JP Morgan Fleming Mutual Fund N-PX Annual report of proxy voting record

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED

MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number   811- 08189

JPMorgan Fleming Mutual Fund Group, Inc.

(Exact name of registrant as specified in charter)

245 Park Avenue, New York, NY                                10167

(Address of principal executive offices)                    (Zip code)

JPMorgan Funds Management, Inc., 245 Park Avenue, New York, NY 10167

(Name and address of agent for service)

Registrant's telephone number, including area code: 1-800-480-4111

Date of fiscal year end: June 30

Date of reporting period: July 1, 2009 through June 30, 2010 

Item 1. Proxy Voting Record

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

ICA File Number: 811-08189

Reporting Period: 07/01/2009 - 06/30/2010

J.P. Morgan Fleming Mutual Fund Group, Inc.

==== JPMORGAN MID CAP VALUE FUND ====

JPMorgan Diversified Mid Cap Value Fund merged into JPMorgan Mid Cap Value

Fund.

AFFILIATED MANAGERS GROUP, INC.

Ticker:   AMG	Security ID:   008252108
Meeting Date:   JUN 8, 2010	Meeting Type:   Annual
Record Date:   APR 13, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Samuel T. Byrne	For	For	Management
1.2	Elect Director Dwight D. Churchill	For	For	Management
1.3	Elect Director Sean M. Healey	For	For	Management
1.4	Elect Director Harold J. Meyerman	For	For	Management
1.5	Elect Director William J. Nutt	For	For	Management
1.6	Elect Director Rita M. Rodriguez	For	For	Management
1.7	Elect Director Patrick T. Ryan	For	For	Management
1.8	Elect Director Jide J. Zeitlin	For	For	Management
2	Amend Executive Incentive Bonus Plan	For	For	Management
3	Ratify Auditors	For	For	Management

AIRGAS, INC.

Ticker:   ARG	Security ID:   009363102
Meeting Date:   AUG 18, 2009	Meeting Type:   Annual
Record Date:   JUL 6, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director James W. Hovey	For	For	Management
1.2	Elect Director Paula A. Sneed	For	For	Management
1.3	Elect Director David M. Stout	For	For	Management
1.4	Elect Director Ellen C. Wolf	For	For	Management
2	Ratify Auditors	For	For	Management
3	Amend Omnibus Stock Plan	For	Against	Management

ALBEMARLE CORPORATION

Ticker:   ALB	Security ID:   012653101
Meeting Date:   APR 20, 2010	Meeting Type:   Annual
Record Date:   FEB 16, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director J. Alfred Broaddus, Jr.	For	For	Management
1.2	Elect Director R. William Ide, III	For	For	Management
1.3	Elect Director Richard L. Morrill	For	For	Management
1.4	Elect Director Jim W. Nokes	For	For	Management
1.5	Elect Director Berry W. Perry	For	For	Management
1.6	Elect Director Mark C. Rohr	For	For	Management
1.7	Elect Director John Sherman, Jr.	For	For	Management
1.8	Elect Director Charles E. Stewart	For	For	Management
1.9	Elect Director Harriett Tee Taggart	For	For	Management
1.10	Elect Director Anne Marie Whittemore	For	For	Management
2	Amend Omnibus Stock Plan	For	Against	Management
3	Amend Non-Employee Director Restricted	For	For	Management
	Stock Plan
4	Ratify Auditors	For	For	Management

ALLIANT TECHSYSTEMS INC.

Ticker:   ATK	Security ID:   018804104
Meeting Date:   AUG 4, 2009	Meeting Type:   Annual
Record Date:   JUN 8, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Frances D. Cook	For	For	Management
1.2	Elect Director Martin C. Faga	For	For	Management
1.3	Elect Director Ronald R. Fogleman	For	For	Management
1.4	Elect Director Douglas L. Maine	For	For	Management
1.5	Elect Director Roman Martinez, IV	For	For	Management
1.6	Elect Director Daniel J. Murphy	For	For	Management
1.7	Elect Director Mark H. Ronald	For	For	Management
1.8	Elect Director William G. Van Dyke	For	For	Management
2	Ratify Auditors	For	For	Management
3	Amend Omnibus Stock Plan	For	For	Management

AMERICAN ELECTRIC POWER COMPANY, INC.

Ticker:   AEP	Security ID:   025537101
Meeting Date:   APR 27, 2010	Meeting Type:   Annual
Record Date:   MAR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director E. R. Brooks	For	For	Management
1.2	Elect Director Donald M. Carlton	For	For	Management
1.3	Elect Director James F. Cordes	For	For	Management
1.4	Elect Director Ralph D. Crosby, Jr.	For	For	Management
1.5	Elect Director Linda A. Goodspeed	For	For	Management
1.6	Elect Director Thomas E. Hoaglin	For	For	Management
1.7	Elect Director Lester A. Hudson, Jr.	For	For	Management
1.8	Elect Director Michael G. Morris	For	For	Management
1.9	Elect Director Lionel L. Nowell III	For	For	Management
1.10	Elect Director Richard L. Sandor	For	For	Management
1.11	Elect Director Kathryn D. Sullivan	For	For	Management
1.12	Elect Director Sara Martinez Tucker	For	For	Management
1.13	Elect Director John F. Turner	For	For	Management
2	Amend Omnibus Stock Plan	For	For	Management
3	Ratify Auditors	For	For	Management

AMERICAN WATER WORKS COMPANY, INC.

Ticker:   AWK	Security ID:   030420103
Meeting Date:   MAY 7, 2010	Meeting Type:   Annual
Record Date:   MAR 15, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Stephen P. Adik	For	For	Management
1.2	Elect Director Donald L. Correll	For	For	Management
1.3	Elect Director Martha Clark Goss	For	For	Management
1.4	Elect Director Julie A. Dobson	For	For	Management
1.5	Elect Director Richard R. Grigg	For	For	Management
1.6	Elect Director Julia L. Johnson	For	For	Management
1.7	Elect Director George MacKenzie	For	For	Management
1.8	Elect Director William J. Marrazzo	For	For	Management
2	Ratify Auditors	For	For	Management

AMERIPRISE FINANCIAL, INC.

Ticker:   AMP	Security ID:   03076C106
Meeting Date:   APR 28, 2010	Meeting Type:   Annual
Record Date:   MAR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director James M. Cracchiolo	For	For	Management
2	Elect Director H. Jay Sarles	For	For	Management
3	Declassify the Board of Directors	For	For	Management
4	Advisory Vote to Ratify Named Executive	For	For	Management
	Officers' Compensation
5	Amend Omnibus Stock Plan	For	For	Management
6	Ratify Auditors	For	For	Management

AMETEK, INC.

Ticker:   AME	Security ID:   031100100
Meeting Date:   APR 28, 2010	Meeting Type:   Annual
Record Date:   MAR 12, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Charles D. Klein	For	For	Management
1.2	Elect Director Steven W. Kohlhagen	For	For	Management
2	Ratify Auditors	For	For	Management

AMPHENOL CORPORATION

Ticker:   APH	Security ID:   032095101
Meeting Date:   MAY 26, 2010	Meeting Type:   Annual
Record Date:   MAR 29, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Stanley L. Clark	For	For	Management
1.2	Elect Director Andrew E. Lietz	For	For	Management
1.3	Elect Director Martin H. Loeffler	For	For	Management
2	Ratify Auditors	For	For	Management

ARROW ELECTRONICS, INC.

Ticker:   ARW	Security ID:   042735100
Meeting Date:   MAY 4, 2010	Meeting Type:   Annual
Record Date:   MAR 12, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Daniel W. Duval	For	For	Management
1.2	Elect Director Gail E. Hamilton	For	For	Management
1.3	Elect Director John N. Hanson	For	For	Management
1.4	Elect Director Richard S. Hill	For	For	Management
1.5	Elect Director M.F. (Fran) Keeth	For	For	Management
1.6	Elect Director Roger King	For	For	Management
1.7	Elect Director Michael J. Long	For	For	Management
1.8	Elect Director Stephen C. Patrick	For	For	Management
1.9	Elect Director Barry W. Perry	For	For	Management
1.10	Elect Director John C. Waddell	For	Withhold	Management
2	Ratify Auditors	For	For	Management
3	Amend Omnibus Stock Plan	For	For	Management

ASSURANT, INC.

Ticker:   AIZ	Security ID:   04621X108
Meeting Date:   MAY 13, 2010	Meeting Type:   Annual
Record Date:   MAR 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Howard L. Carver	For	For	Management
1.2	Elect Director Juan N. Cento	For	For	Management
1.3	Elect Director Allen R. Freedman	For	For	Management
1.4	Elect Director Elaine D. Rosen	For	For	Management
2	Ratify Auditors	For	For	Management
3	Adopt Majority Voting for Uncontested	For	For	Management
	Election of Directors
4	Declassify the Board of Directors	For	For	Management
5	Amend Omnibus Stock Plan	For	For	Management

AUTONATION, INC.

Ticker:   AN	Security ID:   05329W102
Meeting Date:   MAY 5, 2010	Meeting Type:   Annual
Record Date:   MAR 17, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Mike Jackson	For	For	Management
1.2	Elect Director Robert J. Brown	For	For	Management
1.3	Elect Director Rick L. Burdick	For	For	Management
1.4	Elect Director William C. Crowley	For	For	Management
1.5	Elect Director David B. Edelson	For	For	Management
1.6	Elect Director Robert R. Grusky	For	For	Management
1.7	Elect Director Michael Larson	For	For	Management
1.8	Elect Director Michael E. Maroone	For	For	Management
1.9	Elect Director Carlos A. Migoya	For	For	Management
2	Ratify Auditors	For	For	Management
3	Amend Articles/Bylaws/Charter -- Call	Against	Against	Shareholder
	Special Meetings
4	Require Independent Board Chairman	Against	For	Shareholder

AUTOZONE, INC.

