

MEDCO HEALTH SOLUTIONS INC

Ticker:       MHS            Security ID:  58405U102
Meeting Date: MAY 31, 2005   Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John L. Cassis             For       For        Management
1.2   Elect Director Michael Goldstein          For       For        Management
1.3   Elect Director Blenda J. Wilson           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Approve Qualified Employee Stock Purchase For       For        Management
      Plan
5     Approve Executive Incentive Bonus Plan    For       For        Management


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

MERRILL LYNCH & CO., INC.

Ticker:       MER            Security ID:  590188108
Meeting Date: APR 22, 2005   Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Jill K. Conway            For       For        Management
1.2   Elect  Director Heinz-Joachim Neuburger   For       For        Management
1.3   Elect  Director E. Stanley O'Neal         For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Non-Employee Director Restricted  For       For        Management
      Stock Plan
4     Provide for Cumulative Voting             Against   Against    Shareholder
5     Limit Executive Compensation              Against   Against    Shareholder


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

METTLER-TOLEDO INTERNATIONAL INC.

Ticker:       MTD            Security ID:  592688105
Meeting Date: APR 27, 2005   Meeting Type: Annual
Record Date:  FEB 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert F. Spoerry         For       For        Management
1.2   Elect  Director Francis A. Contino        For       For        Management
1.3   Elect  Director John T. Dickson           For       For        Management
1.4   Elect  Director Philip H. Geier           For       For        Management
1.5   Elect  Director John D. Macomber          For       For        Management
1.6   Elect  Director Hans Ulrich Maerki        For       For        Management
1.7   Elect  Director George M. Milne, Jr.      For       For        Management
1.8   Elect  Director Thomas P. Salice          For       For        Management
2     Ratify Auditors                           For       For        Management


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

MICROSOFT CORP.

Ticker:       MSFT           Security ID:  594918104
Meeting Date: NOV 9, 2004    Meeting Type: Annual
Record Date:  SEP 10, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director William H. Gates III      For       For        Management
1.2   Elect  Director Steven A. Ballmer         For       For        Management
1.3   Elect  Director James I. Cash Jr., Ph.D.  For       For        Management
1.4   Elect  Director Raymond V. Gilmartin      For       For        Management
1.5   Elect  Director Ann McLaughlin Korologos  For       For        Management
1.6   Elect  Director David F. Marquardt        For       For        Management
1.7   Elect  Director Charles H. Noski          For       For        Management
1.8   Elect  Director Dr. Helmut Panke          For       For        Management
1.9   Elect  Director Jon A. Shirley            For       For        Management
2     Amend Bundled Compensation Plans          For       For        Management
3     Amend Bundled Compensation Plans          For       For        Management
4     Amend Stock Option Plan                   For       For        Management
5     Ratify Auditors                           For       For        Management


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

MOTOROLA, INC.

Ticker:       MOT            Security ID:  620076109
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director E. Zander                  For       For        Management
1.2   Elect Director H. L. Fuller               For       For        Management
1.3   Elect Director J. Lewant                  For       For        Management
1.4   Elect Director W. Massey                  For       For        Management
1.5   Elect Director T. Meredith                For       For        Management
1.6   Elect Director N. Negroponte              For       For        Management
1.7   Elect Director I. Nooyi                   For       For        Management
1.8   Elect Director S. Scott III               For       For        Management
1.9   Elect Director R. Sommer                  For       For        Management
1.10  Elect Director J. Stengel                 For       For        Management
1.11  Elect Director D. Warner III              For       For        Management
1.12  Elect Director J. White                   For       For        Management
2     Limit Executive Compensation              Against   Against    Shareholder
3     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors


