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 811-00266

                           TRI-CONTINENTAL CORPORATION
               (Exact name of registrant as specified in charter)

            50606 Ameriprise Financial Center, Minneapolis, MN 55474
               (Address of principal executive offices) (Zip code)

   Scott R. Plummer - 5228 Ameriprise Financial Center, Minneapolis, MN 55474
                     (Name and address of agent for service)

Registrant's telephone number, including area code: (612) 671-1947

Date of fiscal year end: 12/31

Date of reporting period: 7/1/08-6/30/09

Document Number: 269812


******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-00266
Reporting Period: 07/01/2008 - 06/30/2009
Tri-Continental Corporation









========================= TRI-CONTINENTAL CORPORATION ==========================


3M CO

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Linda G. Alvarado        For       For          Management
1.2   Elect Director George W. Buckley        For       For          Management
1.3   Elect Director Vance D. Coffman         For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director W. James Farrell         For       For          Management
1.6   Elect Director Herbert L. Henkel        For       For          Management
1.7   Elect Director Edward M. Liddy          For       For          Management
1.8   Elect Director Robert S. Morrison       For       For          Management
1.9   Elect Director Aulana L. Peters         For       For          Management
1.10  Elect Director Robert J. Ulrich         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
4     Stock Retention/Holding Period          Against   For          Shareholder


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ABBOTT LABORATORIES

Ticker:       ABT            Security ID:  002824100
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  FEB 25, 2009

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


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ABERCROMBIE & FITCH CO.

Ticker:       ANF            Security ID:  002896207
Meeting Date: JUN 10, 2009   Meeting Type: Annual
Record Date:  APR 15, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James B. Bachmann        For       For          Management
1.2   Elect Director Michael S. Jeffries      For       For          Management
1.3   Elect Director John W. Kessler          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Death Benefits/Golden Coffins           Against   For          Shareholder


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ACTIVISION BLIZZARD, INC.

Ticker:       ATVI           Security ID:  00507V109
Meeting Date: SEP 24, 2008   Meeting Type: Annual
Record Date:  JUL 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Philippe G. H. Capron    For       Withhold     Management
1.2   Elect Director Robert J. Corti          For       Withhold     Management
1.3   Elect Director Frederic R. Crepin       For       Withhold     Management
1.4   Elect Director Bruce L. Hack            For       Withhold     Management
1.5   Elect Director Brian G. Kelly           For       Withhold     Management
1.6   Elect Director Robert A. Kotick         For       Withhold     Management
1.7   Elect Director Jean-Bernard Levy        For       Withhold     Management
1.8   Elect Director Robert J. Morgado        For       Withhold     Management
1.9   Elect Director Douglas P. Morris        For       Withhold     Management
1.10  Elect Director Rene P. Penisson         For       Withhold     Management
1.11  Elect Director Richard Sarnoff          For       Withhold     Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Adopt Policy and Report on Board        Against   Abstain      Shareholder
      Diversity
4     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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ACTIVISION, INC.

Ticker:       ATVI           Security ID:  004930202
Meeting Date: JUL 8, 2008    Meeting Type: Special
Record Date:  JUN 5, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Change Company Name                     For       For          Management
3     Increase Authorized Common Stock        For       For          Management
4     Eliminate Class of Preferred Stock      For       For          Management
5     Amend Quorum Requirements               For       For          Management
6     Adopt Supermajority Vote Requirement    For       Against      Management
      for Amendments
7     Prohibit Board to Amend Bylaws Without  For       For          Management
      Shareholder Consent
8     Permit Directors Designated by Vivendi  For       For          Management
      Certain Voting Powers
9     Amend Certificate of Incorporation to   For       For          Management
      Limit Certain Business Activities
10    Amend Certificate of Incorporation to   For       For          Management
      Establish Procedures Allocating Certain
      Corporate Opportunities
11    Amend Certificate of Incorporation to   For       For          Management
      Require Vivendi or Activision Blizzard
      to Acquire all Outstanding Shares
12    Amend Certificate of Incorporation to   For       For          Management
      Approve a Affiliate Transactions
      Provision
13    Amend Certificate of Incorporation to   For       For          Management
      Restrict Business Combination Provision
14    Prohibit Board to Amend Bylaws Without  For       For          Management
      Shareholder Consent
15    Adjourn Meeting                         For       For          Management


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AFFILIATED COMPUTER SERVICES, INC.

Ticker:       ACS            Security ID:  008190100
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Darwin Deason            For       For          Management
1.2   Elect Director Lynn R. Blodgett         For       For          Management
1.3   Elect Director Robert Druskin           For       For          Management
1.4   Elect Director Kurt R. Krauss           For       For          Management
1.5   Elect Director Ted B. Miller, Jr.       For       For          Management
1.6   Elect Director Paul E. Sullivan         For       For          Management
1.7   Elect Director Frank Varasano           For       For          Management
2     Approve Executive Incentive Bonus Plan  For       For          Management
3     Ratify Auditors                         For       For          Management


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AFLAC INCORPORATED

Ticker:       AFL            Security ID:  001055102
Meeting Date: MAY 4, 2009    Meeting Type: Annual
Record Date:  FEB 24, 2009

#     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 Paul S. Amos, II         For       For          Management
1.4   Elect Director Yoshiro Aoki             For       For          Management
1.5   Elect Director Michael H. Armacost      For       For          Management
1.6   Elect Director Kriss Cloninger, III     For       For          Management
1.7   Elect Director Joe Frank Harris         For       For          Management
1.8   Elect Director Elizabeth J. Hudson      For       For          Management
1.9   Elect Director Kenneth S. Janke, Sr.    For       For          Management
1.10  Elect Director Douglas W. Johnson       For       For          Management
1.11  Elect Director Robert B. Johnson        For       For          Management
1.12  Elect Director Charles B. Knapp         For       For          Management
1.13  Elect Director E. Stephen Purdom        For       For          Management
1.14  Elect Director Barbara K. Rimer         For       For          Management
1.15  Elect Director Marvin R. Schuster       For       For          Management
1.16  Elect Director David Gary Thompson      For       For          Management
1.17  Elect Director Robert L. Wright         For       For          Management
2     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
3     Ratify Auditors                         For       For          Management


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ALCOA INC.

Ticker:       AA             Security ID:  013817101
Meeting Date: MAY 8, 2009    Meeting Type: Annual
Record Date:  FEB 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kathryn S. Fuller        For       For          Management
1.2   Elect Director Judith M. Gueron         For       For          Management
1.3   Elect Director Patricia F. Russo        For       For          Management
1.4   Elect Director Ernesto Zedillo          For       For          Management
2     Ratify Auditor                          For       For          Management
3     Approve Omnibus Stock Plan              For       Against      Management
4     Amend Vote Requirements to Amend        Against   For          Shareholder
      Articles/Bylaws/Charter


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ALLSTATE CORPORATION, THE

Ticker:       ALL            Security ID:  020002101
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director F. Duane Ackerman        For       For          Management
1.2   Elect Director Robert D. Beyer          For       For          Management
1.3   Elect Director W. James Farrell         For       For          Management
1.4   Elect Director Jack M. Greenberg        For       For          Management
1.5   Elect Director Ronald T. LeMay          For       For          Management
1.6   Elect Director H. John Riley, Jr.       For       For          Management
1.7   Elect Director Joshua I. Smith          For       For          Management
1.8   Elect Director Judith A. Sprieser       For       Against      Management
1.9   Elect Director Mary Alice Taylor        For       For          Management
1.10  Elect Director Thomas J. Wilson         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
5     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
6     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
7     Report on Political Contributions       Against   Against      Shareholder


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ALTERA CORP.

Ticker:       ALTR           Security ID:  021441100
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director John P. Daane            For       For          Management
2     Elect Director Robert J. Finocchio, Jr. For       For          Management
3     Elect Director Kevin McGarity           For       For          Management
4     Elect Director Gregory E. Myers         For       For          Management
5     Elect Director Krish A. Prabhu          For       For          Management
6     Elect Director John Shoemaker           For       For          Management
7     Elect Director Susan Wang               For       For          Management
8     Amend Omnibus Stock Plan                For       For          Management
9     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
10    Ratify Auditors                         For       For          Management


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ALTRIA GROUP, INC.

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

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


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AMERICAN EXPRESS CO.

Ticker:       AXP            Security ID:  025816109
Meeting Date: APR 27, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director D.F. Akerson             For       For          Management
1.2   Elect Director C. Barshefsky            For       For          Management
1.3   Elect Director U.M. Burns               For       For          Management
1.4   Elect Director K.I. Chenault            For       For          Management
1.5   Elect Director P. Chernin               For       For          Management
1.6   Elect Director J. Leschly               For       For          Management
1.7   Elect Director R.C. Levin               For       For          Management
1.8   Elect Director R.A. Mcginn              For       For          Management
1.9   Elect Director E.D. Miller              For       For          Management
1.10  Elect Director S.S Reinemund            For       For          Management
1.11  Elect Director R.D. Walter              For       For          Management
1.12  Elect Director R.A. Williams            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive For       Against      Management
      Officers' Compensation
4     Provide for Cumulative Voting           Against   Against      Shareholder
5     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder


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AMGEN, INC.

Ticker:       AMGN           Security ID:  031162100
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director David Baltimore          For       For          Management
2     Elect Director Frank J. Biondi, Jr.     For       For          Management
3     Elect Director Francois de Carbonnel    For       For          Management
4     Elect Director Jerry D. Choate          For       For          Management
5     Elect Director Vance D. Coffman         For       For          Management
6     Elect Director Frederick W. Gluck       For       For          Management
7     Elect Director Frank C. Herringer       For       For          Management
8     Elect Director Gilbert S. Omenn         For       For          Management
9     Elect Director Judith C. Pelham         For       For          Management
10    Elect Director J. Paul Reason           For       For          Management
11    Elect Director Leonard D. Schaeffer     For       For          Management
12    Elect Director Kevin W. Sharer          For       For          Management
13    Ratify Auditors                         For       For          Management
14    Approve Omnibus Stock Plan              For       For          Management
15    Reduce Supermajority Vote Requirement   For       For          Management
16    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
17    Reincorporate in Another State [from    Against   Against      Shareholder
      Delaware to North Dakota ]


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AON CORP.

Ticker:       AOC            Security ID:  037389103
Meeting Date: MAY 15, 2009   Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Lester B. Knight         For       For          Management
2     Elect Director Gregory C. Case          For       For          Management
3     Elect Director Fulvio Conti             For       For          Management
4     Elect Director Edgar D. Jannotta        For       For          Management
5     Elect Director Jan Kalff                For       For          Management
6     Elect Director J. Michael Losh          For       Against      Management
7     Elect Director R. Eden Martin           For       For          Management
8     Elect Director Andrew J. McKenna        For       For          Management
9     Elect Director Robert S. Morrison       For       For          Management
10    Elect Director Richard B. Myers         For       For          Management
11    Elect Director Richard C. Notebaert     For       For          Management
12    Elect Director John W. Rogers, Jr.      For       For          Management
13    Elect Director Gloria Santona           For       For          Management
14    Elect Director Carolyn Y. Woo           For       For          Management
15    Ratify Auditors                         For       For          Management


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APACHE CORP.

Ticker:       APA            Security ID:  037411105
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Frederick M. Bohen       For       For          Management
2     Elect Director George D. Lawrence       For       For          Management
3     Elect Director Rodman D. Patton         For       For          Management
4     Elect Director Charles J. Pitman        For       For          Management


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AT&T INC

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

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


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BAKER HUGHES INCORPORATED

Ticker:       BHI            Security ID:  057224107
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 26, 2009

#     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       For          Management
1.3   Elect Director Chad C. Deaton           For       For          Management
1.4   Elect Director Edward P. Djerejian      For       For          Management
1.5   Elect Director Anthony G. Fernandes     For       For          Management
1.6   Elect Director Claire W. Gargalli       For       For          Management
1.7   Elect Director Pierre H. Jungels        For       For          Management
1.8   Elect Director James A. Lash            For       For          Management
1.9   Elect Director J. Larry Nichols         For       For          Management
1.10  Elect Director H. John Riley, Jr.       For       For          Management
1.11  Elect Director Charles L. Watson        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
4     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings


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BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: DEC 5, 2008    Meeting Type: Special
Record Date:  OCT 10, 2008

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


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BANK OF AMERICA CORP.

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 4, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Barnet, III      For       For          Management
1.2   Elect Director Frank P. Bramble, Sr.    For       For          Management
1.3   Elect Director Virgis W. Colbert        For       For          Management
1.4   Elect Director John T. Collins          For       For          Management
1.5   Elect Director Gary L. Countryman       For       For          Management
1.6   Elect Director Tommy R. Franks          For       For          Management
1.7   Elect Director Charles K. Gifford       For       For          Management
1.8   Elect Director Kenneth D. Lewis         For       For          Management
1.9   Elect Director Monica C. Lozano         For       For          Management
1.10  Elect Director Walter E. Massey         For       For          Management
1.11  Elect Director Thomas J. May            For       For          Management
1.12  Elect Director Patricia E. Mitchell     For       For          Management
1.13  Elect Director Joseph W. Prueher        For       For          Management
1.14  Elect Director Charles O. Rossotti      For       For          Management
1.15  Elect Director Thomas M. Ryan           For       For          Management
1.16  Elect Director O. Temple Sloan, Jr.     For       For          Management
1.17  Elect Director Robert L. Tillman        For       For          Management
1.18  Elect Director Jackie M. Ward           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Report on Government Service of         Against   Against      Shareholder
      Employees
5     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation
6     Provide for Cumulative Voting           Against   Against      Shareholder
7     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
8     Require Independent Board Chairman      Against   For          Shareholder
9     Report on Predatory Lending Policies    Against   Against      Shareholder
10    Adopt Principles for Health Care Reform Against   Abstain      Shareholder
11    TARP Related Compensation               Against   Against      Shareholder


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BB&T CORPORATION

Ticker:       BBT            Security ID:  054937107
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 25, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Allison IV       For       For          Management
1.2   Elect Director Jennifer S. Banner       For       For          Management
1.3   Elect Director Anna R. Cablik           For       Withhold     Management
1.4   Elect Director Nelle R. Chilton         For       For          Management
1.5   Elect Director Ronald E. Deal           For       Withhold     Management
1.6   Elect Director Tom D. Efird             For       For          Management
1.7   Elect Director Barry J. Fitzpatrick     For       For          Management
1.8   Elect Director L. Vincent Hackley       For       For          Management
1.9   Elect Director Jane P. Helm             For       For          Management
1.10  Elect Director John P. Howe III         For       For          Management
1.11  Elect Director Kelly S. King            For       For          Management
1.12  Elect Director James H. Maynard         For       For          Management
1.13  Elect Director Albert O. McCauley       For       For          Management
1.14  Elect Director J. Holmes Morrison       For       For          Management
1.15  Elect Director Nido R. Qubein           For       For          Management
1.16  Elect Director Thomas N. Thompson       For       For          Management
1.17  Elect Director Stephen T. Williams      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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BED BATH & BEYOND INC.