Ticker:   AZO	Security ID:   053332102
Meeting Date:   DEC 16, 2009	Meeting Type:   Annual
Record Date:   OCT 19, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director William C. Crowley	For	For	Management
1.2	Elect Director Sue E. Gove	For	For	Management
1.3	Elect Director Earl G. Graves, Jr.	For	For	Management
1.4	Elect Director Robert R. Grusky	For	For	Management
1.5	Elect Director J. R. Hyde, III	For	For	Management
1.6	Elect Director W. Andrew McKenna	For	For	Management
1.7	Elect Director George R. Mrkonic, Jr.	For	For	Management
1.8	Elect Director Luis P. Nieto	For	For	Management
1.9	Elect Director William C. Rhodes, III	For	For	Management
1.10	Elect Director Theodore W. Ullyot	For	For	Management
2	Approve Executive Incentive Bonus Plan	For	For	Management
3	Ratify Auditors	For	For	Management

AVAGO TECHNOLOGIES LTD.

Ticker:   AVGO	Security ID:   Y0486S104
Meeting Date:   MAR 31, 2010	Meeting Type:   Annual
Record Date:

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1a	Reelect Hock E. Tan as Director	For	For	Management
1b	Reelect Adam H. Clammer as Director	For	For	Management
1c	Reelect James A. Davidson as Director	For	For	Management
1d	Reelect James V. Diller as Director	For	For	Management
1e	Reelect James H. Greene, Jr. as	For	For	Management
	Director
1f	Reelect Kenneth Y. Hao as Director	For	For	Management
1g	Reelect John R. Joyce as Director	For	For	Management
1h	Reelect David Kerko as Director	For	For	Management
1i	Reelect Justine F. Lien as Director	For	For	Management
1j	Reelect Donald Macleod as Director	For	For	Management
1k	Reelect Bock Seng Tan as Director	For	For	Management
2	Reappoint PricewaterhouseCoopers LLP as	For	For	Management
	Auditors and Authorize Board to Fix
	Their Remuneration
3	Approve Cash Compensation to Directors	For	For	Management
4	Approve Issuance of Equity or	For	For	Management
	Equity-Linked Securities with or
	without Preemptive Rights
5	Approve Repurchase of Up to 10 Percent	For	For	Management
	of Issued Capital

BALL CORPORATION

Ticker:   BLL	Security ID:   058498106
Meeting Date:   APR 28, 2010	Meeting Type:   Annual
Record Date:   MAR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director John A. Hayes	For	For	Management
1.2	Elect Director Hanno C. Fiedler	For	Withhold	Management
1.3	Elect Director John F. Lehman	For	Withhold	Management
1.4	Elect Director Georgia R. Nelson	For	Withhold	Management
1.5	Elect Director Erik H. van der Kaay	For	Withhold	Management
2	Ratify Auditors	For	For	Management
3	Approve Omnibus Stock Plan	For	For	Management
4	Advisory Vote to Ratify Named Executive	Against	For	Shareholder
	Officers' Compensation
5	Submit Shareholder Rights Plan (Poison	Against	For	Shareholder
	Pill) to Shareholder Vote

BANCORPSOUTH, INC.

Ticker:   BXS	Security ID:   059692103
Meeting Date:   APR 28, 2010	Meeting Type:   Annual
Record Date:   MAR 10, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Larry G. Kirk	For	For	Management
1.2	Elect Director Guy W. Mitchell	For	For	Management
1.3	Elect Director R. Madison Murphy	For	For	Management
1.4	Elect Director Aubrey B. Patterson	For	For	Management
2	Ratify Auditors	For	For	Management
3	Declassify the Board of Directors	Against	For	Shareholder

BB&T CORPORATION

Ticker:   BBT	Security ID:   054937107
Meeting Date:   APR 27, 2010	Meeting Type:   Annual
Record Date:   FEB 24, 2010

#	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 K. David Boyer, Jr.	For	For	Management
1.4	Elect Director Anna R. Cablik	For	For	Management
1.5	Elect Director Ronald E. Deal	For	For	Management
1.6	Elect Director Barry J. Fitzpatrick	For	For	Management
1.7	Elect Director Littleton Glover, Jr.	For	Withhold	Management
1.8	Elect Director L. Vincent Hackley PhD	For	For	Management
1.9	Elect Director Jane P. Helm	For	For	Management
1.10	Elect Director John P. Howe III, MD	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 E. Skains	For	For	Management
1.17	Elect Director Thomas N. Thompson	For	For	Management
1.18	Elect Director Stephen T. Williams	For	For	Management
2	Increase Authorized Common Stock	For	For	Management
3	Ratify Auditors	For	For	Management
4	Report on Political Contributions	Against	Against	Shareholder
5	Require Independent Board Chairman	Against	Against	Shareholder
6	Report on Overdraft Policies and	Against	For	Shareholder
	Practices, and Impacts to Borrowers

BECTON, DICKINSON AND COMPANY

Ticker:   BDX	Security ID:   075887109
Meeting Date:   FEB 2, 2010	Meeting Type:   Annual
Record Date:   DEC 11, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Henry P. Becton, Jr.	For	For	Management
1.2	Elect Director Edward F. Degraan	For	For	Management
1.3	Elect Director Claire M. Fraser-liggett	For	For	Management
1.4	Elect Director Edward J. Ludwig	For	For	Management
1.5	Elect Director Adel A.F. Mahmoud	For	For	Management
1.6	Elect Director James F. Orr	For	For	Management
1.7	Elect Director Willard J. Overlock, Jr.	For	For	Management
1.8	Elect Director Bertram L. Scott	For	For	Management
2	Ratify Auditors	For	For	Management
3	Company-Specific--Approval Of A By-law	For	For	Management
	Amendment Regarding Special
	Shareholdermeetings
4	Amend Omnibus Stock Plan	For	For	Management
5	Approve Executive Incentive Bonus Plan	For	For	Management
6	Require a Majority Vote for the	Against	For	Shareholder
	Election of Directors
7	Provide for Cumulative Voting	Against	For	Shareholder

BED BATH & BEYOND INC.

Ticker:   BBBY	Security ID:   075896100
Meeting Date:   JUN 29, 2010	Meeting Type:   Annual
Record Date:   MAY 7, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Warren Eisenberg	For	For	Management
2	Elect Director Leonard Feinstein	For	For	Management
3	Elect Director Steven H. Temares	For	For	Management
4	Elect Director Dean S. Adler	For	For	Management
5	Elect Director Stanley F. Barshay	For	For	Management
6	Elect Director Klaus Eppler	For	For	Management
7	Elect Director Patrick R. Gaston	For	For	Management
8	Elect Director Jordan Heller	For	For	Management
9	Elect Director Victoria A. Morrison	For	For	Management
10	Ratify Auditors	For	For	Management

BROOKFIELD PROPERTIES CORP.

Ticker:   BPO	Security ID:   112900105
Meeting Date:   MAY 5, 2010	Meeting Type:  ��Annual/Special
Record Date:   MAR 8, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Fix Number of Directors at Ten	For	For	Management
2.1	Elect Gordon E. Arnell as Director	For	For	Management
2.2	Elect William T. Cahill as Director	For	For	Management
2.3	Elect Richard B. Clark as Director	For	For	Management
2.4	Elect Jack L. Cockwell as Director	For	For	Management
2.5	Elect Roderick D. Fraser as Director	For	For	Management
2.6	Elect Paul D. McFarlane as Director	For	Withhold	Management
2.7	Elect Allan S. Olson as Director	For	For	Management
2.8	Elect Robert L. Stelzl as Director	For	For	Management
2.9	Elect Diana L. Taylor as Director	For	For	Management
2.10	Elect John E. Zuccotti as Director	For	For	Management
3	Approve Deloitte & Touche LLP as	For	For	Management
	Auditors and Authorize Board to Fix
	Their Remuneration

CABLEVISION SYSTEMS CORPORATION

Ticker:   CVC	Security ID:   12686C109
Meeting Date:   MAY 21, 2010	Meeting Type:   Annual
Record Date:   MAR 31, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Zachary W. Carter	For	For	Management
1.2	Elect Director Thomas V. Reifenheiser	For	Withhold	Management
1.3	Elect Director John R. Ryan	For	Withhold	Management
1.4	Elect Director Vincent Tese	For	Withhold	Management
1.5	Elect Director Leonard Tow	For	For	Management
2	Ratify Auditors	For	For	Management

CARLISLE COMPANIES INCORPORATED

Ticker:   CSL	Security ID:   142339100
Meeting Date:   MAY 14, 2010	Meeting Type:   Annual
Record Date:   MAR 16, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Robin J. Adams	For	For	Management
2	Elect Director Robin S. Callahan	For	For	Management
3	Elect Director David A. Roberts	For	For	Management
4	Ratify Auditors	For	For	Management

CENTURYTEL, INC.