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

NEWS CORPORATION

Ticker:       NWS            Security ID:  652487802
Meeting Date: OCT 26, 2004   Meeting Type: Special
Record Date:  SEP 15, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     SHARE SCHEME MEETING OF PREFERRED         For       For        Management
      SHAREHOLDERS. APPROVAL OF THE SHARE
      SCHEME DESCRIBED IN THE INFORMATION
      MEMORANDUM.
2     CAPITAL REDUCTION MEETING. APPROVAL OF    For       For        Management
      THE CAPITAL REDUCTION BY CANCELLATION OF
      ALL SHARES IN THE COMPANY.
3     IF YOU MARK THE AGAINST BOX, YOU WILL NOT For       For        Management
      VOTE AS REGISTERED LEGAL OWNER OF
      NEWSCORP SHARES AND YOUR VOTE WILL NOT BE
      COUNTED IN DETERMINING WHETHER THE SHARE
      SCHEME IS APPROVED BY A MAJORITY IN
      NUMBER OF SHAREHOLDERS VOTING AT THE
      MEETINGS.


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

NORDSTROM, INC.

Ticker:       JWN            Security ID:  655664100
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 16, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Phyllis J. Campbell       For       For        Management
1.2   Elect  Director Enrique Hernandez, Jr.    For       For        Management
1.3   Elect  Director Jeanne P. Jackson         For       For        Management
1.4   Elect  Director Robert G. Miller          For       For        Management
1.5   Elect  Director Blake W. Nordstrom        For       For        Management
1.6   Elect  Director Bruce A. Nordstrom        For       For        Management
1.7   Elect  Director John N. Nordstrom         For       For        Management
1.8   Elect  Director Alfred E. Osborne, Jr.,   For       For        Management
      Ph.D.
1.9   Elect  Director Alison A. Winter          For       For        Management
2     Ratify Auditors                           For       For        Management


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

PACIFIC SUNWEAR OF CALIFORNIA, INC.

Ticker:       PSUN           Security ID:  694873100
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  APR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Greg H. Weaver             For       For        Management
1.2   Elect Director Julius Jensen III          For       For        Management
1.3   Elect Director Pearson C. Cummin, III     For       For        Management
1.4   Elect Director Michael Goldstein          For       For        Management
1.5   Elect Director Seth R. Johnson            For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Ratify Auditors                           For       For        Management


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

PACIFICARE HEALTH SYSTEMS, INC.

Ticker:       PHS            Security ID:  695112102
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Aida Alvarez              For       For        Management
1.2   Elect  Director Bradley C. Call           For       For        Management
1.3   Elect  Director Terry O. Hartshorn        For       Withhold   Management
1.4   Elect  Director Dominic Ng                For       For        Management
1.5   Elect  Director Howard G. Phanstiel       For       For        Management
1.6   Elect  Director Warren E. Pinckert II     For       For        Management
1.7   Elect  Director David A. Reed             For       For        Management
1.8   Elect  Director Charles R. Rinehart       For       For        Management
1.9   Elect  Director Linda Rosenstock          For       For        Management
1.10  Elect  Director Lloyd E. Ross             For       For        Management
2     Approve Omnibus Stock Plan                For       For        Management
3     Ratify Auditors                           For       For        Management


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

PEPSI BOTTLING GROUP, INC., THE

Ticker:       PBG            Security ID:  713409100
Meeting Date: MAY 25, 2005   Meeting Type: Annual
Record Date:  MAR 31, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Linda G. Alvarado          For       For        Management
1.2   Elect Director Barry H. Beracha           For       For        Management
1.3   Elect Director John T. Cahill             For       For        Management
1.4   Elect Director Ira D. Hall                For       For        Management
1.5   Elect Director Thomas H. Kean             For       For        Management
1.6   Elect Director Susan D. Kronick           For       For        Management
1.7   Elect Director Blythe J. McGarvie         For       For        Management
1.8   Elect Director Margaret D. Moore          For       For        Management
1.9   Elect Director John A. Quelch             For       For        Management
1.10  Elect Director Rogelio Rebolledo          For       For        Management
1.11  Elect Director Clay G. Small              For       For        Management
2     Approve Executive Incentive Bonus Plan    For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management