Ticker:       BBBY           Security ID:  075896100
Meeting Date: JUN 30, 2009   Meeting Type: Annual
Record Date:  MAY 5, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Warren Eisenberg         For       For          Management
1.2   Elect Director Leonard Feinstein        For       For          Management
1.3   Elect Director Steven H. Temares        For       For          Management
1.4   Elect Director Dean S. Adler            For       For          Management
1.5   Elect Director Stanley F. Barshay       For       For          Management
1.6   Elect Director Klaus Eppler             For       For          Management
1.7   Elect Director Patrick R. Gaston        For       For          Management
1.8   Elect Director Jordan Heller            For       For          Management
1.9   Elect Director Victoria A. Morrison     For       For          Management
1.10  Elect Director Fran Stoller             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Eliminate Supermajority Vote            For       For          Management
      Requirement
5     Eliminate  Supermajority Vote           For       For          Management
      Requirement
6     Re-Approve Performance Goals Under      For       For          Management
      Omnibus Stock Plan
7     Prepare Sustainability Report           Against   Abstain      Shareholder


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BMC SOFTWARE, INC.

Ticker:       BMC            Security ID:  055921100
Meeting Date: JUL 22, 2008   Meeting Type: Annual
Record Date:  MAY 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director B. Garland Cupp          For       For          Management
1.2   Elect Director Robert E. Beauchamp      For       For          Management
1.3   Elect Director Jon E. Barfield          For       For          Management
1.4   Elect Director Gary Bloom               For       For          Management
1.5   Elect Director Meldon K. Gafner         For       For          Management
1.6   Elect Director P. Thomas Jenkins        For       For          Management
1.7   Elect Director Louis J. Lavigne, Jr.    For       For          Management
1.8   Elect Director Kathleen A. O'Neil       For       For          Management
1.9   Elect Director Tom C. Tinsley           For       For          Management
2     Ratify Auditors                         For       For          Management


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BURLINGTON NORTHERN SANTA FE CORP.

Ticker:       BNI            Security ID:  12189T104
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan L. Boeckmann        For       For          Management
1.2   Elect Director Donald G. Cook           For       For          Management
1.3   Elect Director Vilma S. Martinez        For       For          Management
1.4   Elect Director Marc F. Racicot          For       For          Management
1.5   Elect Director Roy S. Roberts           For       For          Management
1.6   Elect Director Matthew K. Rose          For       For          Management
1.7   Elect Director Marc J. Shapiro          For       For          Management
1.8   Elect Director J.C. Watts, Jr.          For       For          Management
1.9   Elect Director Robert H. West           For       For          Management
1.10  Elect Director J. Steven Whisler        For       For          Management
1.11  Elect Director Edward E. Whitacre, Jr.  For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
4     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
5     Report on Political Contributions       Against   Against      Shareholder


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

C.H. ROBINSON WORLDWIDE, INC.

Ticker:       CHRW           Security ID:  12541W209
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director James B. Stake           For       For          Management
2     Elect Director John P. Wiehoff          For       For          Management
3     Approve Increase in Size of Board       For       For          Management
4     Ratify Auditors                         For       For          Management


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

CAPITAL ONE FINANCIAL CORP.

Ticker:       COF            Security ID:  14040H105
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard D. Fairbank      For       For          Management
1.2   Elect Director E.R. Campbell            For       For          Management
1.3   Elect Director Bradford H. Warner       For       For          Management
1.4   Elect Director Stanley Westreich        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management


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

CARDINAL HEALTH, INC.

Ticker:       CAH            Security ID:  14149Y108
Meeting Date: JUN 23, 2009   Meeting Type: Special
Record Date:  MAY 15, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Stock Option Exchange Program   For       Against      Management


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

CELGENE CORP.

Ticker:       CELG           Security ID:  151020104
Meeting Date: JUN 17, 2009   Meeting Type: Annual
Record Date:  APR 21, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sol J. Barer             For       For          Management
1.2   Elect Director Robert J. Hugin          For       For          Management
1.3   Elect Director Michael D. Casey         For       For          Management
1.4   Elect Director Rodman L. Drake          For       For          Management
1.5   Elect Director A. Hull Hayes, Jr.       For       For          Management
1.6   Elect Director Gilla Kaplan             For       For          Management
1.7   Elect Director James J. Loughlin        For       For          Management
1.8   Elect Director Ernest Mario             For       For          Management
1.9   Elect Director Walter L. Robb           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

CEPHALON, INC.

Ticker:       CEPH           Security ID:  156708109
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 17, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frank Baldino, Jr.,      For       For          Management
      Ph.D.
1.2   Elect Director William P. Egan          For       For          Management
1.3   Elect Director Martyn D. Greenacre      For       For          Management
1.4   Elect Director Vaughn M. Kailian        For       For          Management
1.5   Elect Director Kevin E. Moley           For       For          Management
1.6   Elect Director Charles A. Sanders, M.D. For       For          Management
1.7   Elect Director Gail R. Wilensky, Ph.D.  For       For          Management
1.8   Elect Director Dennis L. Winger         For       For          Management
2     Amend Stock Option Plan                 For       For          Management
3     Ratify Auditors                         For       For          Management


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

CHARLES SCHWAB CORP., THE

Ticker:       SCHW           Security ID:  808513105
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nancy H. Bechtle         For       For          Management
1.2   Elect Director Walter W. Bettinger II   For       For          Management
1.3   Elect Director C. Preston Butcher       For       For          Management
2     Report on Political Contributions       Against   Against      Shareholder
3     Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives
4     Amend Corporate Executive Bonus Plan    Against   Against      Shareholder


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

CHESAPEAKE ENERGY CORP.

Ticker:       CHK            Security ID:  165167107
Meeting Date: JUN 12, 2009   Meeting Type: Annual
Record Date:  APR 15, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard K. Davidson      For       Did Not Vote Management
1.2   Elect Director V. Burns Hargis          For       Did Not Vote Management
1.3   Elect Director Charles T. Maxwell       For       Did Not Vote Management
2     Increase Authorized Common Stock        For       Did Not Vote Management
3     Amend Omnibus Stock Plan                For       Did Not Vote Management
4     Ratify Auditors                         For       Did Not Vote Management
5     Declassify the Board of Directors       Against   Did Not Vote Shareholder
6     Require a Majority Vote for the         Against   Did Not Vote Shareholder
      Election of Directors
7     Amend EEO Policy to Prohibit            Against   Did Not Vote Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity


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

CHEVRON CORPORATION

Ticker:       CVX            Security ID:  166764100
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  APR 1, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director S. H. Armacost           For       For          Management
1.2   Elect Director L. F. Deily              For       For          Management
1.3   Elect Director R. E. Denham             For       For          Management
1.4   Elect Director R. J. Eaton              For       For          Management
1.5   Elect Director E. Hernandez             For       For          Management
1.6   Elect Director F. G. Jenifer            For       For          Management
1.7   Elect Director S. Nunn                  For       For          Management
1.8   Elect Director D. J. O'Reilly           For       For          Management
1.9   Elect Director D. B. Rice               For       For          Management
1.10  Elect Director K. W. Sharer             For       For          Management
1.11  Elect Director C. R. Shoemate           For       For          Management
1.12  Elect Director R. D. Sugar              For       For          Management
1.13  Elect Director C. Ware                  For       For          Management
1.14  Elect Director J. S. Watson             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
5     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
6     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
7     Adopt Quantitative GHG Goals for        Against   Abstain      Shareholder
      Products and Operations
8     Adopt Guidelines for Country Selection  Against   Abstain      Shareholder
9     Adopt Human Rights Policy               Against   Abstain      Shareholder
10    Report on Market Specific Environmental Against   Abstain      Shareholder
      Laws


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

CHUBB CORP., THE

Ticker:       CB             Security ID:  171232101
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 9, 2009

#     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 John D. Finnegan         For       For          Management
1.6   Elect Director Klaus J. Mangold         For       For          Management
1.7   Elect Director Martin G. McGuinn        For       For          Management
1.8   Elect Director Lawrence M. Small        For       For          Management
1.9   Elect Director Jess Soderberg           For       For          Management
1.10  Elect Director Daniel E. Somers         For       For          Management
1.11  Elect Director Karen Hastie Williams    For       For          Management
1.12  Elect Director James M. Zimmerman       For       For          Management
1.13  Elect Director Alfred W. Zollar         For       For          Management
2     Approve Omnibus Stock Plan              For       Against      Management
3     Ratify Auditors                         For       For          Management


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

CIGNA CORP.

Ticker:       CI             Security ID:  125509109
Meeting Date: APR 22, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director H. Edward Hanway         For       For          Management
1.2   Elect Director John M. Partridge        For       For          Management
1.3   Elect Director James E. Rogers          For       For          Management
1.4   Elect Director Eric C. Wiseman          For       For          Management
2     Ratify Auditors                         For       For          Management


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

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 13, 2008   Meeting Type: Annual
Record Date:  SEP 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Carol A. Bartz           For       For          Management
2     Elect Director M. Michele Burns         For       For          Management
3     Elect Director Michael D. Capellas      For       For          Management
4     Elect Director Larry R. Carter          For       For          Management
5     Elect Director John T. Chambers         For       For          Management
6     Elect Director Brian L. Halla           For       For          Management
7     Elect Director John L. Hennessy         For       For          Management
8     Elect Director Richard M. Kovacevich    For       For          Management
9     Elect Director Roderick C. McGeary      For       For          Management
10    Elect Director Michael K. Powell        For       For          Management
11    Elect Director Steven M. West           For       For          Management
12    Elect Director Jerry Yang               For       For          Management
13    Ratify Auditors                         For       For          Management
14    Amend Bylaws to Establish a Board       Against   Abstain      Shareholder
      Committee on Human Rights
15    Report on Internet Fragmentation        Against   Abstain      Shareholder


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

CIT GROUP INC

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

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


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

CITIGROUP INC.

Ticker:       C              Security ID:  172967101
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Michael Armstrong     For       For          Management
1.2   Elect Director Alain J.P. Belda         For       For          Management
1.3   Elect Director John M. Deutch           For       For          Management
1.4   Elect Director Jerry A. Grundhofer      For       For          Management
1.5   Elect Director Andrew N. Liveris        For       For          Management
1.6   Elect Director Anne Mulcahy             For       For          Management
1.7   Elect Director Michael E. O'Neill       For       For          Management
1.8   Elect Director Vikram Pandit            For       For          Management
1.9   Elect Director Richard D. Parsons       For       For          Management
1.10  Elect Director Lawrence R. Ricciardi    For       For          Management
1.11  Elect Director Judith Rodin             For       For          Management
1.12  Elect Director Robert L. Ryan           For       For          Management
1.13  Elect Director Anthony M. Santomero     For       For          Management
1.14  Elect Director William S. Thompson, Jr. For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
5     Disclose Prior Government Service       Against   Against      Shareholder
6     Report on Political Contributions       Against   Against      Shareholder
7     Report on Predatory Lending Policies    Against   Against      Shareholder
8     Require More Director Nominations Than  Against   Against      Shareholder
      Open Seats
9     Prepare Carbon Principles Report        Against   Abstain      Shareholder
10    Stock Retention/Holding Period          Against   Against      Shareholder
11    Disclose Information on Compensation    Against   For          Shareholder
      Consultant
12    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
13    Restore or Provide for Cumulative       Against   Against      Shareholder
      Voting


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

CME GROUP INC.

Ticker:       CME            Security ID:  12572Q105
Meeting Date: AUG 18, 2008   Meeting Type: Special
Record Date:  JUL 18, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Increase in Size of Board       For       For          Management
2     Issue Shares in Connection with         For       For          Management
      Acquisition
3     Adjourn Meeting                         For       For          Management


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

COCA-COLA COMPANY, THE

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 22, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     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 Barry Diller             For       Against      Management
1.5   Elect Director Alexis M. Herman         For       For          Management
1.6   Elect Director Muhtar Kent              For       For          Management
1.7   Elect Director Donald R. Keough         For       For          Management
1.8   Elect Director Maria Elena Lagomsino    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 James D. Robinson III    For       For          Management
1.12  Elect Director Peter V. Ueberroth       For       Against      Management
1.13  Elect Director Jacob Wallenberg         For       Against      Management
1.14  Elect Director James B. Williams        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder
5     Amend Bylaws to Establish a Board       Against   Abstain      Shareholder
      Committee on Human Rights
6     Performance-Based Awards                Against   Against      Shareholder


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

COMCAST CORP.

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 4, 2009

#     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 J. Collins        For       For          Management
1.7   Elect Director J. Michael Cook          For       For          Management
1.8   Elect Director Gerald L. Hassell        For       For          Management
1.9   Elect Director Jeffrey A. Honickman     For       For          Management
1.10  Elect Director Brian L. Roberts         For       For          Management
1.11  Elect Director Ralph J. Roberts         For       For          Management
1.12  Elect Director Dr. Judith Rodin         For       For          Management
1.13  Elect Director Michael I. Sovern        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
4     Amend Restricted Stock Plan             For       For          Management
5     Amend Stock Option Plan                 For       For          Management
6     Increase Disclosure of Executive        Against   Against      Shareholder
      Compensation
7     Seek Shareholder Approval on Certain    Against   For          Shareholder
      Future Death Benefit Arrangements
8     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
9     Adopt a Recapitalization Plan           Against   For          Shareholder


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

COMERICA INC.

Ticker:       CMA            Security ID:  200340107
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Lillian Bauder           For       For          Management
2     Elect Director Richard G. Lindner       For       For          Management
3     Elect Director Robert S. Taubman        For       For          Management
4     Elect Director Reginald M. Turner, Jr.  For       For          Management
5     Ratify Auditors                         For       For          Management
6     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
7     Declassify the Board of Directors       Against   For          Shareholder


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

CONOCOPHILLIPS

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

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


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

CONSOL ENERGY, INC.