Ticker:   CTL	Security ID:   156700106
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director W. Bruce Hanks	For	For	Management
1.2	Elect Director C. G. Melville, Jr.	For	For	Management
1.3	Elect Director William A. Owens	For	For	Management
1.4	Elect Director Glen F. Post, III	For	For	Management
2	Ratify Auditors	For	For	Management
3	Change Company Name	For	For	Management
4	Approve Executive Incentive Bonus Plan	For	For	Management
5	Report on Internet Network Management	Against	Against	Shareholder
	Practices Regarding Privacy and Freedom
	of Expression
6	Limit Executive Compensation	Against	Against	Shareholder
7	Stock Retention/Holding Period	Against	Against	Shareholder
8	Advisory Vote to Ratify Named Executive	Against	For	Shareholder
	Officers' Compensation

CINCINNATI FINANCIAL CORPORATION

Ticker:   CINF	Security ID:   172062101
Meeting Date:   MAY 1, 2010	Meeting Type:   Annual
Record Date:   MAR 3, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Gregory T. Bier	For	For	Management
1.2	Elect Director Linda W. Clement-holmes	For	For	Management
1.3	Elect Director Douglas S. Skidmore	For	For	Management
1.4	Elect Director Larry R. Webb	For	For	Management
2	Declassify the Board of Directors	For	For	Management
3	Require Advance Notice for Shareholder	For	For	Management
	Proposals/Nominations
4	Ratify Auditors	For	For	Management

CITY NATIONAL CORPORATION

Ticker:   CYN	Security ID:   178566105
Meeting Date:   APR 21, 2010	Meeting Type:   Annual
Record Date:   FEB 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Russell Goldsmith	For	For	Management
1.2	Elect Director Ronald L. Olson	For	Withhold	Management
1.3	Elect DirectorRobert H. Tuttle	For	For	Management
2	Ratify Auditors	For	For	Management
3	Amend Omnibus Stock Plan	For	Against	Management
4	Approve Executive Incentive Bonus Plan	For	For	Management
5	Declassify the Board of Directors	Against	For	Shareholder

CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

Ticker:   CCO	Security ID:   18451C109
Meeting Date:   MAY 25, 2010	Meeting Type:   Annual
Record Date:   APR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Blair E. Hendrix	For	Against	Management
2	Elect Director Daniel G. Jones	For	Against	Management
3	Elect Director Scott R. Wells	For	Against	Management
4	Ratify Auditors	For	For	Management

CLOROX COMPANY, THE

Ticker:   CLX	Security ID:   189054109
Meeting Date:   NOV 18, 2009	Meeting Type:   Annual
Record Date:   SEP 21, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Daniel Boggan, Jr.	For	For	Management
1.2	Elect Director Richard H. Carmona	For	For	Management
1.3	Elect Director Tully M. Friedman	For	For	Management
1.4	Elect Director George J. Harad	For	For	Management
1.5	Elect Director Donald R. Knauss	For	For	Management
1.6	Elect Director Robert W. Matschullat	For	For	Management
1.7	Elect Director Gary G. Michael	For	For	Management
1.8	Elect Director Edward A. Mueller	For	For	Management
1.9	Elect Director Jan L. Murley	For	For	Management
1.10	Elect Director Pamela Thomas-Graham	For	For	Management
1.11	Elect Director Carolyn M. Ticknor	For	For	Management
2	Ratify Auditors	For	For	Management
3	Require Independent Board Chairman	Against	Against	Shareholder

CMS ENERGY CORPORATION

Ticker:   CMS	Security ID:   125896100
Meeting Date:   MAY 21, 2010	Meeting Type:   Annual
Record Date:   MAR 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Merribel S. Ayres	For	For	Management
1.2	Elect Director Jon E. Barfield	For	For	Management
1.3	Elect Director Stephen E. Ewing	For	For	Management
1.4	Elect Director Richard M. Gabrys	For	For	Management
1.5	Elect Director David W. Joos	For	For	Management
1.6	Elect Director Philip R. Lochner, Jr	For	For	Management
1.7	Elect Director Michael T. Monahan	For	For	Management
1.8	Elect Director John G. Russell	For	For	Management
1.9	Elect Director Kenneth L. Way	For	For	Management
1.10	Elect Director John B. Yasinsky	For	For	Management
2	Ratify Auditors	For	For	Management
3	Adopt Quantitative GHG Goals for	Against	Against	Shareholder
	Products and Operations
4	Report on Coal Combustion Waste Hazard	Against	Against	Shareholder
	and Risk Mitigation Efforts

COMMUNITY HEALTH SYSTEMS, INC.

Ticker:   CYH	Security ID:   203668108
Meeting Date:   MAY 18, 2010	Meeting Type:   Annual
Record Date:   MAR 31, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Declassify the Board of Directors	For	For	Management
2	Elect Director W. Larry Cash	For	For	Management
3	Elect Director H. Mitchell Watson, Jr.	For	For	Management
4	Ratify Auditors	For	For	Management

COOPER INDUSTRIES PLC

Ticker:   CBE	Security ID:   G24182100
Meeting Date:   AUG 31, 2009	Meeting Type:   Court
Record Date:   JUL 13, 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

COOPER INDUSTRIES PLC

Ticker:   CBE	Security ID:   G24140108
Meeting Date:   APR 27, 2010	Meeting Type:   Annual
Record Date:   FEB 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1a	Reelect Stephen G. Butler as Director	For	For	Management
1b	Reelect Dan F. Smith as Director	For	For	Management
1c	Reelect Gerald B. Smith as Director	For	For	Management
1d	Reelect Mark S. Thompson as Director	For	For	Management
2	Accept Financial Statements and	For	For	Management
	Statutory Reports
3	Approve Ernst & Young as Auditors and	For	For	Management
	Authorize the Audit Committee to Fix
	Their Remuneration
4	Authorize Share Repurchase of any	For	For	Management
	Subsidiary of the Company
5	Authorise Reissuance of Repurchased	For	For	Management
	Shares

COVENTRY HEALTH CARE INC.

Ticker:   CVH	Security ID:   222862104
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director L. Dale Crandall	For	For	Management
2	Elect Director Elizabeth E. Tallett	For	Against	Management
3	Elect Director Allen F. Wise	For	For	Management
4	Elect Director Joseph R. Swedish	For	For	Management
5	Elect Director Michael A. Stocker	For	For	Management
6	Ratify Auditors	For	For	Management
7	Report on Political Contributions	Against	Against	Shareholder
8	Report on Pay Disparity	Against	Against	Shareholder
9	Performance-Based Equity Awards	Against	Against	Shareholder

CULLEN/FROST BANKERS, INC.

Ticker:   CFR	Security ID:   229899109
Meeting Date:   APR 29, 2010	Meeting Type:   Annual
Record Date:   MAR 5, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Crawford H. Edwards	For	For	Management
1.2	Elect Director Ruben M. Escobedo	For	For	Management
1.3	Elect Director Patrick B. Frost	For	For	Management
1.4	Elect Director David J. Haemisegger	For	For	Management
1.5	Elect Director Richard W. Evans, Jr.	For	For	Management
1.6	Elect Director Karen E. Jennings	For	For	Management
1.7	Elect Director Richard M. Kleberg, III	For	For	Management
1.8	Elect Director Horace Wilkins Jr.	For	For	Management
2	Ratify Auditors	For	For	Management

CVR ENERGY, INC.

Ticker:   CVI	Security ID:   12662P108
Meeting Date:   MAY 19, 2010	Meeting Type:   Annual
Record Date:   APR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director John J. Lipinski	For	Withhold	Management
1.2	Elect Director C. Scott Hobbs	For	For	Management
1.3	Elect Director Scott L. Lebovitz	For	Withhold	Management
1.4	Elect Director George E. Matelich	For	Withhold	Management
1.5	Elect Director Steve A. Nordaker	For	For	Management
1.6	Elect Director Stanley de J. Osborne	For	Withhold	Management
1.7	Elect Director John K. Rowan	For	Withhold	Management
1.8	Elect Director Joseph E. Sparano	For	For	Management
1.9	Elect Director Mark E. Tomkins	For	For	Management
2	Ratify Auditors	For	For	Management

DEVON ENERGY CORPORATION

Ticker:   DVN	Security ID:   25179M103
Meeting Date:   JUN 9, 2010	Meeting Type:   Annual
Record Date:   APR 12, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director John Richels	For	For	Management
2	Ratify Auditors	For	For	Management
3	Reduce Supermajority Vote Requirement	Against	For	Shareholder

ENERGEN CORPORATION

Ticker:   EGN	Security ID:   29265N108
Meeting Date:   APR 28, 2010	Meeting Type:   Annual
Record Date:   FEB 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Stephen D. Ban	For	For	Management
1.2	Elect Director Julian W. Banton	For	For	Management
1.3	Elect Director T. Michael Goodrich	For	For	Management
2	Amend Non-Employee Director Omnibus	For	For	Management
	Stock Plan
3	Amend Executive Incentive Bonus Plan	For	For	Management
4	Ratify Auditors	For	For	Management

ENERGIZER HOLDINGS, INC.

Ticker:   ENR	Security ID:   29266R108
Meeting Date:   JAN 25, 2010	Meeting Type:   Annual
Record Date:   NOV 20, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director R. David Hoover	For	Withhold	Management
1.2	Elect Director John C. Hunter	For	For	Management
1.3	Elect Director John E. Klein	For	For	Management
1.4	Elect Director John R. Roberts	For	For	Management
2	Ratify Auditors	For	For	Management

EQT CORPORATION

Ticker:   EQT	Security ID:   26884L109
Meeting Date:   APR 21, 2010	Meeting Type:   Annual
Record Date:   FEB 10, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Vicky A. Bailey	For	For	Management
1.2	Elect Director Murry S. Gerber	For	For	Management
1.3	Elect Director George L. Miles, Jr.	For	Withhold	Management
1.4	Elect Director James W. Whalen	For	For	Management
2	Ratify Auditors	For	For	Management
3	Require a Majority Vote for the	Against	For	Shareholder
	Election of Directors
4	Prepare Sustainability Report	Against	Against	Shareholder

EXPEDIA, INC.