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

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 11, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John F. Akers             For       For        Management
1.2   Elect  Director Robert E. Allen           For       For        Management
1.3   Elect  Director Ray L. Hunt               For       For        Management
1.4   Elect  Director Arthur C. Martinez        For       For        Management
1.5   Elect  Director Indra K. Nooyi            For       For        Management
1.6   Elect  Director Steven S Reinemund        For       For        Management
1.7   Elect  Director Sharon P. Rockefeller     For       For        Management
1.8   Elect  Director James J. Schiro           For       For        Management
1.9   Elect  Director Franklin A. Thomas        For       For        Management
1.10  Elect  Director Cynthia M. Trudell        For       For        Management
1.11  Elect  Director Solomon D. Trujillo       For       For        Management
1.12  Elect  Director Daniel Vasella            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Report on Corporate Political             Against   Against    Shareholder
      Contributions


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 28, 2005   Meeting Type: Annual
Record Date:  MAR 2, 2005

#     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       For        Management
1.10  Elect Director Henry A. McKinnell         For       For        Management
1.11  Elect Director Dana G. Mead               For       For        Management
1.12  Elect Director Ruth J. Simmons            For       For        Management
1.13  Elect Director William C. Steere, Jr.     For       For        Management
1.14  Elect Director Jean-Paul Valles           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Establish Term Limits for Directors       Against   Against    Shareholder
4     Report on Pharmaceutical Price Restraint  Against   Against    Shareholder
5     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
6     Report on Political Contributions         Against   Against    Shareholder
7     Report on Product Availability in Canada  Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   Against    Shareholder


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

PROCTER & GAMBLE COMPANY, THE

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 12, 2004   Meeting Type: Annual
Record Date:  JUL 30, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director R. Kerry Clark            For       For        Management
1.2   Elect  Director Joseph T. Gorman          For       For        Management
1.3   Elect  Director Lynn M. Martin            For       For        Management
1.4   Elect  Director Ralph Snyderman, M.D.     For       For        Management
1.5   Elect  Director Robert D. Storey          For       For        Management
2     Ratify Auditors                           For       For        Management
3     Increase Authorized Common Stock          For       For        Management
4     Declassify the Board of Directors         Against   For        Management
5     Implement/ Report on Animal Welfare       Against   Against    Shareholder
      Standards


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

QUALCOMM INC.

Ticker:       QCOM           Security ID:  747525103
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Robert E. Kahn            For       For        Management
1.2   Elect  Director Duane A. Nelles           For       Withhold   Management
1.3   Elect  Director Brent Scowcroft           For       For        Management
2     Declassify the Board of Directors and     For       For        Management
      Eliminate Cumulative Voting
3     Increase Authorized Common Stock          For       For        Management
4     Amend Articles                            For       For        Management
5     Ratify Auditors                           For       For        Management


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

QUEST DIAGNOSTICS, INCORPORATED

Ticker:       DGX            Security ID:  74834L100
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William F. Beuhler         For       For        Management
1.2   Elect Director Rosanne Haggerty           For       For        Management
1.3   Elect Director Gary M. Pfeiffer           For       For        Management
1.4   Elect Director Daniel C. Stanzione        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Omnibus Stock Plan                  For       For        Management
4     Amend Non-Employee Director Stock Option  For       For        Management
      Plan


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

REEBOK INTERNATIONAL LTD.