Ticker:       CNX            Security ID:  20854P109
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 5, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Whitmire            For       For          Management
1.2   Elect Director J. Brett Harvey          For       For          Management
1.3   Elect Director James E. Altmeyer, Sr.   For       Withhold     Management
1.4   Elect Director Philip W. Baxter         For       For          Management
1.5   Elect Director William E. Davis         For       For          Management
1.6   Elect Director Raj K. Gupta             For       For          Management
1.7   Elect Director Patricia A. Hammick      For       For          Management
1.8   Elect Director David C. Hardesty, Jr.   For       For          Management
1.9   Elect Director John T. Mills            For       For          Management
1.10  Elect Director William P. Powell        For       For          Management
1.11  Elect Director Joseph T. Williams       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
5     Provide Early Disclosure of Shareholder Against   Against      Shareholder
      Proposal Voting Results


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

CONSTELLATION ENERGY GROUP, INC.

Ticker:       CEG            Security ID:  210371100
Meeting Date: MAY 29, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Yves C. de Balmann       For       For          Management
2     Elect Director Ann C. Berzin            For       For          Management
3     Elect Director James T. Brady           For       For          Management
4     Elect Director James R. Curtiss         For       For          Management
5     Elect Director Freeman A. Hrabowski,    For       For          Management
      III
6     Elect Director Nancy Lampton            For       For          Management
7     Elect Director Robert J. Lawless        For       For          Management
8     Elect Director Lynn M. Martin           For       For          Management
9     Elect Director Mayo A. Shattuck III     For       For          Management
10    Elect Director John L. Skolds           For       For          Management
11    Elect Director Michael D. Sullivan      For       For          Management
12    Ratify Auditors                         For       For          Management


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

CORNING INC.

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

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


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

COVIDIEN LTD.

Ticker:       COV            Security ID:  G2552X108
Meeting Date: MAR 18, 2009   Meeting Type: Annual
Record Date:  JAN 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Craig Arnold as Director          For       For          Management
1b    Elect Robert H. Brust as Director       For       Against      Management
1c    Elect John M. Connors, Jr. as Director  For       For          Management
1d    Elect Christopher J. Coughlin as        For       For          Management
      Director
1e    Elect Timothy M. Donahue as Director    For       For          Management
1f    Elect Kathy J. Herbert as Director      For       For          Management
1g    Elect Randall J. Hogan, III  as         For       For          Management
      Director
1h    Elect Richard J. Meelia as Director     For       For          Management
1i    Elect Dennis H. Reilley as Director     For       For          Management
1j    Elect Tadataka Yamada as Director       For       For          Management
1k    Elect Joseph A. Zaccagnino as Director  For       For          Management
2     Approve Amended and Restated 2007 Stock For       For          Management
      and Incentive Plan
3     Approve Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration


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

COVIDIEN LTD.

Ticker:       COV            Security ID:  G2552X108
Meeting Date: MAY 28, 2009   Meeting Type: Court
Record Date:  APR 17, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Reincorporation from Bermuda to For       For          Management
      Ireland through Scheme of Arrangement
2     Approve the Creation of Distributable   For       For          Management
      Reserves of Covidien plc
3     Adjourn Meeting                         For       For          Management


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

CSX CORP.

Ticker:       CSX            Security ID:  126408103
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director D. M. Alvarado           For       For          Management
1.2   Elect Director A. Behring               For       For          Management
1.3   Elect Director Sen. J. B. Breaux        For       For          Management
1.4   Elect Director S. T. Halverson          For       For          Management
1.5   Elect Director E. J. Kelly, III         For       For          Management
1.6   Elect Director G. H. Lamphere           For       For          Management
1.7   Elect Director J. D. McPherson          For       For          Management
1.8   Elect Director T. T. O'Toole            For       For          Management
1.9   Elect Director D. M. Ratcliffe          For       For          Management
1.10  Elect Director D. J. Shepard            For       For          Management
1.11  Elect Director M. J. Ward               For       For          Management
2     Ratify Auditors                         For       For          Management


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

CUMMINS , INC.

Ticker:       CMI            Security ID:  231021106
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Robert J. Bernhard       For       For          Management
2     Elect Director Robert J. Darnall        For       For          Management
3     Elect Director Robert K. Herdman        For       For          Management
4     Elect Director Alexis M. Herman         For       For          Management
5     Elect Director N. Thomas Linebarger     For       For          Management
6     Elect Director William I. Miller        For       For          Management
7     Elect Director Georgia R. Nelson        For       For          Management
8     Elect Director Theodore M. Solso        For       For          Management
9     Elect Director Carl Ware                For       For          Management
10    Ratify Auditors                         For       For          Management
11    Amend Omnibus Stock Plan                For       For          Management
12    Approve Executive Incentive Bonus Plan  For       For          Management
13    Adopt and Implement ILO-based Human     Against   Abstain      Shareholder
      Rights Policy


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

DAVITA INC.

Ticker:       DVA            Security ID:  23918K108
Meeting Date: JUN 15, 2009   Meeting Type: Annual
Record Date:  APR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles G. Berg          For       For          Management
1.2   Elect Director Willard W. Brittain, Jr. For       For          Management
1.3   Elect Director Paul J. Diaz             For       For          Management
1.4   Elect Director Peter T. Grauer          For       For          Management
1.5   Elect Director John M. Nehra            For       For          Management
1.6   Elect Director William L. Roper         For       For          Management
1.7   Elect Director Kent J. Thiry            For       For          Management
1.8   Elect Director Roger J. Valine          For       For          Management
1.9   Elect Director Richard C. Vaughan       For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Ratify Auditors                         For       Against      Management


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

DELTA AIR LINES, INC.

Ticker:       DAL            Security ID:  247361702
Meeting Date: SEP 25, 2008   Meeting Type: Special
Record Date:  JUL 29, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Issue Shares in Connection with         For       For          Management
      Acquisition
2     Amend Omnibus Stock Plan                For       Against      Management


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

DIRECTV GROUP, INC, THE

Ticker:       DTV            Security ID:  25459L106
Meeting Date: JUN 2, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Chase Carey              For       For          Management
1.2   Elect Director Mark Carleton            For       For          Management
1.3   Elect Director Peter Lund               For       For          Management
1.4   Elect Director Haim Saban               For       For          Management
2     Ratify Auditors                         For       Against      Management
3     Adopt Principles for Health Care Reform Against   Abstain      Shareholder
4     Declassify the Board of Directors       Against   For          Shareholder


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

DISCOVER FINANCIAL SERVICES

Ticker:       DFS            Security ID:  254709108
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Aronin        For       For          Management
1.2   Elect Director Mary K. Bush             For       Against      Management
1.3   Elect Director Gregory C. Case          For       For          Management
1.4   Elect Director Robert M. Devlin         For       For          Management
1.5   Elect Director Cynthia A. Glassman      For       For          Management
1.6   Elect Director Richard H. Lenny         For       For          Management
1.7   Elect Director Thomas G. Maheras        For       For          Management
1.8   Elect Director Michael H. Moskow        For       For          Management
1.9   Elect Director David W. Nelms           For       For          Management
1.10  Elect Director E. Follin Smith          For       For          Management
1.11  Elect Director Lawrence A.Weinbach      For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

DOVER CORPORATION

Ticker:       DOV            Security ID:  260003108
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director D. H. Benson             For       For          Management
1.2   Elect Director R. W. Cremin             For       For          Management
1.3   Elect Director T. J. Derosa             For       For          Management
1.4   Elect Director J-P. M. Ergas            For       For          Management
1.5   Elect Director P. T. Francis            For       For          Management
1.6   Elect Directors K. C. Graham            For       For          Management
1.7   Elect Director J. L. Koley              For       For          Management
1.8   Elect Director R. A. Livingston         For       For          Management
1.9   Elect Director R. K. Lochridge          For       For          Management
1.10  Elect Director B. G. Rethore            For       For          Management
1.11  Elect Director M. B. Stubbs             For       For          Management
1.12  Elect Director M. A. Winston            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Report on Climate Change                Against   Abstain      Shareholder
5     Ratify Auditors                         For       For          Management


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

DOW CHEMICAL COMPANY, THE

Ticker:       DOW            Security ID:  260543103
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Arnold A. Allemang       For       For          Management
2     Elect Director Jacqueline K. Barton     For       For          Management
3     Elect Director James A. Bell            For       For          Management
4     Elect Director Jeff M. Fettig           For       For          Management
5     Elect Director Barbara H. Franklin      For       For          Management
6     Elect Director John B. Hess             For       For          Management
7     Elect Director Andrew N. Liveris        For       For          Management
8     Elect Director Geoffery E. Merszei      For       For          Management
9     Elect Director Dennis H. Reilley        For       For          Management
10    Elect Director James M. Ringler         For       For          Management
11    Elect Director Ruth G. Shaw             For       For          Management
12    Elect Director Paul G. Stern            For       For          Management
13    Ratify Auditors                         For       For          Management
14    Restore or Provide for Cumulative       Against   Against      Shareholder
      Voting
15    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
16    Stock Retention/Holding Period          Against   Against      Shareholder
17    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
18    Report on Environmental Remediation in  Against   Abstain      Shareholder
      Midland Area


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

E.I. DU PONT DE NEMOURS & CO.

Ticker:       DD             Security ID:  263534109
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 4, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Samuel W. Bodman         For       For          Management
2     Elect Director Richard H. Brown         For       For          Management
3     Elect Director Robert A. Brown          For       For          Management
4     Elect Director Bertrand P. Collomb      For       For          Management
5     Elect Director Curtis J. Crawford       For       For          Management
6     Elect Director Alexander M. Cutler      For       For          Management
7     Elect Director John T. Dillon           For       For          Management
8     Elect Director Eleuthere I. Du Pont     For       For          Management
9     Elect Director Marillyn Hewson          For       For          Management
10    Elect Director Charles O. Holliday, Jr. For       For          Management
11    Elect Director Lois D. Juliber          For       For          Management
12    Elect Director Ellen J. Kullman         For       For          Management
13    Elect Director William K. Reily         For       For          Management
14    Ratify Auditors                         For       For          Management
15    Advisory Vote to Ratify Named Executive Against   Abstain      Shareholder
      Officers' Compensation


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

ELI LILLY AND CO.

Ticker:       LLY            Security ID:  532457108
Meeting Date: APR 20, 2009   Meeting Type: Annual
Record Date:  FEB 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Martin S. Feldstein      For       For          Management
1.2   Elect Director J. Erik Fyrwald          For       For          Management
1.3   Elect Director Ellen R. Marram          For       For          Management
1.4   Elect Director Douglas R. Oberhelman    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Declassify the Board of Directors       For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Reduce Supermajority Vote Requirement   Against   For          Shareholder
6     Amend Vote Requirements to Amend        Against   For          Shareholder
      Articles/Bylaws/Charter
7     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

ENERGIZER HOLDINGS, INC.

Ticker:       ENR            Security ID:  29266R108
Meeting Date: JAN 26, 2009   Meeting Type: Annual
Record Date:  NOV 21, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Bill G. Armstrong        For       For          Management
1.2   Elect Director J. Patrick Mulcahy       For       For          Management
1.3   Elect Director Pamela M. Nicholson      For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management


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

ENERGY CONVERSION DEVICES, INC.

Ticker:       ENER           Security ID:  292659109
Meeting Date: NOV 18, 2008   Meeting Type: Annual
Record Date:  OCT 1, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect  Director Joseph A. Avila         For       For          Management
1.2   Elect  Director Alan E. Barton          For       For          Management
1.3   Elect  Director Christopher P. Belden   For       For          Management
1.4   Elect  Director Robert I. Frey          For       For          Management
1.5   Elect  Director William J. Ketelhut     For       For          Management
1.6   Elect  Director Mark D. Morelli         For       For          Management
1.7   Elect  Director Stephen Rabinowitz      For       For          Management
1.8   Elect  Director George A Schreiber, Jr. For       For          Management
2     Ratify Auditors                         For       For          Management


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

ENSCO INTERNATIONAL, INC.

Ticker:       ESV            Security ID:  26874Q100
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerald W. Haddock        For       For          Management
1.2   Elect Director Paul E. Rowsey, III      For       For          Management
1.3   Elect Director C. Christopher Gaut      For       For          Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Ratify Auditors                         For       For          Management


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

EOG RESOURCES, INC.

Ticker:       EOG            Security ID:  26875P101
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 5, 2009

#     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 James C. Day             For       For          Management
1.4   Elect Director Mark G. Papa             For       For          Management
1.5   Elect Director H. Leighton Steward      For       For          Management
1.6   Elect Director Donald F. Textor         For       For          Management
1.7   Elect Director Frank G. Wisner          For       For          Management
2     Ratify Auditors                         For       For          Management


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

EQUITY RESIDENTIAL

Ticker:       EQR            Security ID:  29476L107
Meeting Date: JUN 11, 2009   Meeting Type: Annual
Record Date:  MAR 31, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Trustee John W. Alexander         For       For          Management
1.2   Elect Trustee Charles L. Atwood         For       For          Management
1.3   Elect Trustee Boone A. Knox             For       For          Management
1.4   Elect Trustee John E. Neal              For       For          Management
1.5   Elect Trustee David J. Neithercut       For       For          Management
1.6   Elect Trustee Sheli Z. Rosenberg        For       For          Management
1.7   Elect Trustee Gerald A. Spector         For       For          Management
1.8   Elect Trustee B. Joseph White           For       For          Management
1.9   Elect Trustee Samuel Zell               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

EXELON CORPORATION

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

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


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

EXXON MOBIL CORP.