Ticker:   EXPE	Security ID:   30212P105
Meeting Date:   JUN 8, 2010	Meeting Type:   Annual
Record Date:   APR 12, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director A. George "Skip" Battle	For	Withhold	Management
1.2	Elect Director Barry Diller	For	Withhold	Management
1.3	Elect Director Jonathan L. Dolgen	For	For	Management
1.4	Elect Director William R. Fitzgerald	For	Withhold	Management
1.5	Elect Director Craig A. Jacobson	For	For	Management
1.6	Elect Director Victor A. Kaufman	For	Withhold	Management
1.7	Elect Director Peter M. Kern	For	For	Management
1.8	Elect Director Dara Khosrowshahi	For	Withhold	Management
1.9	Elect Director John C. Malone	For	Withhold	Management
1.10	Elect Director Jose A. Tazon	For	For	Management
2	Ratify Auditors	For	For	Management

FIDELITY NATIONAL INFORMATION SERVICES INC

Ticker:   FIS	Security ID:   31620M106
Meeting Date:   SEP 4, 2009	Meeting Type:   Special
Record Date:   JUN 29, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Issue Shares in Connection with	For	For	Management
	Acquisition
2	Approve Issuance of Shares for a	For	For	Management
	Private Placement
3	Approve Issuance of Shares for a	For	For	Management
	Private Placement
4	Adjourn Meeting	For	For	Management

FORTUNE BRANDS, INC.

Ticker:   FO	Security ID:   349631101
Meeting Date:   APR 27, 2010	Meeting Type:   Annual
Record Date:   FEB 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Anne M. Tatlock	For	Against	Management
2	Elect Director Norman H. Wesley	For	For	Management
3	Elect Director Peter M. Wilson	For	Against	Management
4	Ratify Auditors	For	For	Management
5	Reduce Supermajority Vote Requirement	For	For	Management
6	Approve Non-Employee Director Stock	For	For	Management
	Award Plan
7	Amend Articles/Bylaws/Charter -- Call	Against	Against	Shareholder
	Special Meetings

GANNETT CO., INC.

Ticker:   GCI	Security ID:   364730101
Meeting Date:   MAY 4, 2010	Meeting Type:   Annual
Record Date:   MAR 5, 2010

#	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 Arthur H. Harper	For	For	Management
1.4	Elect Director John Jeffry Louis	For	For	Management
1.5	Elect Director Marjorie Magner	For	For	Management
1.6	Elect Director Scott K. McCune	For	For	Management
1.7	Elect Director Duncan M. McFarland	For	For	Management
1.8	Elect Director Donna E. Shalala	For	For	Management
1.9	Elect Director Neal Shapiro	For	For	Management
1.10	Elect Director Karen Hastie Williams	For	Withhold	Management
2	Ratify Auditors	For	For	Management
3	Amend Omnibus Stock Plan	For	For	Management
4	Adopt Anti Gross-up Policy	Against	For	Shareholder

GAP, INC., THE

Ticker:   GPS	Security ID:   364760108
Meeting Date:   MAY 18, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	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 Robert J. Fisher	For	For	Management
1.4	Elect Director William S. 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
3	Amend Executive Incentive Bonus Plan	For	For	Management

GENUINE PARTS CO.

Ticker:   GPC	Security ID:   372460105
Meeting Date:   APR 19, 2010	Meeting Type:   Annual
Record Date:   FEB 11, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Mary B. Bullock, Ph.D.	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, M.D.	For	For	Management
1.7	Elect Director J. Hicks Lanier	For	For	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	For	Management
2	Ratify Auditors	For	For	Management

GREAT ATLANTIC & PACIFIC TEA CO., INC. (THE)

Ticker:   GAP	Security ID:   390064103
Meeting Date:   JUL 16, 2009	Meeting Type:   Annual
Record Date:   MAY 20, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director J.D. Barline	For	For	Management
1.2	Elect Director J.J. Boeckel	For	For	Management
1.3	Elect Director B. Gaunt	For	For	Management
1.4	Elect Director A. Guldin	For	For	Management
1.5	Elect Director C.W.E. Haub	For	For	Management
1.6	Elect Director D. Kourkoumelis	For	For	Management
1.7	Elect Director E. Lewis	For	For	Management
1.8	Elect Director G. Mays	For	For	Management
1.9	Elect Director M.B. Tart-Bezer	For	For	Management

H&R BLOCK, INC.

Ticker:   HRB	Security ID:   093671105
Meeting Date:   SEP 24, 2009	Meeting Type:   Annual
Record Date:   AUG 6, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Alan M. Bennett	For	For	Management
1.2	Elect Director Thomas M. Bloch	For	For	Management
1.3	Elect Director Richard C. Breeden	For	For	Management
1.4	Elect Director Robert A. Gerard	For	For	Management
1.5	Elect Director Len J. Lauer	For	For	Management
1.6	Elect Director David B. Lewis	For	For	Management
1.7	Elect Director Tom D. Seip	For	For	Management
1.8	Elect Director L. Edward Shaw, Jr.	For	For	Management
1.9	Elect Director Russell P. Smyth	For	For	Management
1.10	Elect Director Christianna Wood	For	For	Management
2	Advisory Vote to Ratify Named Executive	For	For	Management
	Officers' Compensation
3	Amend Omnibus Stock Plan	For	For	Management
4	Ratify Auditors	For	For	Management

J. M. SMUCKER CO., THE

Ticker:   SJM	Security ID:   832696405
Meeting Date:   AUG 19, 2009	Meeting Type:   Annual
Record Date:   JUN 23, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Paul J. Dolan	For	Against	Management
2	Elect Director Nancy Lopez Knight	For	Against	Management
3	Elect Director Gary A. Oatey	For	Against	Management
4	Elect Director Alex Shumate	For	Against	Management
5	Elect Director Timothy P. Smucker	For	Against	Management
6	Ratify Auditors	For	For	Management
7	Eliminate Cumulative Voting	For	For	Management
8	Adopt Majority Voting for Uncontested	For	For	Management
	Election of Directors
9	Approve Board to Amend the Amendment	For	For	Management
	Regulations to the Extent Permitted By
	Law

JACK HENRY & ASSOCIATES, INC.

Ticker:   JKHY	Security ID:   426281101
Meeting Date:   NOV 10, 2009	Meeting Type:   Annual
Record Date:   SEP 21, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Jerry D. Hall	For	For	Management
1.2	Elect Director Michael E. Henry	For	For	Management
1.3	Elect Director James J. Ellis	For	For	Management
1.4	Elect Director Craig R. Curry	For	For	Management
1.5	Elect Director Wesley A. Brown	For	For	Management
1.6	Elect Director Matthew C. Flanigan	For	For	Management
1.7	Elect Director Marla K. Shepard	For	For	Management
1.8	Elect Director John F. Prim	For	For	Management
2	Ratify Auditors	For	For	Management

JARDEN CORPORATION

Ticker:   JAH	Security ID:   471109108
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 30, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Ian G.H Ashken	For	For	Management
1.2	Elect Director Richard L. Molen	For	For	Management
1.3	Elect Director Robert L. Wood	For	For	Management
2	Approve Qualified Employee Stock	For	For	Management
	Purchase Plan
3	Ratify Auditors	For	For	Management

KEYCORP

Ticker:   KEY	Security ID:   493267108
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 23, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director William G. Bares	For	For	Management
1.2	Elect Director Joseph A. Carrabba	For	For	Management
1.3	Elect Director Carol A. Cartwright	For	For	Management
1.4	Elect Director Alexander M. Cutler	For	For	Management
1.5	Elect Director Elizabeth R. Gile	For	For	Management
1.6	Elect Director Ruth Ann M. Gillis	For	For	Management
1.7	Elect Director Kristen L. Manos	For	For	Management
1.8	Elect Director Eduardo R. Menasce	For	Withhold	Management
1.9	Elect Director Henry L. Meyer III	For	For	Management
1.10	Elect Director Edward W. Stack	For	For	Management
1.11	Elect Director Thomas C. Stevens	For	For	Management
2	Approve Omnibus Stock Plan	For	For	Management
3	Amend Voting Rights of Series B	For	For	Management
	Preferred Stock
4	Ratify Auditors	For	For	Management
5	Advisory Vote to Ratify Named Executive	For	Against	Management
	Officer's Compensation

KIMCO REALTY CORPORATION

Ticker:   KIM	Security ID:   49446R109
Meeting Date:   MAY 5, 2010	Meeting Type:   Annual
Record Date:   MAR 11, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Milton Cooper	For	For	Management
1.2	Elect Director Philip E. Coviello	For	For	Management
1.3	Elect Director Richard G. Dooley	For	For	Management
1.4	Elect Director Joe Grills	For	For	Management
1.5	Elect Director David B. Henry	For	For	Management
1.6	Elect Director F. Patrick Hughes	For	For	Management
1.7	Elect Director Frank Lourenso	For	For	Management
1.8	Elect Director Richard Saltzman	For	For	Management
2	Approve Omnibus Stock Plan	For	For	Management
3	Ratify Auditors	For	For	Management

L-3 COMMUNICATIONS HOLDINGS, INC.