Ticker:       RBK            Security ID:  758110100
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  FEB 22, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Norman Axelrod             For       For        Management
1.2   Elect Director Paul R. Duncan             For       For        Management
1.3   Elect Director Richard G. Lesser          For       For        Management
1.4   Elect Director Deval L. Patrick           For       For        Management
1.5   Elect Director Paul B. Fireman            For       For        Management
1.6   Elect Director Dorothy E. Puhy            For       For        Management
1.7   Elect Director Thomas M. Ryan             For       For        Management
2     Ratify Auditors                           For       For        Management


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

SAP AG

Ticker:       SAP            Security ID:  803054204
Meeting Date: MAY 12, 2005   Meeting Type: Annual
Record Date:  APR 1, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     RESOLUTION ON THE APPROPRIATION OF THE    For       For        Management
      RETAINED EARNINGS OF THE FISCAL YEAR 2004
2     RESOLUTION ON THE FORMAL APPROVAL OF THE  For       For        Management
      ACTS OF THE EXECUTIVE BOARD IN THE FISCAL
      YEAR 2004
3     RESOLUTION ON THE FORMAL APPROVAL OF THE  For       For        Management
      ACTS OF THE SUPERVISORY BOARD IN THE
      FISCAL YEAR 2004
4     Ratify Auditors                           For       For        Management
5     ELECTION OF MEMBERS OF THE SUPERVISORY    For       For        Management
      BOARD
6     RESOLUTION ON THE ADJUSTMENT OF THE       For       For        Management
      AMOUNTS AND FIGURES STATED IN SECTION 4
      (1) OF THE ARTICLES OF ASSOCIATION
      (CAPITAL STOCK)
7     RESOLUTION ON THE CANCELLATION OF         For       For        Management
      CONTINGENT CAPITAL IIA AND ON THE
      DELETION OF SECTION 4 (5) OF THE ARTICLES
      OF ASSOCIATION
8     REDUCTION OF CONTINGENT CAPITAL IIIA AND  For       For        Management
      ADJUSTMENT OF THE AMOUNTS AND FIGURES
      STATED IN SECTION 4 (7) OF THE ARTICLES
9     RESOLUTION ON THE AMENDMENT OF SECTION 1  For       For        Management
      (1) OF THE ARTICLES OF ASSOCIATION
      (CORPORATE NAME)
10    RESOLUTION ON THE ADJUSTMENT OF THE       For       For        Management
      ARTICLES OF ASSOCIATION TO REFLECT THE
      PROVISIONS OF THE GERMAN ACT
11    CANCELLATION OF AUTHORIZED CAPITAL I AND  For       For        Management
      CREATION OF A NEW AUTHORIZED CAPITAL I
12    CANCELLATION OF AUTHORIZED CAPITAL II AND For       For        Management
      CREATION OF A NEW AUTHORIZED CAPITAL II
13    RESOLUTION ON THE AUTHORIZATION TO        For       For        Management
      ACQUIRE AND USE TREASURY SHARES PURSUANT
      TO THE GERMAN STOCK CORPORATION ACT
14    RESOLUTION ON THE AUTHORIZATION TO USE    For       For        Management
      EQUITY DERIVATIVES IN CONNECTION WITH THE
      ACQUISITION OF TREASURY SHARES


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

SCHERING-PLOUGH CORP.

Ticker:       SGP            Security ID:  806605101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Hans W. Becherer           For       For        Management
1.2   Elect Director Kathryn C. Turner          For       For        Management
1.3   Elect Director Robert F. W. van Oordt     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Declassify the Board of Directors         Against   Against    Shareholder
4     Eliminate Animal Testing                  Against   Against    Shareholder


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

ST. JUDE MEDICAL, INC.

Ticker:       STJ            Security ID:  790849103
Meeting Date: MAY 11, 2005   Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Richard R. Devenuti        For       For        Management
1.2   Elect Director Stuart M. Essig            For       For        Management
1.3   Elect Director Thomas H. Garrett III      For       For        Management
1.4   Elect Director Wendy L. Yarno             For       For        Management
2     Ratify Auditors                           For       For        Management
3     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services


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

STARWOOD HOTELS & RESORTS WORLDWIDE, INC.