Ticker:       XOM            Security ID:  30231G102
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director M.J. Boskin              For       For          Management
1.2   Elect Director L.R. Faulkner            For       For          Management
1.3   Elect Director K.C. Frazier             For       For          Management
1.4   Elect Director .W. George               For       For          Management
1.5   Elect Director R.C. King                For       For          Management
1.6   Elect Director M.C. Nelson              For       For          Management
1.7   Elect Director S.J. Palmisano           For       For          Management
1.8   Elect Director S.S Reinemund            For       For          Management
1.9   Elect Director R.W. Tillerson           For       For          Management
1.10  Elect Director E.E. Whitacre, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Provide for Cumulative Voting           Against   Against      Shareholder
4     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
5     Reincorporate in Another State [from    Against   Against      Shareholder
      New Jersey to North Dakota]
6     Require Independent Board Chairman      Against   For          Shareholder
7     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
8     Compare CEO Compensation to Average     Against   Against      Shareholder
      U.S. per Capita Income
9     Review Anti-discrimination Policy on    Against   Against      Shareholder
      Corporate Sponsorships and Executive
      Perks
10    Amend EEO Policy to Prohibit            Against   Abstain      Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
11    Adopt Quantitative GHG Goals for        Against   Abstain      Shareholder
      Products and Operations
12    Report on Climate Change Impacts on     Against   Against      Shareholder
      Emerging Countries
13    Adopt Policy to Increase Renewable      Against   Against      Shareholder
      Energy


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

FIFTH THIRD BANCORP

Ticker:       FITB           Security ID:  316773100
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Darryl F. Allen          For       For          Management
1.2   Elect Director John F. Barrett          For       For          Management
1.3   Elect Director Ulysses L. Bridgeman,    For       For          Management
      Jr.
1.4   Elect Director James P. Hackett         For       For          Management
1.5   Elect Director Gary R. Heminger         For       For          Management
1.6   Elect Director Kevin T. Kabat           For       For          Management
1.7   Elect Director Mitchel D. Livingston    For       For          Management
1.8   Elect Director Hendrik G. Meijer        For       For          Management
1.9   Elect Director John J. Schiff, Jr.      For       For          Management
1.10  Elect Director Dudley S. Taft           For       For          Management
1.11  Elect Director Thomas W. Traylor        For       For          Management
1.12  Elect Director Marsha C. Williams       For       For          Management
2     Amend Articles of Incorporation         For       For          Management
3     Amend Nonqualified Employee Stock       For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management
5     Advisory Vote on Executive Compensation For       For          Management
6     Prepare Sustainability Report           Against   Against      Shareholder
7     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
8     Hire Advisor/Maximize Shareholder Value Against   Against      Shareholder


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

FIRSTENERGY CORP

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

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


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

FLIR SYSTEMS, INC.

Ticker:       FLIR           Security ID:  302445101
Meeting Date: MAY 1, 2009    Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Earl R. Lewis            For       For          Management
1.2   Elect Director Steven E. Wynne          For       For          Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
3     Ratify Auditors                         For       For          Management


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

FLUOR CORP.

Ticker:       FLR            Security ID:  343412102
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter K. Barker          For       For          Management
1.2   Elect Director Alan L. Boeckmann        For       For          Management
1.3   Elect Director Vilma S. Martinez        For       For          Management
1.4   Elect Director Dean R. O'Hare           For       For          Management
2     Ratify Auditors                         For       For          Management


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

FOREST LABORATORIES, INC.

Ticker:       FRX            Security ID:  345838106
Meeting Date: AUG 11, 2008   Meeting Type: Annual
Record Date:  JUN 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Howard Solomon           For       Withhold     Management
1.2   Elect Director L.S. Olanoff             For       Withhold     Management
1.3   Elect Director Nesli Basgoz             For       Withhold     Management
1.4   Elect Director William J. Candee, III   For       Withhold     Management
1.5   Elect Director George S. Cohan          For       Withhold     Management
1.6   Elect Director Dan L. Goldwasser        For       Withhold     Management
1.7   Elect Director Kenneth E. Goodman       For       Withhold     Management
1.8   Elect Director Lester B. Salans         For       Withhold     Management
2     Amend Articles of Incorporation         For       For          Management
3     Ratify Auditors                         For       For          Management


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

FOSTER WHEELER LTD

Ticker:       FWLT           Security ID:  G36535139
Meeting Date: JAN 27, 2009   Meeting Type: Court
Record Date:  DEC 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     APPROVAL OF THE SCHEME OF ARRANGEMENT   For       For          Management
      (THE REDOMESTICATION).
2     APPROVAL OF THE MOTION TO ADJOURN THE   For       For          Management
      MEETING TO A LATER DATE TO SOLICIT
      ADDITIONAL PROXIES IF THERE ARE
      INSUFFICIENT VOTES AT THE TIME OF THE
      MEETING TO APPROVE THE SCHEME OF
      ARRANGEMENT.


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

FREEPORT-MCMORAN COPPER & GOLD INC.

Ticker:       FCX            Security ID:  35671D857
Meeting Date: JUN 11, 2009   Meeting Type: Annual
Record Date:  APR 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard C. Adkerson      For       For          Management
1.2   Elect Director Robert J. Allison, Jr.   For       For          Management
1.3   Elect Director Robert A. Day            For       For          Management
1.4   Elect Director Gerald J. Ford           For       For          Management
1.5   Elect Director H. Devon Graham, Jr.     For       For          Management
1.6   Elect Director J. Bennett Johnston      For       For          Management
1.7   Elect Director Charles C. Krulak        For       For          Management
1.8   Elect Director Bobby Lee Lackey         For       For          Management
1.9   Elect Director Jon C. Madonna           For       For          Management
1.10  Elect Director Dustan E. McCoy          For       For          Management
1.11  Elect Director Gabrielle K. McDonald    For       For          Management
1.12  Elect Director James R. Moffett         For       For          Management
1.13  Elect Director B.M. Rankin, Jr.         For       For          Management
1.14  Elect Director J. Stapleton Roy         For       For          Management
1.15  Elect Director Stephen H. Siegele       For       For          Management
1.16  Elect Director J. Taylor Wharton        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Request Director Nominee Environmental  Against   Against      Shareholder
      Qualifications


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

FRONTIER COMMUNICATIONS CORP.

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

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


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

GANNETT CO., INC.

Ticker:       GCI            Security ID:  364730101
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Craig A. Dubow           For       For          Management
1.2   Elect Director Howard D. Elias          For       For          Management
1.3   Elect Director Marjorie Magner          For       For          Management
1.4   Elect Director Scott K. McCune          For       For          Management
1.5   Elect Director Duncan M. McFarland      For       For          Management
1.6   Elect Director Donna E. Shalala         For       For          Management
1.7   Elect Director Neal Shapiro             For       For          Management
1.8   Elect Director Karen Hastie Williams    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Anti Gross-up Policy              Against   For          Shareholder


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

GAP, INC., THE

Ticker:       GPS            Security ID:  364760108
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Adrian D. P. Bellamy     For       For          Management
1.2   Elect Director Domenico De Sole         For       For          Management
1.3   Elect Director Donald G. Fisher         For       For          Management
1.4   Elect Director Robert J. Fisher         For       For          Management
1.5   Elect Director Bob L. Martin            For       For          Management
1.6   Elect Director Jorge P. Montoya         For       For          Management
1.7   Elect Director Glenn K. Murphy          For       For          Management
1.8   Elect Director James M. Schneider       For       For          Management
1.9   Elect Director Mayo A. Shattuck III     For       For          Management
1.10  Elect Director Kneeland C. Youngblood   For       For          Management
2     Ratify Auditors                         For       For          Management


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

GENERAL DYNAMICS CORP.

Ticker:       GD             Security ID:  369550108
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Nicholas D. Chabraja     For       For          Management
2     Elect Director James S. Crown           For       For          Management
3     Elect Director William P. Fricks        For       For          Management
4     Elect Director Jay L. Johnson           For       For          Management
5     Elect Director George A. Joulwan        For       For          Management
6     Elect Director Paul G. Kaminski         For       For          Management
7     Elect Director John M. Keane            For       For          Management
8     Elect Director Deborah J. Lucas         For       For          Management
9     Elect Director Lester L. Lyles          For       For          Management
10    Elect Director J. Christopher Reyes     For       For          Management
11    Elect Director Robert Walmsley          For       For          Management
12    Approve Omnibus Stock Plan              For       For          Management
13    Approve Nonqualified Employee Stock     For       Against      Management
      Purchase Plan
14    Ratify Auditors                         For       For          Management
15    Report on Space-based Weapons Program   Against   Abstain      Shareholder
16    Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives


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

GENERAL ELECTRIC CO.

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

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


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

GENUINE PARTS CO.

Ticker:       GPC            Security ID:  372460105
Meeting Date: APR 20, 2009   Meeting Type: Annual
Record Date:  FEB 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mary B. Bullock          For       For          Management
1.2   Elect Director Jean Douville            For       For          Management
1.3   Elect Director Thomas C. Gallagher      For       For          Management
1.4   Elect Director George C. 'Jack' Guynn   For       For          Management
1.5   Elect Director John D. Johns            For       For          Management
1.6   Elect Director Michael M.E. Johns       For       For          Management
1.7   Elect Director J. Hicks Lanier          For       Withhold     Management
1.8   Elect Director Wendy B. Needham         For       For          Management
1.9   Elect Director Jerry W. Nix             For       For          Management
1.10  Elect Director Larry L. Prince          For       For          Management
1.11  Elect Director Gary W. Rollins          For       Withhold     Management
2     Ratify Auditors                         For       For          Management


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

GILEAD SCIENCES, INC.

Ticker:       GILD           Security ID:  375558103
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul Berg                For       For          Management
1.2   Elect Director John F. Cogan            For       For          Management
1.3   Elect Director Etienne F. Davignon      For       For          Management
1.4   Elect Director James M. Denny           For       For          Management
1.5   Elect Director Carla A. Hills           For       For          Management
1.6   Elect Director John W. Madigan          For       For          Management
1.7   Elect Director John C. Martin           For       For          Management
1.8   Elect Director Gordon E. Moore          For       For          Management
1.9   Elect Director Nicholas G. Moore        For       For          Management
1.10  Elect Director Richard J. Whitley       For       For          Management
1.11  Elect Director Gayle E. Wilson          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management


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

GOLDMAN SACHS GROUP, INC., THE

Ticker:       GS             Security ID:  38141G104
Meeting Date: MAY 8, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Lloyd C. Blankfein       For       For          Management
2     Elect Director John H. Bryan            For       For          Management
3     Elect Director Gary D. Cohn             For       For          Management
4     Elect Director Claes Dahlback           For       For          Management
5     Elect Director Stephen Friedman         For       For          Management
6     Elect Director William W. George        For       For          Management
7     Elect Director Rajat K. Gupta           For       Against      Management
8     Elect Director James A. Johnson         For       For          Management
9     Elect Director Lois D. Juliber          For       For          Management
10    Elect Director Lakshmi N. Mittal        For       Against      Management
11    Elect Director James J. Schiro          For       For          Management
12    Elect Director Ruth J. Simmons          For       For          Management
13    Ratify Auditors                         For       For          Management
14    Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
15    Provide for Cumulative Voting           Against   Against      Shareholder
16    Reduce Supermajority Vote Requirement   Against   For          Shareholder
17    Amend By-Laws to Establish Board U.S.   Against   Against      Shareholder
      Economic Security Committee
18    Report on Political Contributions       Against   Against      Shareholder


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

HALLIBURTON CO.

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

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


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

HARTFORD FINANCIAL SERVICES GROUP, INC., THE

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

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


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

HARTFORD FINANCIAL SERVICES GROUP, INC., THE

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

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


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

HASBRO, INC.

Ticker:       HAS            Security ID:  418056107
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     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 Kenneth A. Bronfin       For       For          Management
1.5   Elect Director John M. Connors, Jr.     For       For          Management
1.6   Elect Director Michael W.O. Garrett     For       For          Management
1.7   Elect Director E. Gordon Gee            For       For          Management
1.8   Elect Director Brian Goldner            For       For          Management
1.9   Elect Director Jack M. Greenberg        For       For          Management
1.10  Elect Director Alan G. Hassenfeld       For       For          Management
1.11  Elect Director Tracy A. Leinbach        For       For          Management
1.12  Elect Director Edward M. Philip         For       For          Management
1.13  Elect Director Paula Stern              For       For          Management
1.14  Elect Director Alfred J. Verrecchia     For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Ratify Auditors                         For       For          Management


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

HESS CORPORATION

Ticker:       HES            Security ID:  42809H107
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J.B. Hess                For       For          Management
1.2   Elect Director S.W. Bodman              For       For          Management
1.3   Elect Director R. Lavizzo-Mourey        For       For          Management
1.4   Elect Director C.G. Matthews            For       For          Management
1.5   Elect Director E.H. von Metzsch         For       For          Management
2     Ratify Auditors                         For       For          Management


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

HOME DEPOT, INC.

Ticker:       HD             Security ID:  437076102
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director F. Duane Ackerman        For       For          Management
2     Elect Director David H. Batchelder      For       For          Management
3     Elect Director Francis S. Blake         For       For          Management
4     Elect Director Ari Bousbib              For       For          Management
5     Elect Director Gregory D. Brenneman     For       For          Management
6     Elect Director Albert P. Carey          For       For          Management
7     Elect Director Armando Codina           For       For          Management
8     Elect Director Bonnie G. Hill           For       For          Management
9     Elect Director Karen L. Katen           For       For          Management
10    Ratify Auditors                         For       For          Management
11    Approve Right to Call Special Meetings  For       For          Management
12    Provide for Cumulative Voting           Against   Against      Shareholder
13    Call Special Meetings                   Against   For          Shareholder
14    Prepare Employment Diversity Report     Against   Abstain      Shareholder
15    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
16    Assess Energy Use and Establish         Against   Abstain      Shareholder
      Reduction Targets


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

ILLINOIS TOOL WORKS INC.

Ticker:       ITW            Security ID:  452308109
Meeting Date: MAY 8, 2009    Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William F. Aldinger      For       For          Management
1.2   Elect Director Marvin D. Brailsford     For       For          Management
1.3   Elect Director Susan Crown              For       For          Management
1.4   Elect Director Don H. Davis, Jr.        For       For          Management
1.5   Elect Director Robert C. McCormack      For       For          Management
1.6   Elect Director Robert S. Morrison       For       For          Management
1.7   Elect Director James A. Skinner         For       For          Management
1.8   Elect Director Harold B. Smith          For       For          Management
1.9   Elect Director David B. Speer           For       For          Management
1.10  Elect Director Pamela B. Strobel        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Submit SERP to Shareholder Vote         Against   Against      Shareholder


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

IMCLONE SYSTEMS INC.