Ticker:   LLL	Security ID:   502424104
Meeting Date:   APR 27, 2010	Meeting Type:   Annual
Record Date:   MAR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Claude R. Canizares	For	For	Management
1.2	Elect Director Thomas A. Corcoran	For	Withhold	Management
1.3	Elect Director Lewis Kramer	For	For	Management
1.4	Elect Director Alan H. Washkowitz	For	For	Management
2	Amend Omnibus Stock Plan	For	For	Management
3	Ratify Auditors	For	For	Management

LEXMARK INTERNATIONAL, INC.

Ticker:   LXK	Security ID:   529771107
Meeting Date:   APR 22, 2010	Meeting Type:   Annual
Record Date:   FEB 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Paul J. Curlander	For	For	Management
2	Elect Director Kathi P. Seifert	For	For	Management
3	Elect Director Jean-Paul L. Montupet	For	For	Management
4	Ratify Auditors	For	For	Management
5	Advisory Vote to Ratify Named Executive	For	For	Management
	Officers' Compensation

LINCARE HOLDINGS, INC.

Ticker:   LNCR	Security ID:   532791100
Meeting Date:   MAY 10, 2010	Meeting Type:   Annual
Record Date:   MAR 15, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director John P. Byrnes	For	For	Management
1.2	Elect Director Stuart H. Altman, Ph.D.	For	For	Management
1.3	Elect Director Chester B. Black	For	For	Management
1.4	Elect Director Frank D. Byrne, M.D.	For	For	Management
1.5	Elect Director William F. Miller, III	For	For	Management
2	Ratify Auditors	For	For	Management

LOEWS CORPORATION

Ticker:   L	Security ID:   540424108
Meeting Date:   MAY 11, 2010	Meeting Type:   Annual
Record Date:   MAR 15, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Ann E. Berman	For	For	Management
2	Elect Director Joseph L. Bower	For	Against	Management
3	Elect Director Charles M. Diker	For	For	Management
4	Elect Director Jacob A. Frenkel	For	For	Management
5	Elect Director Paul J. Fribourg	For	For	Management
6	Elect Director Walter L. Harris	For	Against	Management
7	Elect Director Philip A. Laskawy	For	Against	Management
8	Elect Director Ken Miller	For	For	Management
9	Elect Director Gloria R. Scott	For	For	Management
10	Elect Director Andrew H. Tisch	For	For	Management
11	Elect Director James S. Tisch	For	For	Management
12	Elect Director Jonathan M. Tisch	For	For	Management
13	Ratify Auditors	For	For	Management
14	Provide for Cumulative Voting	Against	For	Shareholder

LORILLARD, INC.

Ticker:   LO	Security ID:  ��544147101
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 30, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Virgis W. Colbert	For	Withhold	Management
1.2	Elect Director Richard W. Roedel	For	Withhold	Management
1.3	Elect Director David H. Taylor	For	For	Management
2	Ratify Auditors	For	For	Management

M&T BANK CORPORATION

Ticker:   MTB	Security ID:   55261F104
Meeting Date:   APR 20, 2010	Meeting Type:   Annual
Record Date:   FEB 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Brent D. Baird	For	For	Management
1.2	Elect Director Robert J. Bennett	For	For	Management
1.3	Elect Director C. Angela Bontempo	For	For	Management
1.4	Elect Director Robert T. Brady	For	Withhold	Management
1.5	Elect Director Michael D. Buckley	For	For	Management
1.6	Elect Director T. Jefferson Cunningham,	For	For	Management
	III
1.7	Elect Director Mark J. Czarnecki	For	For	Management
1.8	Elect Director Colm E. Doherty	For	For	Management
1.9	Elect Director Gary N. Geisel	For	For	Management
1.10	Elect Director Patrick W.E. Hodgson	For	For	Management
1.11	Elect Director Richard G. King	For	For	Management
1.12	Elect Director Jorge G. Pereira	For	For	Management
1.13	Elect Director Michael P. Pinto	For	For	Management
1.14	Elect Director Melinda R. Rich	For	For	Management
1.15	Elect Director Robert E. Sadler, Jr.	For	For	Management
1.16	Elect Director Herbert L. Washington	For	For	Management
1.17	Elect Director Robert G. Wilmers	For	For	Management
2	Advisory Vote on Executive Compensation	For	For	Management
3	Ratify Auditors	For	For	Management

MARRIOTT INTERNATIONAL, INC.

Ticker:   MAR	Security ID:   571903202
Meeting Date:   MAY 7, 2010	Meeting Type:   Annual
Record Date:   MAR 16, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director J.W. Marriott, Jr.	For	For	Management
2	Elect Director John W. Marriott, III	For	For	Management
3	Elect Director Mary K. Bush	For	For	Management
4	Elect Director Lawrence W. Kellner	For	For	Management
5	Elect Director Debra L. Lee	For	For	Management
6	Elect Director George Munoz	For	For	Management
7	Elect Director Harry J. Pearce	For	For	Management
8	Elect Director Steven S Reinemund	For	For	Management
9	Elect Director W. Mitt Romney	For	For	Management
10	Elect Director William J. Shaw	For	For	Management
11	Elect Director Lawrence M. Small	For	For	Management
12	Ratify Auditors	For	For	Management

NORFOLK SOUTHERN CORPORATION

Ticker:   NSC	Security ID:   655844108
Meeting Date:   MAY 13, 2010	Meeting Type:   Annual
Record Date:   MAR 5, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Thomas D. Bell, Jr.	For	For	Management
2	Elect Director Alston D. Correll	For	For	Management
3	Elect Director Landon Hilliard	For	For	Management
4	Elect Director Burton M. Joyce	For	For	Management
5	Ratify Auditors	For	For	Management
6	Declassify the Board of Directors	For	For	Management
7	Amend Omnibus Stock Plan	For	For	Management
8	Amend Executive Incentive Bonus Plan	For	For	Management
9	Report on Political Contributions	Against	Against	Shareholder

NORTHERN TRUST CORPORATION

Ticker:   NTRS	Security ID:   665859104
Meeting Date:   APR 20, 2010	Meeting Type:   Annual
Record Date:   MAR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Linda Walker Bynoe	For	For	Management
1.2	Elect Director Nicholas D. Chabraja	For	For	Management
1.3	Elect Director Susan Crown	For	For	Management
1.4	Elect Director Dipak C. Jain	For	For	Management
1.5	Elect Director Robert W. Lane	For	For	Management
1.6	Elect Director Robert C. McCormack	For	For	Management
1.7	Elect Director Edward J. Mooney	For	Withhold	Management
1.8	Elect Director John W. Rowe	For	For	Management
1.9	Elect Director David H.B. Smith, Jr.	For	For	Management
1.10	Elect Director William D. Smithburg	For	For	Management
1.11	Elect Director Enrique J. Sosa	For	For	Management
1.12	Elect Director Charles A. Tribbett, III	For	For	Management
1.13	Elect Director Frederick H. Waddell	For	For	Management
2	Ratify Auditors	For	For	Management

NSTAR

Ticker:   NST	Security ID:   67019E107
Meeting Date:   MAY 6, 2010	Meeting Type:   Annual
Record Date:   MAR 8, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Gary L. Countryman	For	For	Management
2	Elect Director James S. DiStasio	For	For	Management
3	Elect Director Thomas J. May	For	For	Management
4	Ratify Auditors	For	For	Management

OLD REPUBLIC INTERNATIONAL CORPORATION

Ticker:   ORI	Security ID:   680223104
Meeting Date:   MAY 28, 2010	Meeting Type:   Annual
Record Date:   MAR 29, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Jimmy A. Dew	For	For	Management
1.2	Elect Director John M. Dixon	For	For	Management
1.3	Elect Director Dennis P. Van Mieghem	For	For	Management
2	Amend Omnibus Stock Plan	For	For	Management

OMNICOM GROUP INC.

Ticker:   OMC	Security ID:   681919106
Meeting Date:   MAY 25, 2010	Meeting Type:   Annual
Record Date:   APR 5, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director John D. Wren	For	For	Management
1.2	Elect Director Bruce Crawford	For	For	Management
1.3	Elect Director Alan R. Batkin	For	For	Management
1.4	Elect Director Robert Charles Clark	For	For	Management
1.5	Elect Director Leonard S. Coleman, Jr.	For	Withhold	Management
1.6	Elect Director Errol M. Cook	For	For	Management
1.7	Elect Director Susan S. Denison	For	For	Management
1.8	Elect Director Michael A. Henning	For	For	Management
1.9	Elect Director John R. Murphy	For	For	Management
1.10	Elect Director John R. Purcell	For	For	Management
1.11	Elect Director Linda Johnson Rice	For	For	Management
1.12	Elect Director Gary L. Roubos	For	For	Management
2	Ratify Auditors	For	For	Management
3	Amend Omnibus Stock Plan	For	For	Management
4	Adopt Majority Voting for Uncontested	For	For	Management
	Election of Directors
5	Reimburse Proxy Contest Expenses	Against	For	Shareholder
6	Adopt a Policy in which the Company	Against	For	Shareholder
	will not Make or Promise to Make Any
	Death Benefit Payments to Senior
	Executives
7	Reduce Supermajority Vote Requirement	Against	For	Shareholder

ONEBEACON INSURANCE GROUP LTD

Ticker:   OB	Security ID:   G67742109
Meeting Date:   JUN 16, 2010	Meeting Type:   Annual
Record Date:   APR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Lois W. Grady as Director	For	For	Management
1.2	Elect T. Michael Miller as Director	For	Withhold	Management
1.3	Elect Lowndes A. Smith as Director	For	For	Management
1.4	Elect Kent D. Urness as Director	For	For	Management
2	Ratify PricewaterhouseCoopers LLP as	For	For	Management
	Auditors

ONEOK, INC.