Ticker:       HOT            Security ID:  85590A203
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 17, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Charlene Barshefsky        For       For        Management
1.2   Elect Director Jean-Marc Chapus           For       For        Management
1.3   Elect Director Bruce W. Duncan            For       For        Management
1.4   Elect Director Steven J. Heyer            For       For        Management
1.5   Elect Director Eric Hippeau               For       For        Management
1.6   Elect Director Steven Quazzo              For       For        Management
1.7   Elect Director Thomas O. Ryder            For       For        Management
1.8   Elect Director Barry S. Sternlicht        For       For        Management
1.9   Elect Director Daniel W. Yih              For       For        Management
1.10  Elect Director Kneeland C. Youngblood     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Amend Executive Incentive Bonus Plan      For       For        Management
4     Provide for Confidential Voting           Against   Against    Shareholder
5     Expense Stock Options                     Against   For        Shareholder


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

SYMANTEC CORP.

Ticker:       SYMC           Security ID:  871503108
Meeting Date: JUN 24, 2005   Meeting Type: Special
Record Date:  MAY 12, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1     Approve Merger Agreement                  For       For        Management
2     Increase Authorized Common Stock          For       For        Management
3     Adjourn Meeting                           For       Against    Management


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

TARGET CORPORATION

Ticker:       TGT            Security ID:  87612E106
Meeting Date: MAY 18, 2005   Meeting Type: Annual
Record Date:  MAR 21, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Roxanne S. Austin         For       For        Management
1.2   Elect  Director James A. Johnson          For       For        Management
2     Ratify Auditors                           For       For        Management


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  902124106
Meeting Date: MAR 10, 2005   Meeting Type: Annual
Record Date:  JAN 10, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Dennis C. Blair           For       For        Management
1.2   Elect  Director Edward D. Breen           For       For        Management
1.3   Elect  Director George W. Buckley         For       For        Management
1.4   Elect  Director Brian Duperreault         For       For        Management
1.5   Elect  Director Bruce S. Gordon           For       For        Management
1.6   Elect  Director Rajiv L. Gupta            For       For        Management
1.7   Elect  Director John A. Krol              For       For        Management
1.8   Elect  Director Mackey J. Mcdonald        For       For        Management
1.9   Elect  Director H. Carl Mccall            For       For        Management
1.10  Elect  Director Brendan R. O'Neill        For       For        Management
1.11  Elect  Director Sandra S. Wijnberg        For       For        Management
1.12  Elect  Director Jerome B. York            For       For        Management
2     Ratify Auditors                           For       For        Management


- --------------------------------------------------------------------------------

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 13, 2005   Meeting Type: Annual
Record Date:  FEB 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director George David               For       For        Management
1.2   Elect Director Jean-Pierre Garnier        For       For        Management
1.3   Elect Director Jamie S. Gorelick          For       For        Management
1.4   Elect Director Charles R. Lee             For       For        Management
1.5   Elect Director Richard D. McCormick       For       For        Management
1.6   Elect Director Harold McGraw III          For       For        Management
1.7   Elect Director Frank P. Popoff            For       For        Management
1.8   Elect Director H. Patrick Swygert         For       For        Management
1.9   Elect Director Andre Villeneuve           For       For        Management
1.10  Elect Director H. A. Wagner               For       For        Management
1.11  Elect Director Christine Todd Whitman     For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Increase Disclosure of Executive          Against   Against    Shareholder
      Compensation
5     Adopt Ethical Criteria for Military       Against   Against    Shareholder
      Contracts
6     Limit Executive Compensation              Against   Against    Shareholder


- --------------------------------------------------------------------------------

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: MAY 3, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Thomas H. Kean            For       For        Management
1.2   Elect  Director Robert L. Ryan            For       For        Management
1.3   Elect  Director William G. Spears         For       For        Management
1.4   Elect  Director Gail R. Wilensky, Ph.D.   For       For        Management
2     Ratify Auditors                           For       For        Management
3     Performance- Based/Indexed Options        Against   Against    Shareholder
4     Performance- Based/Indexed Options        Against   Against    Shareholder


- --------------------------------------------------------------------------------

UNITRIN, INC.