Ticker:       IMCL           Security ID:  45245W109
Meeting Date: SEP 10, 2008   Meeting Type: Annual
Record Date:  JUL 18, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John E. Celentano        For       For          Management
1.2   Elect Director Alexander J. Denner      For       For          Management
1.3   Elect Director Thomas F. Deuel          For       For          Management
1.4   Elect Director Jules Haimovitz          For       For          Management
1.5   Elect Director Carl C. Icahn            For       For          Management
1.6   Elect Director John H. Johnson          For       For          Management
1.7   Elect Director Peter S. Liebert         For       For          Management
1.8   Elect Director Richard C. Mulligan      For       For          Management
1.9   Elect Director David Sidransky          For       For          Management
1.10  Elect Director Charles Woler            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


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

INGERSOLL-RAND COMPANY LIMITED

Ticker:       IR             Security ID:  G4776G101
Meeting Date: JUN 3, 2009    Meeting Type: Annual
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect A.C. Berzin as Director           For       For          Management
1b    Elect J. L. Cohon as Director           For       For          Management
1c    Elect G. D. Forsee as Director          For       For          Management
1d    Elect P. C. Godsoe as Director          For       For          Management
1e    Elect E. E. Hagenlocker as Director     For       For          Management
1f    Elect H.L. Henkel as Director           For       For          Management
1g    Elect C. J. Horner as Director          For       For          Management
1h    Elect T. E. Martin as Director          For       For          Management
1i    Elect P. Nachtigal as Director          For       For          Management
1j    Elect O. R. Smith as Director           For       For          Management
1k    Elect R. J. Swift as Director           For       For          Management
1l    Elect T. L. White as Director           For       For          Management
2     Approve an Advisory Proposal Relating   For       Against      Management
      to Executive Pay-For-Performance
      Compensation Policies and Procedures
3     Increase Number of Shares Reserved      For       For          Management
      Under 2007 Incentive Stock Plan
4     Approve PricewaterhouseCoopers LLP as   For       For          Management
      independent auditors of the company and
      authorize Board to Fix Their
      Remuneration


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

INGERSOLL-RAND COMPANY LIMITED

Ticker:       IR             Security ID:  G4776G101
Meeting Date: JUN 3, 2009    Meeting Type: Court
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Scheme of Arrangement           For       For          Management
2     Approve the Creation of Distributable   For       For          Management
      Reserves of Ingersoll-Rand Company
      Limited
3     Adjourn Meeting                         For       For          Management


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

INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Charlene Barshefsky      For       For          Management
2     Elect Director Susan L. Decker          For       For          Management
3     Elect Director John J. Donahoe          For       For          Management
4     Elect Director Reed E. Hundt            For       For          Management
5     Elect Director Paul S. Otellini         For       For          Management
6     Elect Director James D. Plummer         For       For          Management
7     Elect Director David S. Pottruck        For       For          Management
8     Elect Director Jane E. Shaw             For       For          Management
9     Elect Director John L. Thornton         For       For          Management
10    Elect Director Frank D. Yeary           For       For          Management
11    Elect Director David B. Yoffie          For       For          Management
12    Ratify Auditors                         For       For          Management
13    Amend Omnibus Stock Plan                For       For          Management
14    Approve Stock Option Exchange Program   For       For          Management
15    Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
16    Provide for Cumulative Voting           Against   Against      Shareholder
17    Adopt Policy on Human Rights to Water   Against   Abstain      Shareholder


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

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. J. P. Belda           For       For          Management
1.2   Elect Director C. Black                 For       For          Management
1.3   Elect Director W. R. Brody              For       For          Management
1.4   Elect Director K. I. Chenault           For       For          Management
1.5   Elect Director M. L. Eskew              For       For          Management
1.6   Elect Director S. A. Jackson            For       Against      Management
1.7   Elect Director T. Nishimuro             For       For          Management
1.8   Elect Director J. W. Owens              For       For          Management
1.9   Elect Director S. J. Palmisano          For       For          Management
1.10  Elect Director J. E. Spero              For       For          Management
1.11  Elect Director S. Taurel                For       For          Management
1.12  Elect Director L. H. Zambrano           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Provide for Cumulative Voting           Against   Against      Shareholder
5     Review Executive Compensation           Against   For          Shareholder
6     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 24, 2009

#     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 Michael M.E. Johns       For       For          Management
1.4   Elect Director Arnold G. Langbo         For       For          Management
1.5   Elect Director Susan L. Lindquist       For       For          Management
1.6   Elect Director Leo F. Mullin            For       For          Management
1.7   Elect Director Wiliam D. Perez          For       For          Management
1.8   Elect Director Charles Prince           For       For          Management
1.9   Elect Director David Satcher            For       For          Management
1.10  Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Crandall C. Bowles       For       For          Management
1.2   Elect Director Stephen B. Burke         For       For          Management
1.3   Elect Director David M. Cote            For       For          Management
1.4   Elect Director James S. Crown           For       For          Management
1.5   Elect Director James Dimon              For       For          Management
1.6   Elect Director Ellen V. Futter          For       For          Management
1.7   Elect Director William H. Gray, III     For       For          Management
1.8   Elect Director Laban P. Jackson, Jr.    For       For          Management
1.9   Elect Director David C. Novak           For       For          Management
1.10  Elect Director Lee R. Raymond           For       For          Management
1.11  Elect Director William C. Weldon        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
4     Disclose Prior Government Service       Against   Against      Shareholder
5     Provide for Cumulative Voting           Against   Against      Shareholder
6     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
7     Report on Predatory Lending Policies    Against   Against      Shareholder
8     Amend Key Executive Performance Plan    Against   Against      Shareholder
9     Stock Retention/Holding Period          Against   Against      Shareholder
10    Prepare Carbon Principles Report        Against   Abstain      Shareholder


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

KELLOGG CO.

Ticker:       K              Security ID:  487836108
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John T. Dillon           For       For          Management
1.2   Elect Director James M. Jenness         For       For          Management
1.3   Elect Director Donald R. Knauss         For       For          Management
1.4   Elect Director Robert A. Steele         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Approve Non-Employee Director           For       For          Management
      Restricted Stock Plan
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
6     Declassify the Board of Directors       Against   For          Shareholder


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

KEYCORP

Ticker:       KEY            Security ID:  493267108
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William G. Bares         For       For          Management
1.2   Elect Director Carol A. Cartwright      For       For          Management
1.3   Elect Director Kristen L. Manos         For       For          Management
1.4   Elect Director Thomas C. Stevens        For       For          Management
2     Require Majority Vote for Election of   For       For          Management
      Directors
3     Amend Votes Per Share of Existing Stock For       For          Management
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named Executive For       For          Management
      Officer's Compensation


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

KIMBERLY-CLARK CORP.

Ticker:       KMB            Security ID:  494368103
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John R. Alm              For       For          Management
1.2   Elect Director Dennis R. Beresford      For       For          Management
1.3   Elect Director John F. Bergstrom        For       For          Management
1.4   Elect Director Abelardo E. Bru          For       For          Management
1.5   Elect Director Robert W. Decherd        For       For          Management
1.6   Elect Director Thomas J. Falk           For       For          Management
1.7   Elect Director Mae C. Jemison           For       For          Management
1.8   Elect Director Ian C. Read              For       For          Management
1.9   Elect Director G. Craig Sullivan        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Provide Right to Call Special Meeting   For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Provide for Cumulative Voting           Against   Against      Shareholder


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

KING PHARMACEUTICALS INC.

Ticker:       KG             Security ID:  495582108
Meeting Date: JUN 4, 2009    Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. Charles Moyer         For       For          Management
1.2   Elect Director D. Gregory Rooker        For       For          Management
1.3   Elect Director Ted G. Wood              For       For          Management
1.4   Elect Director E.W. Deavenport, Jr.     For       For          Management
1.5   Elect Director Elizabeth M. Greetham    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

KOHL'S CORP.

Ticker:       KSS            Security ID:  500255104
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Peter Boneparth          For       For          Management
2     Elect Director Steven A. Burd           For       For          Management
3     Elect Director John F. Herma            For       For          Management
4     Elect Director Dale E. Jones            For       For          Management
5     Elect Director William S. Kellogg       For       For          Management
6     Elect Director Kevin Mansell            For       For          Management
7     Elect Director R. Lawrence Montgomery   For       For          Management
8     Elect Director Frank V. Sica            For       For          Management
9     Elect Director Peter M. Sommerhauser    For       For          Management
10    Elect Director Stephanie A. Streeter    For       For          Management
11    Elect Director Stephen E. Watson        For       For          Management
12    Ratify Auditors                         For       For          Management
13    Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

LEGGETT & PLATT, INC.

Ticker:       LEG            Security ID:  524660107
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 5, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Ralph W. Clark           For       For          Management
2     Elect Director R. Ted Enloe, III        For       For          Management
3     Elect Director Richard T. Fisher        For       For          Management
4     Elect Director Karl G. Glassman         For       For          Management
5     Elect Director David S. Haffner         For       For          Management
6     Elect Director Joseph W. McClanathan    For       For          Management
7     Elect Director Judy C. Odom             For       For          Management
8     Elect Director Maurice E. Purnell, Jr.  For       For          Management
9     Elect Director Phoebe A. Wood           For       For          Management
10    Ratify Auditors                         For       For          Management
11    Approve Executive Incentive Bonus Plan  For       For          Management
12    Amend EEO Policy to Prohibit            Against   Abstain      Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity


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

LEXMARK INTERNATIONAL, INC.

Ticker:       LXK            Security ID:  529771107
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Maples        For       For          Management
1.2   Elect Director Stephen R. Hardis        For       For          Management
1.3   Elect Director William R. Fields        For       For          Management
1.4   Elect Director Robert Holland, Jr.      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

LINCOLN NATIONAL CORP.

Ticker:       LNC            Security ID:  534187109
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George W. Henderson, III For       For          Management
1.2   Elect Director Eric G. Johnson          For       For          Management
1.3   Elect Director M. Leanne Lachman        For       For          Management
1.4   Elect Director Isaiah Tidwell           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

LOWE'S COMPANIES, INC.

Ticker:       LOW            Security ID:  548661107
Meeting Date: MAY 29, 2009   Meeting Type: Annual
Record Date:  MAR 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter C. Browning        For       For          Management
1.2   Elect Director Marshall O. Larsen       For       For          Management
1.3   Elect Director Stephen F. Page          For       For          Management
1.4   Elect Director O. Temple Sloan, Jr.     For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Eliminate Supermajority Vote            For       For          Management
      Requirement
5     Reincorporate in Another State from     Against   Against      Shareholder
      Delaware to North Dakota
6     Adopt Principles for Health Care Reform Against   Abstain      Shareholder
7     Require Independent Board Chairman      Against   For          Shareholder


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

MACROVISION SOLUTIONS CORP.

Ticker:       MVSN           Security ID:  55611C108
Meeting Date: JUL 15, 2008   Meeting Type: Special
Record Date:  JUN 9, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Omnibus Stock Plan              For       Against      Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


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

MARATHON OIL CORP.

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

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


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

MARSH & MCLENNAN COMPANIES, INC.

Ticker:       MMC            Security ID:  571748102
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leslie M. Baker, Jr.     For       For          Management
1.2   Elect Director Gwendolyn S. King        For       For          Management
1.3   Elect Director Marc D. Oken             For       For          Management
1.4   Elect Director David A. Olsen           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Reincorporate in Another State from     Against   Against      Shareholder
      Delaware to North Dakota
4     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
5     Report on Political Contributions       Against   Against      Shareholder


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

MARSHALL & ILSLEY CORPORATION

Ticker:       MI             Security ID:  571837103
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew N. Baur           For       For          Management
1.2   Elect Director Jon F. Chait             For       For          Management
1.3   Elect Director John W. Daniels, Jr.     For       Withhold     Management
1.4   Elect Director Mark F. Furlong          For       For          Management
1.5   Elect Director Ted D. Kellner           For       For          Management
1.6   Elect Director Dennis J. Kuester        For       For          Management
1.7   Elect Director David J. Lubar           For       For          Management
1.8   Elect Director Katharine C. Lyall       For       For          Management
1.9   Elect Director John A. Mellowes         For       For          Management
1.10  Elect Director San W. Orr, Jr.          For       For          Management
1.11  Elect Director Robert J. O'Toole        For       For          Management
1.12  Elect Director Peter M. Platten, III    For       For          Management
1.13  Elect Director John S. Shiely           For       For          Management
1.14  Elect Director George E. Wardeberg      For       For          Management
1.15  Elect Director James B. Wigdale         For       For          Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
6     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

MARVELL TECHNOLOGY GROUP LTD

Ticker:       MRVL           Security ID:  G5876H105
Meeting Date: JUL 11, 2008   Meeting Type: Annual
Record Date:  MAY 23, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     ELECTION OF CLASS 1 DIRECTOR: JOHN G.   For       Against      Management
      KASSAKIAN
2     ELECTION OF CLASS 2 DIRECTOR: KUO WEI   For       Against      Management
      (HERBERT) CHANG
3     ELECTION OF CLASS 2 DIRECTOR: JUERGEN   For       Against      Management
      GROMER, PH.D.
4     ELECTION OF CLASS 2 DIRECTOR: ARTURO    For       Against      Management
      KRUEGER
5     RATIFY AUDITORS                         For       For          Management


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

MASCO CORPORATION

Ticker:       MAS            Security ID:  574599106
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas G. Denomme        For       For          Management
1.2   Elect Director Richard A. Manoogian     For       For          Management
1.3   Elect Director Mary Ann Van Lokeren     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management


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

MASTERCARD INCORPORATED

Ticker:       MA             Security ID:  57636Q104
Meeting Date: JUN 9, 2009    Meeting Type: Annual
Record Date:  APR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard Haythornthwaite  For       For          Management
1.2   Elect Director David R. Carlucci        For       For          Management
1.3   Elect Director Robert W. Selander       For       For          Management
2     Amend Certificate of Incorporation to   For       For          Management
      Increase Size of Board and Amend
      Director Qualifications
3     Ratify Auditors                         For       For          Management


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

MATTEL, INC.

Ticker:       MAT            Security ID:  577081102
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael J. Dolan         For       For          Management
1.2   Elect Director Robert A. Eckert         For       For          Management
1.3   Elect Director Frances D. Fergusson     For       For          Management
1.4   Elect Director Tully M. Friedman        For       For          Management
1.5   Elect Director Dominic Ng               For       For          Management
1.6   Elect Director Vasant M. Prabhu         For       For          Management
1.7   Elect Director Andrea L. Rich           For       For          Management
1.8   Elect Director Ronald L. Sargent        For       For          Management
1.9   Elect Director Dean A. Scarborough      For       For          Management
1.10  Elect Director Christopher A. Sinclair  For       For          Management
1.11  Elect Director G. Craig Sullivan        For       For          Management
1.12  Elect Director Kathy Brittain White     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Product Safety and Working    Against   Against      Shareholder
      Conditions
4     Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings


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

MCDONALD'S CORP.

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Robert A. Eckert         For       For          Management
2     Elect Director Enrique Hernandez, Jr.   For       For          Management
3     Elect Director Jeanne P. Jackson        For       For          Management
4     Elect Director Andrew J. McKenna        For       For          Management
5     Ratify Auditors                         For       For          Management
6     Amend Omnibus Stock Plan                For       For          Management
7     Approve Executive Incentive Bonus Plan  For       For          Management
8     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
9     Phase out Sales of Eggs from Battery    Against   Abstain      Shareholder
      Cage Hens


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

MEMC ELECTRONIC MATERIALS, INC.