Ticker:   OKE	Security ID:   682680103
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director James C. Day	For	For	Management
2	Elect Director Julie H. Edwards	For	For	Management
3	Elect Director William L. Ford	For	For	Management
4	Elect Director John W. Gibson	For	For	Management
5	Elect Director David L. Kyle	For	For	Management
6	Elect Director Bert H. Mackie	For	For	Management
7	Elect Director Jim W. Mogg	For	For	Management
8	Elect Director Pattye L. Moore	For	For	Management
9	Elect Director Gary D. Parker	For	For	Management
10	Elect Director Eduardo A. Rodriguez	For	For	Management
11	Elect Director Gerald B. Smith	For	For	Management
12	Elect Director David J. Tippeconnic	For	For	Management
13	Ratify Auditors	For	For	Management

PEOPLE'S UNITED FINANCIAL, INC.

Ticker:   PBCT	Security ID:   712704105
Meeting Date:   MAY 6, 2010	Meeting Type:   Annual
Record Date:   MAR 8, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director John K. Dwight	For	For	Management
1.2	Elect Director Janet M. Hansen	For	For	Management
1.3	Elect Director Mark W. Richards	For	For	Management
2	Ratify Auditors	For	For	Management
3	Require a Majority Vote for the	None	For	Shareholder
	Election of Directors

PG&E CORPORATION

Ticker:   PCG	Security ID:   69331C108
Meeting Date:   MAY 12, 2010	Meeting Type:   Annual
Record Date:   MAR 15, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director David R. Andrews	For	For	Management
2	Elect Director Lewis Chew	For	For	Management
3	Elect Director C. Lee Cox	For	For	Management
4	Elect Director Peter A. Darbee	For	For	Management
5	Elect Director Maryellen C. Herringer	For	For	Management
6	Elect Director Roger H. Kimmel	For	For	Management
7	Elect Director Richard A. Meserve	For	For	Management
8	Elect Director Forrest E. Miller	For	For	Management
9	Elect Director Rosendo G. Parra	For	For	Management
10	Elect Director Barbara L. Rambo	For	For	Management
11	Elect Director Barry Lawson Williams	For	For	Management
12	Ratify Auditors	For	For	Management
13	Advisory Vote to Ratify Named Executive	For	For	Management
	Officers' Compensation
14	Amend Omnibus Stock Plan	For	For	Management
15	Require Independent Board Chairman	Against	Against	Shareholder
16	Limits for Directors Involved with	Against	Against	Shareholder
	Bankruptcy
17	Report on Political Contributions	Against	Against	Shareholder

PHILLIPS-VAN HEUSEN CORPORATION

Ticker:   PVH	Security ID:   718592108
Meeting Date:   JUN 24, 2010	Meeting Type:   Annual
Record Date:   APR 29, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Mary Baglivo	For	For	Management
1.2	Elect Director Emanuel Chirico	For	For	Management
1.3	Elect Director Edward H. Cohen	For	For	Management
1.4	Elect Director Joseph B. Fuller	For	For	Management
1.5	Elect Director Fred Gehring	For	For	Management
1.6	Elect Director Margaret L. Jenkins	For	For	Management
1.7	Elect Director David Landau	For	For	Management
1.8	Elect Director Bruce Maggin	For	For	Management
1.9	Elect Director V. James Marino	For	For	Management
1.10	Elect Director Henry Nasella	For	For	Management
1.11	Elect Director Rita M. Rodriguez	For	For	Management
1.12	Elect Director Craig Rydin	For	For	Management
1.13	Elect Director Christian Stahl	For	For	Management
2	Ratify Auditors	For	For	Management

PPG INDUSTRIES, INC.

Ticker:   PPG	Security ID:   693506107
Meeting Date:   APR 15, 2010	Meeting Type:   Annual
Record Date:   FEB 19, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director James G. Berges	For	For	Management
1.2	Elect Director Victoria F. Haynes	For	For	Management
1.3	Elect Director Martin H. Richenhagen	For	For	Management
2	Ratify Auditors	For	For	Management
3	Report on Community Environmental	Against	Against	Shareholder
	Impact Disclosure Process

PRECISION CASTPARTS CORP.

Ticker:   PCP	Security ID:   740189105
Meeting Date:   AUG 11, 2009	Meeting Type:   Annual
Record Date:   JUN 15, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Mark Donegan	For	Withhold	Management
1.2	Elect Director Vernon E. Oechsle	For	Withhold	Management
1.3	Elect Director Rick Schmidt	For	Withhold	Management
2	Ratify Auditors	For	For	Management

PRINCIPAL FINANCIAL GROUP, INC.

Ticker:   PFG	Security ID:   74251V102
Meeting Date:   MAY 18, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Michael T. Dan	For	For	Management
2	Elect Director C. Daniel Gelatt	For	For	Management
3	Elect Director Sandra L. Helton	For	For	Management
4	Elect Director Larry D. Zimpleman	For	For	Management
5	Amend Omnibus Stock Plan	For	For	Management
6	Ratify Auditors	For	For	Management

PUBLIC STORAGE

Ticker:   PSA	Security ID:   74460D109
Meeting Date:   MAY 6, 2010	Meeting Type:   Annual
Record Date:   MAR 10, 2010

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

REGENCY CENTERS CORPORATION

Ticker:   REG	Security ID:   758849103
Meeting Date:   MAY 4, 2010	Meeting Type:   Annual
Record Date:   FEB 23, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Martin E. Stein, Jr.	For	For	Management
1.2	Elect Director Raymond L. Bank	For	For	Management
1.3	Elect Director C. Ronald Blankenship	For	For	Management
1.4	Elect Director A.r. Carpenter	For	For	Management
1.5	Elect Director J. Dix Druce	For	For	Management
1.6	Elect Director Mary Lou Fiala	For	For	Management
1.7	Elect Director Bruce M. Johnson	For	For	Management
1.8	Elect Director Douglas S. Luke	For	For	Management
1.9	Elect Director John C. Schweitzer	For	For	Management
1.10	Elect Director Brian M. Smith	For	For	Management
1.11	Elect Director Thomas G. Wattles	For	For	Management
2	Ratify Auditors	For	For	Management

REPUBLIC SERVICES, INC.

Ticker:   RSG	Security ID:   760759100
Meeting Date:   MAY 13, 2010	Meeting Type:   Annual
Record Date:   MAR 16, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Election Director James E. O Connor	For	For	Management
2	Election Director John W. Croghan	For	For	Management
3	Election Director James W. Crownover	For	For	Management
4	Election Director William J. Flynn	For	For	Management
5	Election Director David I. Foley	For	For	Management
6	Election Director Michael Larson	For	For	Management
7	Election Director Nolan Lehmann	For	For	Management
8	Election Director W. Lee Nutter	For	For	Management
9	Election Director Ramon A. Rodriguez	For	For	Management
10	Election Director Allan C. Sorensen	For	For	Management
11	Election Director John M. Trani	For	For	Management
12	Election Director Michael W. Wickham	For	For	Management
13	Ratify Auditors	For	For	Management
14	Report on Political Contributions	Against	Against	Shareholder

ROPER INDUSTRIES, INC.

Ticker:   ROP	Security ID:   776696106
Meeting Date:   JUN 2, 2010	Meeting Type:   Annual
Record Date:   APR 9, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director David W. Devonshire	For	For	Management
1.2	Elect Director John F. Fort, III	For	For	Management
1.3	Elect Director Brian D. Jellison	For	For	Management
2	Ratify Auditors	For	For	Management

SAFEWAY INC.

Ticker:   SWY	Security ID:   786514208
Meeting Date:   MAY 19, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Steven A. Burd	For	For	Management
2	Elect Director Janet E. Grove	For	For	Management
3	Elect Director Mohan Gyani	For	For	Management
4	Elect Director Paul Hazen	For	For	Management
5	Elect Director Frank C. Herringer	For	For	Management
6	Elect Director Kenneth W. Oder	For	For	Management
7	Elect Director Arun Sarin	For	For	Management
8	Elect Director Michael S. Shannon	For	For	Management
9	Elect Director William Y. Tauscher	For	For	Management
10	Provide Right to Call Special Meeting	For	For	Management
11	Ratify Auditors	For	For	Management
12	Restore or Provide for Cumulative	Against	Against	Shareholder
	Voting
13	Adopt Global Warming Principles	Against	Against	Shareholder
14	Adopt a Policy in which the Company	Against	For	Shareholder
	will not Make or Promise to Make Any
	Death Benefit Payments to Senior
	Executives
15	Purchase Poultry from Suppliers Using	Against	Against	Shareholder
	CAK

SCRIPPS NETWORKS INTERACTIVE, INC.