Ticker:       UTR            Security ID:  913275103
Meeting Date: MAY 4, 2005    Meeting Type: Annual
Record Date:  MAR 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James E. Annable          For       For        Management
1.2   Elect  Director Eric J. Draut             For       For        Management
1.3   Elect  Director Donald V. Fites           For       For        Management
1.4   Elect  Director Douglas G. Geoga          For       For        Management
1.5   Elect  Director Reuben L. Hedlund         For       For        Management
1.6   Elect  Director Jerrold V. Jerome         For       For        Management
1.7   Elect  Director William E. Johnston Jr.   For       For        Management
1.8   Elect  Director Wayne Kauth               For       For        Management
1.9   Elect  Director Fayez S. Sarofim          For       For        Management
1.10  Elect  Director Donald G. Southwell       For       For        Management
1.11  Elect  Director Richard C. Vie            For       For        Management
1.12  Elect  Director Ann E. Ziegler            For       For        Management
2     Approve Restricted Stock Plan             For       For        Management


- --------------------------------------------------------------------------------

URBAN OUTFITTERS, INC.

Ticker:       URBN           Security ID:  917047102
Meeting Date: MAY 24, 2005   Meeting Type: Annual
Record Date:  MAR 28, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard A. Hayne          For       For        Management
1.2   Elect  Director Scott A. Belair           For       Withhold   Management
1.3   Elect  Director Harry S. Cherken, Jr.     For       Withhold   Management
1.4   Elect  Director Joel S. Lawson III        For       For        Management
1.5   Elect  Director Glen T. Senk              For       For        Management
1.6   Elect  Director Robert H. Strouse         For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Approve Executive Incentive Bonus Plan    For       For        Management


- --------------------------------------------------------------------------------

VERITAS SOFTWARE CORP.

Ticker:       VRTS           Security ID:  923436109
Meeting Date: AUG 25, 2004   Meeting Type: Annual
Record Date:  JUN 28, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Michael Brown             For       For        Management
1.2   Elect  Director Kurt J. Lauk              For       For        Management
1.3   Elect  Director Fred van den Bosch        For       For        Management
2     Amend Stock Option Plan                   For       For        Management
3     Ratify Auditors                           For       For        Management


- --------------------------------------------------------------------------------

VERIZON COMMUNICATIONS

Ticker:       VZ             Security ID:  92343V104
Meeting Date: MAY 5, 2005    Meeting Type: Annual
Record Date:  MAR 7, 2005

#     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 Thomas H. O' Brien         For       For        Management
1.7   Elect Director Hugh B. Price              For       For        Management
1.8   Elect Director Ivan G. Seidenberg         For       For        Management
1.9   Elect Director Walter V. Shipley          For       For        Management
1.10  Elect Director John R. Stafford           For       For        Management
1.11  Elect Director Robert D. Storey           For       For        Management
2     Ratify Auditors                           For       For        Management
3     Provide for Cumulative Voting             Against   Against    Shareholder
4     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
5     Require Majority of Independent Directors Against   Against    Shareholder
      on Board
6     Separate Chairman and CEO Positions       Against   Against    Shareholder
7     Amend Director/Officer                    Against   Against    Shareholder
      Liability/Indemnifications Provisions
8     Report on Political Contributions         Against   Against    Shareholder


- --------------------------------------------------------------------------------