Ticker:       WFR            Security ID:  552715104
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  FEB 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Boehlke        For       For          Management
1.2   Elect Director C. Douglas Marsh         For       For          Management
1.3   Elect Director Michael McNamara         For       For          Management
2     Ratify Auditors                         For       For          Management


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

MERCK & CO., INC.

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

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


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

METLIFE, INC

Ticker:       MET            Security ID:  59156R108
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Robert Henrikson      For       For          Management
1.2   Elect Director John M. Keane            For       For          Management
1.3   Elect Director Catherine R. Kinney      For       For          Management
1.4   Elect Director Hugh B. Price            For       For          Management
1.5   Elect Director Kenton J. Sicchitano     For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management


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

MICROSOFT CORP.

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

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


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

MORGAN STANLEY

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

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


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

MORGAN STANLEY

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

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


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

MOTOROLA, INC.

Ticker:       MOT            Security ID:  620076109
Meeting Date: MAY 4, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director G. Brown                 For       For          Management
1.2   Elect Director D. Dorman                For       For          Management
1.3   Elect Director W. Hambrecht             For       For          Management
1.4   Elect Director S. Jha                   For       For          Management
1.5   Elect Director J. Lewent                For       For          Management
1.6   Elect Director K. Meister               For       For          Management
1.7   Elect Director T. Meredith              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 A. Vinciquerra           For       For          Management
1.12  Elect Director D. Warner III            For       For          Management
1.13  Elect Director J. White                 For       For          Management
2     Adjust Par Value of Common Stock        For       For          Management
3     Approve Repricing of Options            For       Against      Management
4     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
5     Advisory Vote to Ratify Named Executive For       Against      Management
      Officers' Compensation
6     Ratify Auditors                         For       For          Management
7     Provide for Cumulative Voting           Against   Against      Shareholder
8     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
9     Amend Human Rights Policies             Against   Against      Shareholder


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

MURPHY OIL CORP.

Ticker:       MUR            Security ID:  626717102
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frank W. Blue            For       For          Management
1.2   Elect Director Claiborne P. Deming      For       For          Management
1.3   Elect Director Robert A. Hermes         For       For          Management
1.4   Elect Director James V. Kelley          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 Directors Caroline G. Theus       For       For          Management
1.11  Elect Director David M. Wood            For       For          Management
2     Amend EEO Policy to Prohibit            Against   Abstain      Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
3     Ratify Auditors                         For       For          Management


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

NABORS INDUSTRIES, LTD.

Ticker:       NBR            Security ID:  G6359F103
Meeting Date: JUN 2, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Eugene M. Isenberg as  Director   For       For          Management
1.2   Elect William T. Comfort  as Director   For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      their Remuneration
3     Pay for Superior Performance            Against   For          Shareholder
4     Adopt a Policy in which the Company     Against   For          Shareholder
      will not Make or Promise to Make Any
      Death Benefit Payments to Senior
      Executives


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

NATIONAL OILWELL VARCO, INC.

Ticker:       NOV            Security ID:  637071101
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Merrill A. Miller, Jr.   For       For          Management
1.2   Elect Director Greg L. Armstrong        For       For          Management
1.3   Elect Director David D. Harrison        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


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

NOBLE CORPORATION

Ticker:       NE             Security ID:  G65422100
Meeting Date: MAR 17, 2009   Meeting Type: Special
Record Date:  FEB 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Change Country of Incorporation to      For       For          Management
      Switzerland Through a Scheme of
      Arrangement
2     Adjourn Meeting                         For       For          Management


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

NOBLE CORPORATION

Ticker:       NE             Security ID:  H5833N103
Meeting Date: MAY 28, 2009   Meeting Type: Annual
Record Date:  APR 14, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approval Of The Payment Of A Dividend   For       Did Not Vote Management
      Through A Reduction Of Thepar Value Of
      The Shares In An Amount Equal To Swiss
      Francs 0.25
2.1   Director Julie H. Edwards               For       Did Not Vote Management
2.2   Director Marc E. Leland                 For       Did Not Vote Management
2.3   Director David W. Williams              For       Did Not Vote Management
3     Approval Of The Appointment Of          For       Did Not Vote Management
      Pricewaterhousecoopers Llp Asnoble
      Corporation S Independent Registered
      Public Accountingfirm For 2009
4     Amend Articles Re: (Non-Routine)        For       Did Not Vote Management


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

NOBLE ENERGY, INC.

Ticker:       NBL            Security ID:  655044105
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey L. Berenson      For       For          Management
1.2   Elect Director Michael A. Cawley        For       For          Management
1.3   Elect Director Edward F. Cox            For       For          Management
1.4   Elect Director Charles D. Davidson      For       For          Management
1.5   Elect Director Thomas J. Edelman        For       For          Management
1.6   Elect Director Eric P. Grubman          For       For          Management
1.7   Elect Director Kirby L. Hedrick         For       For          Management
1.8   Elect Director Scott D. Urban           For       For          Management
1.9   Elect Director William T. Van Kleef     For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management


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

NORFOLK SOUTHERN CORP.

Ticker:       NSC            Security ID:  655844108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel A. Carp           For       For          Management
1.2   Elect Director Steven F. Leer           For       For          Management
1.3   Elect Director Michael D. Lockhart      For       For          Management
1.4   Elect Director Charles W. Moorman       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Political Contributions       Against   Against      Shareholder


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

NORTHWEST AIRLINES CORP.

Ticker:       NWA            Security ID:  667280408
Meeting Date: SEP 25, 2008   Meeting Type: Annual
Record Date:  JUL 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roy J. Bostock           For       For          Management
1.2   Elect Director David A. Brandon         For       For          Management
1.3   Elect Director Michael J. Durham        For       For          Management
1.4   Elect Director John M. Engler           For       For          Management
1.5   Elect Director Mickey P. Foret          For       For          Management
1.6   Elect Director Robert L. Friedman       For       For          Management
1.7   Elect Director Doris Kearns Goodwin     For       For          Management
1.8   Elect Director Jeffrey G. Katz          For       For          Management
1.9   Elect Director James J. Postl           For       For          Management
1.10  Elect Director Rodney E. Slater         For       For          Management
1.11  Elect Director Douglas M. Steenland     For       For          Management
1.12  Elect Director William S. Zoller        For       For          Management
2     Approve Reorganization                  For       For          Management
3     Ratify Auditors                         For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Adjourn Meeting                         For       For          Management


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

NUCOR CORP.

Ticker:       NUE            Security ID:  670346105
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Clayton C. Daley, Jr.    For       For          Management
1.2   Elect Director Harvey B. Gantt          For       For          Management
1.3   Elect Director Bernard L. Kasriel       For       For          Management
1.4   Elect Director Christopher J. Kearney   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
4     Declassify the Board of Directors       Against   For          Shareholder
5     Review and Assess Human Rights Policies Against   Abstain      Shareholder
6     Adopt Principles for Health Care Reform Against   Abstain      Shareholder


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

OCCIDENTAL PETROLEUM CORP.

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 1, 2009    Meeting Type: Annual
Record Date:  MAR 11, 2009

#     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. Chalsty          For       For          Management
1.4   Elect Director Edward P. Djerejian      For       For          Management
1.5   Elect Director John E. Feick            For       For          Management
1.6   Elect Director Ray R. Irani             For       For          Management
1.7   Elect Director Irvin W. Maloney         For       For          Management
1.8   Elect Director Avedick B. Poladian      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     Provide Right to Call Special Meeting   For       For          Management
4     Report on Host Country Social and       Against   Abstain      Shareholder
      Environmental Laws


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

ORACLE CORP.

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: OCT 10, 2008   Meeting Type: Annual
Record Date:  AUG 12, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey O. Henley        For       Withhold     Management
1.2   Elect Director Lawrence J. Ellison      For       Withhold     Management
1.3   Elect Director Donald L. Lucas          For       Withhold     Management
1.4   Elect Director Michael J. Boskin        For       Withhold     Management
1.5   Elect Director Jack F. Kemp             For       Withhold     Management
1.6   Elect Director Jeffrey S. Berg          For       Withhold     Management
1.7   Elect Director Safra A. Catz            For       Withhold     Management
1.8   Elect Director Hector Garcia-Molina     For       Withhold     Management
1.9   Elect Director H. Raymond Bingham       For       Withhold     Management
1.10  Elect Director Charles E. Phillips, Jr. For       Withhold     Management
1.11  Elect Director Naomi O. Seligman        For       Withhold     Management
1.12  Elect Director George H. Conrades       For       Withhold     Management
1.13  Elect Director Bruce R. Chizen          For       Withhold     Management
2     Approve Executive Incentive Bonus Plan  For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation


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

PEABODY ENERGY CORP.

Ticker:       BTU            Security ID:  704549104
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory H. Boyce         For       For          Management
1.2   Elect Director William E. James         For       For          Management
1.3   Elect Director Robert B. Karn III       For       For          Management
1.4   Elect Director M. Frances Keeth         For       For          Management
1.5   Elect Director Henry E. Lentz           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management


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

PEOPLE'S UNITED FINANCIAL, INC.

Ticker:       PBCT           Security ID:  712704105
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George P. Carter         For       For          Management
1.2   Elect Director Jerry Franklin           For       For          Management
1.3   Elect Director Eunice S. Groark         For       For          Management
1.4   Elect Director James A. Thomas          For       For          Management
2     Ratify Auditors                         For       For          Management


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

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director S.L. Brown               For       For          Management
2     Elect Director I.M. Cook                For       For          Management
3     Elect Director D. Dublon                For       For          Management
4     Elect Director V.J. Dzau                For       For          Management
5     Elect Director R.L. Hunt                For       For          Management
6     Elect Director A. Ibarguen              For       For          Management
7     Elect Director A.C. Martinez            For       For          Management
8     Elect Director I.K. Nooyi               For       For          Management
9     Elect Director S.P. Rockefeller         For       For          Management
10    Elect Director J.J. Schiro              For       Against      Management
11    Elect Director L.G. Trotter             For       For          Management
12    Elect Director D.Vasella                For       For          Management
13    Elect Director M.D. White               For       For          Management
14    Ratify Auditors                         For       For          Management
15    Amend Executive Incentive Bonus Plan    For       For          Management
16    Report on Recycling                     Against   Abstain      Shareholder
17    Report on Genetically Engineered        Against   Abstain      Shareholder
      Products
18    Report on Charitable Contributions      Against   Against      Shareholder
19    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

PFIZER INC.

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

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


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

PG&E CORP.

Ticker:       PCG            Security ID:  69331C108
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director David R. Andrews         For       For          Management
2     Elect Director C. Lee Cox               For       For          Management
3     Elect Director Peter A. Darbee          For       For          Management
4     Elect Director Maryellen C. Herringer   For       For          Management
5     Elect Director Roger H. Kimmel          For       For          Management
6     Elect Director Richard A. Meserve       For       For          Management
7     Elect Director Forrest E. Miller        For       For          Management
8     Elect Director Barbara L. Rambo         For       For          Management
9     Elect Director Barry Lawson Williams    For       For          Management
10    Ratify Auditors                         For       For          Management
11    Advisory Vote to Ratify Named Executive Against   Against      Shareholder
      Officers' Compensation
12    Reincorporate in Another State          Against   Against      Shareholder
      [California to North Dakota  ]


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

PPG INDUSTRIES, INC.

Ticker:       PPG            Security ID:  693506107
Meeting Date: APR 16, 2009   Meeting Type: Annual
Record Date:  FEB 20, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Charles E. Bunch         For       For          Management
1.2   Elect Director Robert Ripp              For       For          Management
1.3   Elect Director Thomas J. Usher          For       For          Management
1.4   Elect Director David R. Whitwam         For       For          Management
2     Ratify Auditors                         For       For          Management


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

PROGRESSIVE CORP., THE

Ticker:       PGR            Security ID:  743315103
Meeting Date: APR 24, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roger N. Farah           For       For          Management
1.2   Elect Director Stephen R. Hardis        For       For          Management
1.3   Elect Director Norman S. Matthews       For       For          Management
1.4   Elect Director Bradley T. Sheares       For       For          Management
2     Require Advance Notice for Shareholder  For       For          Management
      Proposals
3     Amend Nomination Procedures for the     For       For          Management
      Board
4     Ratify Auditors                         For       For          Management


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

PRUDENTIAL FINANCIAL INC

Ticker:       PRU            Security ID:  744320102
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas J. Baltimore, Jr. For       For          Management
1.2   Elect Director Frederic K. Becker       For       For          Management
1.3   Elect Director Gordon M. Bethune        For       For          Management
1.4   Elect Director Gaston Caperton          For       For          Management
1.5   Elect Director Gilbert F. Casellas      For       For          Management
1.6   Elect Director James G. Cullen          For       For          Management
1.7   Elect Director William H. Gray, III     For       For          Management
1.8   Elect Director Mark B. Grier            For       For          Management
1.9   Elect Director Jon F. Hanson            For       For          Management
1.10  Elect Director Constance J. Horner      For       For          Management
1.11  Elect Director Karl J. Krapek           For       For          Management
1.12  Elect Director Christine A. Poon        For       For          Management
1.13  Elect Director John R. Strangfield      For       For          Management
1.14  Elect Director James A. Unruh           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder


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

PUBLIC STORAGE

Ticker:       PSA            Security ID:  74460D109
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Trustee B. Wayne Hughes           For       For          Management
1.2   Elect Trustee Ronald L. Havner, Jr.     For       For          Management
1.3   Elect Trustee Dann V. Angeloff          For       For          Management
1.4   Elect Trustee William C. Baker          For       Withhold     Management
1.5   Elect Trustee John T. Evans             For       For          Management
1.6   Elect Director Tamara Hughes Gustavson  For       For          Management
1.7   Elect Trustee Uri P. Harkham            For       For          Management
1.8   Elect Trustee B. Wayne Hughes, Jr       For       For          Management
1.9   Elect Director Harvey Lenkin            For       For          Management
1.10  Elect Trustee Gary E. Pruitt            For       For          Management
1.11  Elect Trustee Daniel C. Staton          For       For          Management
2     Ratify Auditors                         For       For          Management


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

QUALCOMM INC

Ticker:       QCOM           Security ID:  747525103
Meeting Date: MAR 3, 2009    Meeting Type: Annual
Record Date:  JAN 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barbara T. Alexander     For       For          Management
1.2   Elect Director Stephen M. Bennett       For       For          Management
1.3   Elect Director Donald G. Cruickshank    For       For          Management
1.4   Elect Director Raymond V. Dittamore     For       For          Management
1.5   Elect Director Thomas W. Horton         For       For          Management
1.6   Elect Director Irwin Mark Jacobs        For       For          Management
1.7   Elect Director Paul E. Jacobs           For       For          Management
1.8   Elect Director Robert E. Kahn           For       For          Management
1.9   Elect Director Sherry Lansing           For       For          Management
1.10  Elect Director Duane A. Nelles          For       For          Management
1.11  Elect Director Marc I. Stern            For       For          Management
1.12  Elect Director Brent Scowcroft          For       For          Management
2     Ratify Auditors                         For       For          Management


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

QUEST DIAGNOSTICS INCORPORATED

Ticker:       DGX            Security ID:  74834L100
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jenne K. Britell         For       For          Management
1.2   Elect Director Gail R. Wilensky         For       For          Management
1.3   Elect Director John B. Ziegler          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Non-Employee Director Omnibus     For       For          Management
      Stock Plan
4     Ratify Auditors                         For       For          Management


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

REPUBLIC SERVICES, INC.