Ticker:   SNI	Security ID:   811065101
Meeting Date:   APR 28, 2010	Meeting Type:   Annual
Record Date:   MAR 4, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director David A. Galloway	For	For	Management
1.2	Elect Director Dale Pond	For	For	Management
1.3	Elect Director Ronald W. Tysoe	For	Withhold	Management

SHERWIN-WILLIAMS COMPANY, THE

Ticker:   SHW	Security ID:   824348106
Meeting Date:   APR 20, 2010	Meeting Type:   Annual
Record Date:   FEB 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Fix Number of Directors at 11 and Elect	For	For	Management
	Director Arthur F. Anton
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 Thomas G. Kadien	For	For	Management
1.6	Elect Director Susan J. Kropf	For	For	Management
1.7	Elect Director Gary E. McCullough	For	For	Management
1.8	Elect Director A. Malachi Mixon, III	For	For	Management
1.9	Elect Director Curtis E. Moll	For	For	Management
1.10	Elect Director Richard K. Smucker	For	For	Management
1.11	Elect Director John M. Stropki, Jr.	For	For	Management
2	Amend Omnibus Stock Plan	For	For	Management
3	Ratify Auditors	For	For	Management
4	Require a Majority Vote for the	Against	For	Shareholder
	Election of Directors

SIGMA-ALDRICH CORPORATION

Ticker:   SIAL	Security ID:   826552101
Meeting Date:   MAY 4, 2010	Meeting Type:   Annual
Record Date:   MAR 5, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Rebecca M. Bergman	For	For	Management
2	Elect Director George M. Church	For	For	Management
3	Elect Director David R. Harvey	For	For	Management
4	Elect Director W. Lee McCollum	For	For	Management
5	Elect Director Jai P. Nagarkatti	For	For	Management
6	Elect Director Avi M. Nash	For	For	Management
7	Elect Director Steven M. Paul	For	For	Management
8	Elect Director J. Pedro Reinhard	For	For	Management
9	Elect Director D. Dean Spatz	For	For	Management
10	Elect Director Barrett A. Toan	For	For	Management
11	Amend Executive Incentive Bonus Plan	For	For	Management
12	Ratify Auditors	For	For	Management
13	Reduce Supermajority Vote Requirement	Against	For	Shareholder

SMITHFIELD FOODS, INC.

Ticker:   SFD	Security ID:   832248108
Meeting Date:   AUG 26, 2009	Meeting Type:   Annual
Record Date:   JUN 29, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Joseph W. Luter, III	For	For	Management
1.2	Elect Director Wendell H. Murphy	For	For	Management
1.3	Elect Director C. Larry Pope	For	For	Management
1.4	Elect Director Paul S. Trible, Jr.	For	For	Management
2	Increase Authorized Common Stock	For	For	Management
3	Amend Omnibus Stock Plan	For	For	Management
4	Ratify Auditors	For	For	Management
5	Phase out Use of Gestation Crates	Against	Against	Shareholder

SNAP-ON INCORPORATED

Ticker:   SNA	Security ID:   833034101
Meeting Date:   APR 22, 2010	Meeting Type:   Annual
Record Date:   FEB 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director John F. Fiedler	For	For	Management
2	Elect Director James P. Holden	For	For	Management
3	Elect Director W. Dudley Lehman	For	For	Management
4	Elect Director Edward H. Rensi	For	For	Management
5	Ratify Auditors	For	For	Management

STAPLES, INC.

Ticker:   SPLS	Security ID:   855030102
Meeting Date:   JUN 7, 2010	Meeting Type:   Annual
Record Date:   APR 12, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Basil L. Anderson	For	For	Management
2	Elect Director Arthur M. Blank	For	For	Management
3	Elect Director Mary Elizabeth Burton	For	For	Management
4	Elect Director Justin King	For	For	Management
5	Elect Director Carol Meyrowitz	For	For	Management
6	Elect Director Rowland T. Moriarty	For	For	Management
7	Elect Director Robert C. Nakasone	For	For	Management
8	Elect Director Ronald L. Sargent	For	For	Management
9	Elect Director Elizabeth A. Smith	For	For	Management
10	Elect Director Robert E. Sulentic	For	For	Management
11	Elect Director Vijay Vishwanath	For	For	Management
12	Elect Director Paul F. Walsh	For	For	Management
13	Approve Executive Incentive Bonus Plan	For	For	Management
14	Amend Omnibus Stock Plan	For	For	Management
15	Ratify Auditors	For	For	Management
16	Provide Right to Act by Written Consent	Against	For	Shareholder
17	Amend Articles/Bylaws/Charter -- Call	Against	Against	Shareholder
	Special Meetings

SUNTRUST BANKS, INC.

Ticker:   STI	Security ID:   867914103
Meeting Date:   APR 27, 2010	Meeting Type:   Annual
Record Date:   FEB 17, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Robert M. Beall, II	For	For	Management
2	Elect Director Alston D. Correll	For	For	Management
3	Elect Director Jeffrey C. Crowe	For	For	Management
4	Elect Director Patricia C. Frist	For	For	Management
5	Elect Director Blake P. Garrett, Jr.	For	For	Management
6	Elect Director David H. Hughes	For	For	Management
7	Elect Director M. Douglas Ivester	For	For	Management
8	Elect Director J. Hicks Lanier	For	For	Management
9	Elect Director William A. Linnenbringer	For	For	Management
10	Elect Director G. Gilmer Minor, III	For	For	Management
11	Elect Director Larry L. Prince	For	For	Management
12	Elect Director Frank S. Royal, M.D.	For	For	Management
13	Elect Director Thomas R. Watjen	For	For	Management
14	Elect Director James M. Wells, III	For	For	Management
15	Elect Director Karen Hastie Williams	For	Against	Management
16	Elect Director Phail Wynn, Jr.	For	For	Management
17	Amend Management Incentive Bonus Plan	For	For	Management
18	Ratify Auditors	For	For	Management
19	Advisory Vote on Executive Compensation	For	For	Management
20	Prepare Sustainability Report	Against	Against	Shareholder

SYMETRA FINANCIAL CORPORATION

Ticker:   SYA	Security ID:   87151Q106
Meeting Date:   MAY 12, 2010	Meeting Type:   Annual
Record Date:   MAR 19, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Lois W. Grady	For	Withhold	Management
1.2	Elect Director David T. Foy	For	Withhold	Management
1.3	Elect Director Randall H. Talbot	For	For	Management
2	Ratify Auditors	For	For	Management

SYNOPSYS, INC.

Ticker:   SNPS	Security ID:   871607107
Meeting Date:   MAR 25, 2010	Meeting Type:   Annual
Record Date:   JAN 27, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Aart J. De Geus	For	For	Management
1.2	Elect Director Alfred Castino	For	For	Management
1.3	Elect Director Chi-Foon Chan	For	For	Management
1.4	Elect Director Bruce R. Chizen	For	For	Management
1.5	Elect Director Deborah A. Coleman	For	For	Management
1.6	Elect Director John Schwarz	For	For	Management
1.7	Elect Director Roy Vallee	For	For	Management
1.8	Elect Director Steven C. Walske	For	For	Management
2	Amend Qualified Employee Stock Purchase	For	For	Management
	Plan
3	Amend Non-Employee Director Omnibus	For	For	Management
	Stock Plan
4	Ratify Auditors	For	For	Management

T. ROWE PRICE GROUP, INC.

Ticker:   TROW	Security ID:   74144T108
Meeting Date:   APR 14, 2010	Meeting Type:   Annual
Record Date:   FEB 12, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Edward C. Bernard	For	For	Management
2	Elect Director James T. Brady	For	For	Management
3	Elect Director J. Alfred Broaddus, Jr.	For	For	Management
4	Elect Director Donald B. Hebb, Jr.	For	For	Management
5	Elect Director James A.C. Kennedy	For	For	Management
6	Elect Director Brian C. Rogers	For	For	Management
7	Elect Director Alfred Sommer, PHD	For	For	Management
8	Elect Director Dwight S. Taylor	For	For	Management
9	Elect Director Anne Marie Whittemore	For	For	Management
10	Ratify Auditors	For	For	Management

TCF FINANCIAL CORPORATION

Ticker:   TCB	Security ID:   872275102
Meeting Date:   APR 28, 2010	Meeting Type:   Annual
Record Date:   MAR 1, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Peter Bell	For	For	Management
1.2	Elect Director William F. Bieber	For	Withhold	Management
1.3	Elect Director Theodore J. Bigos	For	Withhold	Management
1.4	Elect Director William A. Cooper	For	For	Management
1.5	Elect Director Thomas A. Cusick	For	For	Management
1.6	Elect Director Luella G. Goldberg	For	Withhold	Management
1.7	Elect Director George G. Johnson	For	For	Management
1.8	Elect Director Vance K. Opperman	For	Withhold	Management
1.9	Elect Director Gregory J. Pulles	For	For	Management
1.10	Elect Director Gerald A. Schwalbach	For	Withhold	Management
1.11	Elect Director Douglas A. Scovanner	For	For	Management
1.12	Elect Director Ralph Strangis	For	Withhold	Management
1.13	Elect Director Barry N. Winslow	For	For	Management
2	Reduce Supermajority Vote Requirement	Against	For	Shareholder
3	Ratify Auditors	For	For	Management

TEEKAY CORP.

Ticker:   TK	Security ID:   Y8564W103
Meeting Date:   SEP 9, 2009	Meeting Type:   Annual
Record Date:

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Relect Ian D. Blackburne as Director	For	For	Management
1.2	Relect J. Rod Clark as Director	For	For	Management
1.3	Relect C. Sean Day as Director	For	For	Management
2	Transact Other Business (Voting)	For	Against	Management

TEEKAY CORP.

Ticker:   TK	Security ID:   Y8564W103
Meeting Date:   JUN 23, 2010	Meeting Type:   Annual
Record Date:

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Reelect Peter S. Janson as Director	For	For	Management
1.2	Reelect Eileen A. Mercier as Director	For	For	Management
1.3	Reelect Tore I. Sandvold as Director	For	For	Management
2	Transact Other Business (Voting)	For	Against	Management

TELEPHONE AND DATA SYSTEMS, INC.