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 3, 2005    Meeting Type: Annual
Record Date:  APR 5, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director James W. Breyer           For       For        Management
1.2   Elect  Director M. Michele Burns          For       For        Management
1.3   Elect  Director Douglas N. Daft           For       For        Management
1.4   Elect  Director David D. Glass            For       For        Management
1.5   Elect  Director Roland A. Hernandez       For       For        Management
1.6   Elect  Director John D. Opie              For       For        Management
1.7   Elect  Director J. Paul Reason            For       For        Management
1.8   Elect  Director H. Lee Scott, Jr.         For       For        Management
1.9   Elect  Director Jack C. Shewmaker         For       For        Management
1.10  Elect  Director Jose H. Villarreal        For       For        Management
1.11  Elect  Director John T. Walton            For       For        Management
1.12  Elect  Director S. Robson Walton          For       For        Management
1.13  Elect  Director Christopher J. Williams   For       For        Management
1.14  Elect  Director Linda S. Wolf             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Report on Executive Compensation          Against   Against    Shareholder
5     Prepare Sustainability Report             Against   Against    Shareholder
6     Report on Stock Option Distribution by    Against   Against    Shareholder
      Race and Gender
7     Report on Political Contributions         Against   Against    Shareholder
8     Prepare Equal Opportunity Report          Against   Against    Shareholder
9     Require a Majority Vote for the Election  Against   Against    Shareholder
      of Directors
10    Require Majority of Independent Directors Against   Against    Shareholder
      on Board
11    Performance- Based/Indexed Options        Against   Against    Shareholder


- --------------------------------------------------------------------------------

WALT DISNEY COMPANY, THE

Ticker:       DIS            Security ID:  254687106
Meeting Date: FEB 11, 2005   Meeting Type: Annual
Record Date:  DEC 17, 2004

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director John E. Bryson            For       For        Management
1.2   Elect  Director John S. Chen              For       For        Management
1.3   Elect  Director Michael D. Eisner         For       For        Management
1.4   Elect  Director Judith L. Estrin          For       For        Management
1.5   Elect  Director Robert A. Iger            For       For        Management
1.6   Elect  Director Fred H. Langhammer        For       For        Management
1.7   Elect  Director Aylwin B. Lewis           For       For        Management
1.8   Elect  Director Monica C. Lozano          For       For        Management
1.9   Elect  Director Robert W. Matschullat     For       For        Management
1.10  Elect  Director George J. Mitchell        For       For        Management
1.11  Elect  Director Leo J. O'Donovan, S.J.    For       For        Management
1.12  Elect  Director Gary L. Wilson            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Prohibit Greenmail Payments               Against   For        Shareholder
5     Report on Vendor Standards in China       Against   Against    Shareholder


- --------------------------------------------------------------------------------

WELLPOINT INC

Ticker:       WLP            Security ID:  94973V107
Meeting Date: MAY 10, 2005   Meeting Type: Annual
Record Date:  MAR 18, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director William H.T. Bush          For       For        Management
1.2   Elect Director Warren Y. Jobe             For       For        Management
1.3   Elect Director William G. Mays            For       For        Management
1.4   Elect Director Senator Donald W. Riegle,  For       For        Management
      Jr.
1.5   Elect Director William J. Ryan            For       For        Management
2     Ratify Auditors                           For       For        Management
3     Performance- Based/Indexed Options        Against   Against    Shareholder


- --------------------------------------------------------------------------------

WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 26, 2005   Meeting Type: Annual
Record Date:  MAR 8, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J.A. Blanchard III         For       For        Management
1.2   Elect Director Susan E. Engel             For       For        Management
1.3   Elect Director Enrique Hernandez, Jr.     For       For        Management
1.4   Elect Director Robert L. Joss             For       For        Management
1.5   Elect Director Reatha Clark King          For       For        Management
1.6   Elect Director Richard M. Kovacevich      For       For        Management
1.7   Elect Director Richard D. McCormick       For       For        Management
1.8   Elect Director Cynthia H. Milligan        For       Withhold   Management
1.9   Elect Director Philip J. Quigley          For       For        Management
1.10  Elect Director Donald B. Rice             For       Withhold   Management
1.11  Elect Director Judith M. Runstad          For       Withhold   Management
1.12  Elect Director Stephen W. Sanger          For       For        Management
1.13  Elect Director Susan G. Swenson           For       For        Management
1.14  Elect Director Michael W. Wright          For       Withhold   Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Ratify Auditors                           For       For        Management
4     Adopt Policy on Payday Lenders            Against   Against    Shareholder
5     Link Executive Compensation to Predatory  Against   Against    Shareholder
      Lending
6     Performance- Based/Indexed Options        Against   Against    Shareholder
7     Limit Executive Compensation              Against   Against    Shareholder
8     Separate Chairman and CEO Positions       Against   Against    Shareholder


- --------------------------------------------------------------------------------

WM. WRIGLEY JR. CO.