Ticker:       RSG            Security ID:  760759100
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James E. O'Connor        For       For          Management
1.2   Elect Director John W. Croghan          For       For          Management
1.3   Elect Director James W. Crownover       For       For          Management
1.4   Elect Director William J. Flynn         For       For          Management
1.5   Elect Director David I. Foley           For       For          Management
1.6   Elect Director Nolan Lehmann            For       For          Management
1.7   Elect Director W. Lee Nutter            For       For          Management
1.8   Elect Director Ramon A. Rodriguez       For       For          Management
1.9   Elect Director Allan C. Sorensen        For       For          Management
1.10  Elect Director John M. Trani            For       For          Management
1.11  Elect Director Michael W. Wickham       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


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

RESEARCH IN MOTION LTD

Ticker:       RIM            Security ID:  760975102
Meeting Date: JUL 15, 2008   Meeting Type: Annual
Record Date:  MAY 27, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect James Balsillie, Mike Lazaridis,  For       For          Management
      James Estill, David Kerr, Roger Martin,
      John Richardson, Barbara Stymiest and
      John Wetmore as Directors
2     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration


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

RITE AID CORP.

Ticker:       RAD            Security ID:  767754104
Meeting Date: DEC 2, 2008    Meeting Type: Special
Record Date:  OCT 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Reverse Stock Split             For       For          Management
2     Reduce Authorized Common                For       For          Management


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

SCHERING-PLOUGH CORP.

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

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


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

SHERWIN-WILLIAMS CO., THE

Ticker:       SHW            Security ID:  824348106
Meeting Date: APR 15, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Arthur F. Anton          For       For          Management
1.2   Elect Director James C. Boland          For       For          Management
1.3   Elect Director Christopher M. Connor    For       For          Management
1.4   Elect Director David F. Hodnik          For       For          Management
1.5   Elect Director Susan J. Kropf           For       For          Management
1.6   Elect Director Gary E. McCullough       For       For          Management
1.7   Elect Director A. Malachi Mixon, III    For       For          Management
1.8   Elect Director Curtis E. Moll           For       For          Management
1.9   Elect Director Richard K. Smucker       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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

SLM CORPORATION (SALLIE MAE)

Ticker:       SLM            Security ID:  78442P106
Meeting Date: MAY 22, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Ann Torre Bates          For       For          Management
2     Elect Director William M. Diefenderfer, For       For          Management
      III
3     Elect Director Diane Suitt Gilleland    For       For          Management
4     Elect Director Earl A. Goode            For       For          Management
5     Elect Director Ronald F. Hunt           For       For          Management
6     Elect Director Albert L. Lord           For       For          Management
7     Elect Director Michael E. Martin        For       For          Management
8     Elect Director Barry A. Munitz          For       For          Management
9     Elect Director Howard H. Newman         For       For          Management
10    Elect Director A. Alexander Porter, Jr. For       For          Management
11    Elect Director Frank C. Puleo           For       For          Management
12    Elect Director Wolfgang Schoellkopf     For       For          Management
13    Elect Director Steven L. Shapiro        For       For          Management
14    Elect Director J. Terry Strange         For       For          Management
15    Elect Director Anthony P. Terracciano   For       For          Management
16    Elect Director Barry L. Williams        For       For          Management
17    Approve Non-Employee Director Omnibus   For       For          Management
      Stock Plan
18    Approve Omnibus Stock Plan              For       For          Management
19    Ratify Auditors                         For       For          Management


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

SOUTHERN COMPANY

Ticker:       SO             Security ID:  842587107
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Juanita Powell Baranco   For       For          Management
1.2   Elect Director Francis S. Blake         For       For          Management
1.3   Elect Director Jon A. Boscia            For       For          Management
1.4   Elect Director Thomas F. Chapman        For       For          Management
1.5   Elect Director H. William Habermeyer,   For       For          Management
      Jr.
1.6   Elect Director Veronica M. "Ronee"      For       For          Management
      Hagen
1.7   Elect Director Warren A. Hood, Jr.      For       For          Management
1.8   Elect Director Donald M. James          For       For          Management
1.9   Elect Director J. Neal Purcell          For       For          Management
1.10  Elect Director David M. Ratcliffe       For       For          Management
1.11  Elect Director William G. Smith, Jr.    For       For          Management
1.12  Elect Director Gerald J. St. Pe         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting and Eliminate     For       For          Management
      Cumulative Voting for Uncontested
      Election of Directors
4     Eliminate Cumulative Voting             For       For          Management
5     Report on Reducing GHG Emissions        Against   Abstain      Shareholder
6     Submit SERP to Shareholder Vote         Against   Against      Shareholder


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

SOUTHWEST AIRLINES CO.

Ticker:       LUV            Security ID:  844741108
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David W. Biegler         For       For          Management
1.2   Elect Director C. Webb Crockett         For       Withhold     Management
1.3   Elect Director William H. Cunningham    For       Withhold     Management
1.4   Elect Director John G. Denison          For       For          Management
1.5   Elect Director Travis C. Johnson        For       For          Management
1.6   Elect Director Gary C. Kelly            For       For          Management
1.7   Elect Director Nancy B. Loeffler        For       For          Management
1.8   Elect Director John T. Montford         For       For          Management
1.9   Elect Director Daniel D. Villanueva     For       For          Management
2     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
3     Ratify Auditors                         For       For          Management
4     Reincorporate in Another State from     Against   Against      Shareholder
      Texas to North Dakota
5     Adopt Principles for Health Care Reform Against   Abstain      Shareholder


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

SOUTHWESTERN ENERGY CO.

Ticker:       SWN            Security ID:  845467109
Meeting Date: MAY 19, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lewis E. Epley, Jr.      For       For          Management
1.2   Elect Director Robert L. Howard         For       For          Management
1.3   Elect Director Harold M. Korell         For       For          Management
1.4   Elect Director Vello A. Kuuskraa        For       For          Management
1.5   Elect Director Kenneth R. Mourton       For       For          Management
1.6   Elect Director Charles E. Scharlau      For       For          Management
2     Ratify Auditors                         For       For          Management


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

SPECTRA ENERGY CORP.

Ticker:       SE             Security ID:  847560109
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Declassify the Board of Directors       For       For          Management
2.1   Elect Director Gregory L. Ebel          For       For          Management
2.2   Elect Director Peter B. Hamilton        For       For          Management
2.3   Elect Director Michael E. J. Phelps     For       For          Management
3     Ratify Auditors                         For       For          Management


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

SPRINT NEXTEL CORPORATION

Ticker:       S              Security ID:  852061100
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Bennett        For       For          Management
1.2   Elect Director Gordon M. Bethune        For       For          Management
1.3   Elect Director Larry C. Glasscock       For       For          Management
1.4   Elect Director James H. Hance, Jr.      For       For          Management
1.5   Elect Director Daniel R. Hesse          For       For          Management
1.6   Elect Director V. Janet Hill            For       For          Management
1.7   Elect Director Frank Ianna              For       For          Management
1.8   Elect Director Sven-Christer Nilsson    For       For          Management
1.9   Elect Director William R. Nuti          For       For          Management
1.10  Elect Director Rodney O'Neal            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
4     Amend Bylaws-- Call Special Meetings    Against   For          Shareholder
5     Report on Political Contributions       Against   Against      Shareholder


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

STATE STREET CORP. (BOSTON)

Ticker:       STT            Security ID:  857477103
Meeting Date: MAY 20, 2009   Meeting Type: Annual
Record Date:  MAR 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director K. Burnes                For       For          Management
1.2   Elect Director P. Coym                  For       For          Management
1.3   Elect Director P. de Saint-Aignan       For       For          Management
1.4   Elect Director A. Fawcett               For       For          Management
1.5   Elect Director D. Gruber                For       For          Management
1.6   Elect Director L. Hill                  For       For          Management
1.7   Elect Director R. Kaplan                For       For          Management
1.8   Elect Director C. LaMantia              For       For          Management
1.9   Elect Director R. Logue                 For       For          Management
1.10  Elect Director R. Sergel                For       For          Management
1.11  Elect Director R. Skates                For       For          Management
1.12  Elect Director G. Summe                 For       For          Management
1.13  Elect Director R. Weissman              For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named Executive For       Against      Management
      Officers' Compensation
5     Ratify Auditors                         For       For          Management
6     Limit Auditor from Providing Non-Audit  Against   Against      Shareholder
      Services


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

SUNOCO, INC.

Ticker:       SUN            Security ID:  86764P109
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  FEB 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director R. J. Darnall            For       For          Management
1.2   Elect Director G. W. Edwards            For       For          Management
1.3   Elect Director L. L. Elsenhans          For       For          Management
1.4   Elect Director U. O. Fairbairn          For       For          Management
1.5   Elect Director T. P. Gerrity            For       For          Management
1.6   Elect Director R. B. Greco              For       For          Management
1.7   Elect Director J. P. Jones, III         For       For          Management
1.8   Elect Director J. G. Kaiser             For       For          Management
1.9   Elect Director J. W. Rowe               For       For          Management
1.10  Elect Director J. K. Wulff              For       For          Management
2     Amend Non-Employee Director Stock       For       For          Management
      Option Plan
3     Ratify Auditors                         For       For          Management


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

SUNTRUST BANKS, INC.

Ticker:       STI            Security ID:  867914103
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 18, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alston D. Correll        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 David H. Hughes          For       For          Management
1.5   Elect Director M. Douglas Ivester       For       For          Management
1.6   Elect Director G. Gilmer Minor, III     For       For          Management
1.7   Elect Director James M. Wells III       For       For          Management
1.8   Elect Director Karen Hastie Williams    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote on Executive Compensation For       For          Management


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

TORCHMARK CORP.

Ticker:       TMK            Security ID:  891027104
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David L. Boren           For       For          Management
1.2   Elect Director M. Jane Buchan           For       For          Management
1.3   Elect Director Robert W. Ingram         For       For          Management
1.4   Elect Director Paul J. Zucconi          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors


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

TRANSOCEAN INC.

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

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


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

TRAVELERS COMPANIES, INC., THE

Ticker:       TRV            Security ID:  89417E109
Meeting Date: MAY 5, 2009    Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan L. Beller           For       For          Management
1.2   Elect Director John H. Dasburg          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       For          Management
1.7   Elect Director Patricia L. Higgins      For       For          Management
1.8   Elect Director Thomas R. Hodgson        For       For          Management
1.9   Elect Director Cleve L. Killingsworth,  For       For          Management
      Jr.
1.10  Elect Director Robert I. Lipp           For       For          Management
1.11  Elect Director Blythe J. McGarvie       For       For          Management
1.12  Elect Director Laurie J. Thomsen        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Report on Political Contributions       Against   Against      Shareholder


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

TYCO ELECTRONICS LTD.

Ticker:       TEL            Security ID:  G9144P105
Meeting Date: JUN 22, 2009   Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Pierre R. Brondeau as Director  For       Withhold     Management
1.2   Reelect Ram Charan as Director          For       For          Management
1.3   Reelect Juergen W. Gromer as Director   For       For          Management
1.4   Reelect Robert M. Hernandez as Director For       For          Management
1.5   Reelect Thomas J. Lynch as Director     For       For          Management
1.6   Reelect Daniel J. Phelan as Director    For       For          Management
1.7   Reelect Frederic M. Poses as Director   For       For          Management
1.8   Reelect Lawrence S. Smith as Director   For       Withhold     Management
1.9   Reelect Paula A. Sneed as Director      For       For          Management
1.10  Reelect David P. Steiner as Director    For       For          Management
1.11  Reelect John C. Van Scoter as Director  For       For          Management
2     Approve Amended and Restated Tyco       For       For          Management
      Electronics Ltd. 2007 Stock and
      Incentive Plan
3     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


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

TYCO ELECTRONICS LTD.

Ticker:       TEL            Security ID:  G9144P105
Meeting Date: JUN 22, 2009   Meeting Type: Special
Record Date:  APR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Change Country of Incorporation from    For       For          Management
      Bermuda to Switzerland
2     Amend Bye-laws Re: Eliminate Certain    For       For          Management
      Supermajority Vote Requirements
3     Amend Bye-laws Re: Increase Registered  For       For          Management
      Share Capital
4     Approve  Dividend of USD 0.16 Per Share For       For          Management
      Through a Reduction in Share Capital
5     Approve Swiss Law as the Authoritative  For       For          Management
      Governing Legislation
6     Change Company Name to Tyco Electronics For       For          Management
      Ltd.
7     Amend Corporate Purpose                 For       For          Management
8     Adopt New Articles of Association       For       For          Management
9     Approve Schaffhausen, Switzerland as    For       For          Management
      Principal Place of Business
10    Appoint PricewaterhouseCoopers AG,      For       For          Management
      Zurich as Special Auditor
11    Ratify Deloitte AG as Auditors          For       For          Management
12    Approve Additional Provisions to the    For       Against      Management
      Articles of Association Re: Limit the
      Number of Shares that may be Registered
13    Approve Additional Provisions to the    For       Against      Management
      Articles of Association Re:
      Supermajority Vote and Amendment to the
      Provisions in Proposal 12
14    Adjourn Meeting                         For       For          Management


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  G9143X208
Meeting Date: MAR 12, 2009   Meeting Type: Annual
Record Date:  JAN 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Edward D. Breen as Director       For       For          Management
1.2   Elect Timothy M. Donahue as Director    For       For          Management
1.3   Elect Brian Duperreault as Director     For       For          Management
1.4   Elect Bruce S. Gordon as Director       For       For          Management
1.5   Elect Rajiv Gupta as Director           For       Withhold     Management
1.6   Elect John A. Krol  as Director         For       For          Management
1.7   Elect Brendan R. O' Neil as Director    For       Withhold     Management
1.8   Elect William S. Stavropoulos as        For       For          Management
      Director
1.9   Elect Sandra Wijnberg as Director       For       For          Management
1.10  Elect Jerome B. York as Director        For       Withhold     Management
1.11  Elect David Yost as Director            For       For          Management
2     Approve Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration
3     Amend 2004 Stock and Incentive Plan     For       For          Management


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

TYCO INTERNATIONAL LTD.

Ticker:       TYC            Security ID:  G9143X208
Meeting Date: MAR 12, 2009   Meeting Type: Special
Record Date:  JAN 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Change of Domicile                      For       For          Management
2     Increase Authorized Capital             For       For          Management
3     Change Company Name to Tyco             For       For          Management
      International Ltd.
4     Amend Corporate Purpose                 For       For          Management
5     Adopt New Articles of Association       For       For          Management
6     Confirmation of Swiss Law as the        For       For          Management
      Authoritative Governing Legislation
7     Approve Schaffhausen, Switzerland as    For       For          Management
      Our Principal Place of Business
8     Appoint PriceWaterhouseCoopers AG,      For       For          Management
      Zurich as Special Auditor
9     Ratify Deloitte AG as Auditors          For       For          Management
10    Approve Dividends in the Form of a      For       For          Management
      Capital Reduction
11    Adjourn Meeting                         For       For          Management


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

UNION PACIFIC CORP.

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 14, 2009   Meeting Type: Annual
Record Date:  MAR 6, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew H. Card, Jr.      For       For          Management
1.2   Elect Director Erroll B. Davis, Jr.     For       For          Management
1.3   Elect Director Thomas J. Donohue        For       For          Management
1.4   Elect Director Archie W. Dunham         For       For          Management
1.5   Elect Director Judith Richards Hope     For       For          Management
1.6   Elect Director Charles C. Krulak        For       For          Management
1.7   Elect Director Michael R. McCarthy      For       For          Management
1.8   Elect Director Michael W. McConnell     For       For          Management
1.9   Elect Director Thomas F. McLarty III    For       For          Management
1.10  Elect Director Steven R. Rogel          For       For          Management
1.11  Elect Director Jose H. Villarreal       For       For          Management
1.12  Elect Director James R. Young           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Political Contributions       Against   Against      Shareholder


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

UNITED STATES STEEL CORP.

Ticker:       X              Security ID:  912909108
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frank J. Lucchino        For       For          Management
1.2   Elect Director Seth E. Schofield        For       For          Management
1.3   Elect Director John P. Surma            For       For          Management
1.4   Elect Director David S. Sutherland      For       For          Management
2     Ratify Auditors                         For       For          Management


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

UNITED TECHNOLOGIES CORP.

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 8, 2009    Meeting Type: Annual
Record Date:  FEB 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Louis R. Chenevert       For       For          Management
1.2   Elect Director George David             For       For          Management
1.3   Elect Director John V. Faraci           For       For          Management
1.4   Elect Director Jean-Pierre Garnier      For       For          Management
1.5   Elect Director Jamie S. Gorelick        For       For          Management
1.6   Elect Director Carlos M. Gutierrez      For       For          Management
1.7   Elect Director Edward A. Kangas         For       For          Management
1.8   Elect Director Charles R. Lee           For       For          Management
1.9   Elect Director Richard D. McCormick     For       For          Management
1.10  Elect Director Harold McGraw III        For       For          Management
1.11  Elect Director Richard B. Myers         For       For          Management
1.12  Elect Director H. Patrick Swygert       For       For          Management
1.13  Elect Director Andre Villeneuve         For       For          Management
1.14  Elect Director Christine Todd Whitman   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Report on Foreign Military Sales        Against   Against      Shareholder
      Offsets


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 2, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director William C. Ballard, Jr.  For       Against      Management
2     Elect Director Richard T. Burke         For       Against      Management
3     Elect Director Robert J. Darretta       For       For          Management
4     Elect Director Stephen J. Hemsley       For       Against      Management
5     Elect Director Michele J. Hooper        For       For          Management
6     Elect Director Douglas W. Leatherdale   For       Against      Management
7     Elect Director Glenn M. Renwick         For       For          Management
8     Elect Director Kenneth I. Shine, M.D.   For       For          Management
9     Elect Director Gail R. Wilensky, Ph.D.  For       Against      Management
10    Ratify Auditors                         For       Against      Management
11    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation


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

VALERO ENERGY CORP.

Ticker:       VLO            Security ID:  91913Y100
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jerry D. Choate          For       For          Management
1.2   Elect Director William R. Klesse        For       For          Management
1.3   Elect Director Donald L. Nickles        For       For          Management
1.4   Elect Director Susan Kaufman Purcell    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
4     Stock Retention/Holding Period          Against   Against      Shareholder
5     Disclose Information on Compensation    Against   For          Shareholder
      Consultant
6     Report on Political Contributions       Against   Against      Shareholder


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

VF CORP.

Ticker:       VFC            Security ID:  918204108
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  MAR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Hurst          For       For          Management
1.2   Elect Director W. Alan McCollough       For       For          Management
1.3   Elect Director M. Rust Sharp            For       For          Management
1.4   Elect Director Raymond G. Viault        For       For          Management
2     Ratify Auditors                         For       For          Management


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

W.W. GRAINGER, INC.

Ticker:       GWW            Security ID:  384802104
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian P. Anderson        For       For          Management
1.2   Elect Director Wilbur H. Gantz          For       For          Management
1.3   Elect Director V. Ann Hailey            For       For          Management
1.4   Elect Director William K. Hall          For       For          Management
1.5   Elect Director Richard L. Keyser        For       For          Management
1.6   Elect Director Stuart L. Levenick       For       For          Management
1.7   Elect Director John W. McCarter, Jr.    For       For          Management
1.8   Elect Director Neil S. Novich           For       For          Management
1.9   Elect Director Michael J. Roberts       For       For          Management
1.10  Elect Director Gary L. Rogers           For       For          Management
1.11  Elect Director James T. Ryan            For       For          Management
1.12  Elect Director James D. Slavik          For       For          Management
1.13  Elect Director Harold B. Smith          For       For          Management
2     Ratify Auditors                         For       For          Management


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

WACHOVIA CORP.

Ticker:       WB             Security ID:  929903102
Meeting Date: DEC 23, 2008   Meeting Type: Special
Record Date:  NOV 3, 2008

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


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

WAL-MART STORES, INC.

Ticker:       WMT            Security ID:  931142103
Meeting Date: JUN 5, 2009    Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Aida M. Alvarez          For       For          Management
2     Elect Director James W. Breyer          For       For          Management
3     Elect Director M. Michele Burns         For       For          Management
4     Elect Director James I. Cash, Jr.       For       For          Management
5     Elect Director Roger C. Corbett         For       For          Management
6     Elect Director Douglas N. Daft          For       For          Management
7     Elect Director Michael T. Duke          For       For          Management
8     Elect Director Gregory B. Penner        For       For          Management
9     Elect Director Allen I. Questrom        For       For          Management
10    Elect Director H. Lee Scott, Jr.        For       For          Management
11    Elect Director Arne M. Sorenson         For       For          Management
12    Elect Director Jim C. Walton            For       For          Management
13    Elect Director S. Robson Walton         For       For          Management
14    Elect Director Christopher J. Williams  For       For          Management
15    Elect Director Linda S. Wolf            For       For          Management
16    Ratify Auditors                         For       For          Management
17    Amend EEO Policy to Prohibit            Against   Abstain      Shareholder
      Discrimination based on Sexual
      Orientation and Gender Identity
18    Pay For Superior Performance            Against   Against      Shareholder
19    Advisory Vote to Ratify Named Executive Against   For          Shareholder
      Officers' Compensation
20    Report on Political Contributions       Against   Against      Shareholder
21    Amend Articles/Bylaws/Charter -- Call   Against   For          Shareholder
      Special Meetings
22    Stock Retention/Holding Period          Against   Against      Shareholder


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

WASTE MANAGEMENT, INC.

Ticker:       WMI            Security ID:  94106L109
Meeting Date: MAY 8, 2009    Meeting Type: Annual
Record Date:  MAR 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pastora San Juan         For       For          Management
      Cafferty
1.2   Elect Director Frank M. Clark, Jr.      For       For          Management
1.3   Elect Director Patrick W. Gross         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       Against      Management
3     Amend Qualified Employee Stock Purchase For       For          Management
      Plan
4     Approve Omnibus Stock Plan              For       For          Management
5     Report on Political Contributions       Against   Against      Shareholder
6     Reduce Supermajority Vote Requirement   Against   For          Shareholder


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

WEATHERFORD INTERNATIONAL LTD

Ticker:       WFT            Security ID:  H27013103
Meeting Date: MAY 7, 2009    Meeting Type: Annual
Record Date:  APR 3, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Bernhard Duroc-Danner as        For       Did Not Vote Management
      Director
1.2   Reelect Nicholas Brady as Director      For       Did Not Vote Management
1.3   Reelect David Butters as Director       For       Did Not Vote Management
1.4   Reelect William Macaulay as Director    For       Did Not Vote Management
1.5   Reelect Robert Millard as Director      For       Did Not Vote Management
1.6   Reelect Robert Moses as Director        For       Did Not Vote Management
1.7   Reelect Robert Rayne as Director        For       Did Not Vote Management
2     Ratify Ernst & Young LLP as Independent For       Did Not Vote Management
      Registered Public Accounting Firm and
      Ernst & Young AG as Statutory Auditors
3     Transact Other Business (Non-Voting)    None      Did Not Vote Management


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

WELLS FARGO AND COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  FEB 27, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director John D. Baker II         For       For          Management
2     Elect Director John S. Chen             For       For          Management
3     Elect Director Lloyd H. Dean            For       For          Management
4     Elect Director Susan E. Engel           For       For          Management
5     Elect Director Enrique Hernandez, Jr.   For       For          Management
6     Elect Director Donald M. James          For       For          Management
7     Elect Director Robert L. Joss           For       For          Management
8     Elect Director Richard M. Kovacevich    For       For          Management
9     Elect Director Richard D. McCormick     For       For          Management
10    Elect Director Mackey J. McDonald       For       For          Management
11    Elect Director Cynthia H. Milligan      For       Against      Management
12    Elect Director Nicholas G. Moore        For       For          Management
13    Elect Director Philip J. Quigley        For       Against      Management
14    Elect Director Donald B. Rice           For       Against      Management
15    Elect Director Judith M. Runstad        For       For          Management
16    Elect Director Stephen W. Sanger        For       For          Management
17    Elect Director Robert K. Steel          For       For          Management
18    Elect Director John G. Stumpf           For       For          Management
19    Elect Director Susan G. Swenson         For       For          Management
20    Advisory Vote to Ratify Named Executive For       For          Management
      Officers' Compensation
21    Ratify Auditors                         For       For          Management
22    Amend Omnibus Stock Plan                For       Against      Management
23    Require Independent Board Chairman      Against   For          Shareholder
24    Report on Political Contributions       Against   Against      Shareholder


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

WESTERN UNION COMPANY, THE

Ticker:       WU             Security ID:  959802109
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roberto G. Mendoza       For       For          Management
1.2   Elect Director Michael A. Miles, Jr.    For       For          Management
1.3   Elect Director Dennis Stevenson         For       For          Management
2     Ratify Auditors                         For       For          Management


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

XEROX CORPORATION

Ticker:       XRX            Security ID:  984121103
Meeting Date: MAY 21, 2009   Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Glenn A. Britt           For       For          Management
1.2   Elect Director Ursula M. Burns          For       For          Management
1.3   Elect Director Richard J. Harrington    For       For          Management
1.4   Elect Director William Curt Hunter      For       For          Management
1.5   Elect Director Robert A. McDonald       For       For          Management
1.6   Elect Director Anne M. Mulcahy          For       Against      Management
1.7   Elect Director N. J. Nicholas, Jr.      For       For          Management
1.8   Elect Director Charles Prince           For       For          Management
1.9   Elect Director Ann N. Reese             For       For          Management
1.10  Elect Director Mary Agnes Wilderotter   For       For          Management
2     Ratify Auditors                         For       For          Management


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

YAHOO!, INC.

Ticker:       YHOO           Security ID:  984332106
Meeting Date: AUG 1, 2008    Meeting Type: Proxy Contest
Record Date:  JUN 3, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)
1.1   Elect Director Roy J. Bostock           For       For          Management
1.2   Elect Director Ronald W. Burkle         For       For          Management
1.3   Elect Director Eric Hippeau             For       For          Management
1.4   Elect Director Vyomesh Joshi            For       For          Management
1.5   Elect Director Arthur H. Kern           For       For          Management
1.6   Elect Director Robert A. Kotick         For       For          Management
1.7   Elect Director Mary Agnes Wilderotter   For       For          Management
1.8   Elect Director Gary L. Wilson           For       For          Management
1.9   Elect Director Jerry Yang               For       For          Management
2     Ratify Auditors                         For       For          Management
3     Pay For Superior Performance            Against   Against      Shareholder
4     Adopt Policies to Protect Freedom of    Against   Abstain      Shareholder
      Access to the Internet
5     Amend Bylaws to Establish a Board       Against   Abstain      Shareholder
      Committee on Human Rights

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (Gold Card)
1.1   Elect Director Lucian A. Bebchuk        For       Did Not Vote Shareholder
1.2   Elect Director Frank J. Biondi, Jr.     For       Did Not Vote Shareholder
1.3   Elect Director John H. Chapple          For       Did Not Vote Shareholder
1.4   Elect Director Mark Cuban               For       Did Not Vote Shareholder
1.5   Elect Director Adam Dell                For       Did Not Vote Shareholder
1.6   Elect Director Carl C. Icahn            For       Did Not Vote Shareholder
1.7   Elect Director Keith A, Meister         For       Did Not Vote Shareholder
1.8   Elect Director Edward H. Meyer          For       Did Not Vote Shareholder
1.9   Elect Director Brian S. Posner          For       Did Not Vote Shareholder
2     Ratify Auditors                         For       Did Not Vote Management
3     Pay For Superior Performance            For       Did Not Vote Shareholder
4     Adopt Policies to Protect Freedom of    Against   Did Not Vote Shareholder
      Access to the Internet
5     Amend Bylaws to Establish a Board       Against   Did Not Vote Shareholder
      Committee on Human Rights

========== END NPX REPORT


                                   SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

(Registrant)                Tri-Continental Corporation


By (Signature and Title)*   /s/ Patrick T. Bannigan
                            ----------------------------------------
                            Patrick T. Bannigan
                            President

Date                        August 27, 2009

*    Print the name and title of each signing officer under his or her
     signature.

Document Number: 269841