Ticker:       WWY            Security ID:  982526105
Meeting Date: MAR 8, 2005    Meeting Type: Annual
Record Date:  JAN 14, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director John Rau                   For       For        Management
1.2   Elect Director Richard K. Smucker         For       For        Management
1.3   Elect Director William Wrigley, Jr.       For       For        Management
2     Increase Authorized Common Stock          For       Against    Management
3     Ratify Auditors                           For       For        Management
4     Proposal Regarding a Change to Proxy Card Against   Against    Shareholder
      Features


- --------------------------------------------------------------------------------

WYETH

Ticker:       WYE            Security ID:  983024100
Meeting Date: APR 21, 2005   Meeting Type: Annual
Record Date:  MAR 4, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect  Director Richard L. Carrion        For       For        Management
1.2   Elect  Director Robert Essner             For       For        Management
1.3   Elect  Director John D. Feerick           For       For        Management
1.4   Elect  Director Frances D. Fergusson      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           For       For        Management
1.8   Elect  Director Ivan G. Seidenberg        For       For        Management
1.9   Elect  Director Walter V. Shipley         For       For        Management
1.10  Elect  Director John R. Torell III        For       For        Management
2     Ratify Auditors                           For       For        Management
3     Approve Omnibus Stock Plan                For       For        Management
4     Review and Report on Drug Reimportation   Against   Against    Shareholder
      Policy
5     Separate Chairman and CEO Positions       Against   Against    Shareholder
6     Report on Political Contributions         Against   Against    Shareholder
7     Discontinue Promotion of Premarin and     Against   Against    Shareholder
      Report on Animal Testing


- --------------------------------------------------------------------------------

YAHOO!, INC.

Ticker:       YHOO           Security ID:  984332106
Meeting Date: MAY 19, 2005   Meeting Type: Annual
Record Date:  MAR 23, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director Terry S. Semel             For       For        Management
1.2   Elect Director Jerry Yang                 For       For        Management
1.3   Elect Director Roy J. Bostock             For       For        Management
1.4   Elect Director Ronald W. Burkle           For       For        Management
1.5   Elect Director Eric Hippeau               For       For        Management
1.6   Elect Director Arthur H. Kern             For       For        Management
1.7   Elect Director Robert A. Kotick           For       For        Management
1.8   Elect Director Edward R. Kozel            For       For        Management
1.9   Elect Director Gary L. Wilson             For       For        Management
2     Amend Omnibus Stock Plan                  For       For        Management
3     Amend Non-Employee Director Stock Option  For       For        Management
      Plan
4     Ratify Auditors                           For       For        Management


- --------------------------------------------------------------------------------

ZIMMER HOLDINGS INC

Ticker:       ZMH            Security ID:  98956P102
Meeting Date: MAY 2, 2005    Meeting Type: Annual
Record Date:  MAR 15, 2005

#     Proposal                                  Mgt Rec   Vote Cast  Sponsor
1.1   Elect Director J. Raymond Elliott         For       For        Management
2     Amend Stock Option Plan                   For       For        Management
3     Ratify Auditors                           For       For        Management
4     Prohibit Auditor from Providing Non-Audit Against   Against    Shareholder
      Services

========== END NPX REPORT
</PRE>

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.

 

Travelers Series Fund Inc.

 

 

By:

 

 

 

/s/ R. Jay Gerken

R. Jay Gerken

Chairman, President and Chief Executive Officer of

Travelers Series Fund Inc.

 

 

Date: August 31, 2005

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