Ticker:   TDS	Security ID:   879433860
Meeting Date:   MAY 26, 2010	Meeting Type:   Annual
Record Date:   MAR 30, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director C.A. Davis	For	For	Management
1.2	Elect Director C.D. O'Leary	For	For	Management
1.3	Elect Director G.L. Sugarman	For	For	Management
1.4	Elect Director H.S. Wander	For	For	Management
2	Ratify Auditors	For	For	Management
3	Amend Articles/Bylaws/Charter -- Call	Against	Against	Shareholder
	Special Meetings

TIFFANY & CO.

Ticker:   TIF	Security ID:   886547108
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 23, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Michael J. Kowalski	For	For	Management
2	Elect Director Rose Marie Bravo	For	For	Management
3	Elect Director Gary E. Costley	For	For	Management
4	Elect Director Lawrence K. Fish	For	For	Management
5	Elect Director Abby F. Kohnstamm	For	For	Management
6	Elect Director Charles K. Marquis	For	For	Management
7	Elect Director Peter W. May	For	For	Management
8	Elect Director J. Thomas Presby	For	Against	Management
9	Elect Director William A. Shutzer	For	For	Management
10	Ratify Auditors	For	For	Management

TJX COMPANIES, INC., THE

Ticker:   TJX	Security ID:   872540109
Meeting Date:   JUN 2, 2010	Meeting Type:   Annual
Record Date:   APR 12, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Jose B. Alvarez	For	For	Management
2	Elect Director Alan M. Bennett	For	For	Management
3	Elect Director David A. Brandon	For	For	Management
4	Elect Director Bernard Cammarata	For	For	Management
5	Elect Director David T. Ching	For	For	Management
6	Elect Director Michael F. Hines	For	For	Management
7	Elect Director Amy B. Lane	For	For	Management
8	Elect Director Carol Meyrowitz	For	For	Management
9	Elect Director John F. O'Brien	For	For	Management
10	Elect Director Willow B. Shire	For	For	Management
11	Elect Director Fletcher H. Wiley	For	For	Management
12	Ratify Auditors	For	For	Management
13	Advisory Vote to Ratify Named Executive	Against	For	Shareholder
	Officers' Compensation

TRANSATLANTIC HOLDINGS, INC.

Ticker:   TRH	Security ID:   893521104
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 26, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Stephen P. Bradley	For	For	Management
2	Elect Director Ian H. Chippendale	For	For	Management
3	Elect Director John G. Foos	For	For	Management
4	Elect Director Reuben Jeffery, III	For	For	Management
5	Elect Director John L. McCarthy	For	For	Management
6	Elect Director Robert F. Orlich	For	For	Management
7	Elect Director Richard S. Press	For	For	Management
8	Elect Director Thomas R. Tizzio	For	For	Management
9	Approve Nonqualified Employee Stock	For	For	Management
	Purchase Plan
10	Amend Executive Incentive Bonus Plan	For	For	Management
11	Ratify Auditors	For	For	Management

TYCO ELECTRONICS LTD.

Ticker:   TEL	Security ID:   H8912P106
Meeting Date:   OCT 8, 2009	Meeting Type:   Special
Record Date:   AUG 24, 2009

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	To Approve Payment Of A Distribution To	For	For	Management
	Shareholders Through Areduction Of The
	Par Value Of Our Shares, Such Payment
	To Bemade In Two Installments On Or
	Before March 26, 2010 (the End Ofthe
	Second Fiscal Quarter Of 2010).
2	To Approve Any Adjournments Or	For	Against	Management
	Postponements Of Theextraordinary
	General Meeting.
3	Transact Other Business (Voting)	For	Against	Management

TYCO ELECTRONICS LTD.

Ticker:   TEL	Security ID:   H8912P106
Meeting Date:   MAR 10, 2010	Meeting Type:   Annual
Record Date:

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Reelect Pierre Brondeau as Director	For	For	Management
1.2	Reelect Ram Charan as Director	For	For	Management
1.3	Reelect Juergen Gromer as Director	For	For	Management
1.4	Reelect Robert Hernandez as Director	For	For	Management
1.5	Reelect Thomas Lynch as Director	For	For	Management
1.6	Reelect Daniel Phelan as Director	For	For	Management
1.7	Reelect Frederic Poses as Director	For	For	Management
1.8	Reelect Lawrence Smith as Director	For	For	Management
1.9	Reelect Paula Sneed as Director	For	For	Management
1.10	Reelect David Steiner as Director	For	For	Management
1.11	Reelect John Van Scoter as Director	For	For	Management
2.1	Accept Annual Report for Fiscal	For	For	Management
	2008/2009
2.2	Accept Statutory Financial Statements	For	For	Management
	for Fiscal 2008/2009
2.3	Accept Consolidated Financial	For	For	Management
	Statements for Fiscal 2008/2009
3	Approve Share Capital Reduction and	For	For	Management
	Repayment of $0.64 per Share
4	Approve Discharge of Board and Senior	For	For	Management
	Management
5	Increase the Number of Shares Available	For	Against	Management
	for Awards under Tyco Electronics Ltd.
	2007 Stock and Incentive Plan
6.1	Ratify Deloitte & Touche LLP as	For	For	Management
	Independent Registered Public
	Accounting Firm for Fiscal 2009/2010
6.2	Ratify Deloitte AG as Swiss Registered	For	For	Management
	Auditors for Fiscal 2009/2010
6.3	Ratify PricewaterhouseCoopers AG as	For	For	Management
	Special Auditor for Fiscal 2009/2010
7	Adjourn Meeting	For	Against	Management
8	Transact Other Business (Voting)	For	Against	Management

VCA ANTECH, INC.

Ticker:   WOOF	Security ID:   918194101
Meeting Date:   JUN 14, 2010	Meeting Type:   Annual
Record Date:   APR 19, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Robert L. Antin	For	Withhold	Management
2	Ratify Auditors	For	For	Management

VENTAS, INC.

Ticker:   VTR	Security ID:   92276F100
Meeting Date:   APR 30, 2010	Meeting Type:   Annual
Record Date:   MAR 8, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Debra A. Cafaro	For	For	Management
1.2	Elect Director Douglas Crocker, II	For	For	Management
1.3	Elect Director Ronald G. Geary	For	For	Management
1.4	Elect Director Jay M. Gellert	For	For	Management
1.5	Elect Director Robert D. Reed	For	For	Management
1.6	Elect Director Sheli Z. Rosenberg	For	Withhold	Management
1.7	Elect Director James D. Shelton	For	For	Management
1.8	Elect Director Thomas C. Theobald	For	For	Management
2	Ratify Auditors	For	For	Management
3	Require a Majority Vote for the	Against	For	Shareholder
	Election of Directors

VF CORPORATION

Ticker:   VFC	Security ID:   918204108
Meeting Date:   APR 27, 2010	Meeting Type:   Annual
Record Date:   MAR 9, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Richard T. Carucci	For	For	Management
1.2	Elect Director Juliana L. Chugg	For	For	Management
1.3	Elect Director George Fellows	For	For	Management
1.4	Elect Director Clarence Otis, Jr.	For	For	Management
2	Amend Omnibus Stock Plan	For	For	Management
3	Ratify Auditors	For	For	Management

VORNADO REALTY TRUST

Ticker:   VNO	Security ID:   929042109
Meeting Date:   MAY 13, 2010	Meeting Type:   Annual
Record Date:   MAR 15, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Candace K. Beinecke	For	Withhold	Management
1.2	Elect Director Robert P. Kogod	For	Withhold	Management
1.3	Elect Director David Mandelbaum	For	Withhold	Management
1.4	Elect Director Richard R. West	For	Withhold	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
5	Require Independent Board Chairman	Against	For	Shareholder
6	Declassify the Board of Directors	Against	For	Shareholder

VULCAN MATERIALS COMPANY

Ticker:   VMC	Security ID:   929160109
Meeting Date:   MAY 14, 2010	Meeting Type:   Annual
Record Date:   MAR 17, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Douglas J. McGregor	For	For	Management
1.2	Elect Director Vincent J. Trosino	For	For	Management
1.3	Elect Director Philip J. Carroll, Jr.	For	Withhold	Management
1.4	Elect Director James V. Napier	For	Withhold	Management
2	Ratify Auditors	For	For	Management
3	Require a Majority Vote for the	Against	For	Shareholder
	Election of Directors

W. R. BERKLEY CORPORATION

Ticker:   WRB	Security ID:   084423102
Meeting Date:   MAY 18, 2010	Meeting Type:   Annual
Record Date:   MAR 23, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director W. Robert Berkley, Jr.	For	For	Management
1.2	Elect Director Ronald E. Blaylock	For	For	Management
1.3	Elect Director Mark E. Brockbank	For	For	Management
1.4	Elect Director Mary C. Farrell	For	For	Management
2	Ratify Auditors	For	For	Management

WABCO HOLDINGS INC.

Ticker:   WBC	Security ID:   92927K102
Meeting Date:   MAY 27, 2010	Meeting Type:   Annual
Record Date:   APR 6, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Jacques Esculier	For	For	Management
1.2	Elect Director Kenneth J. Martin	For	For	Management
1.3	Elect Director Donald J. Stebbins	For	For	Management
2	Ratify Auditors	For	For	Management

WASHINGTON POST COMPANY, THE

Ticker:   WPO	Security ID:   939640108
Meeting Date:   MAY 13, 2010	Meeting Type:   Annual
Record Date:   MAR 8, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director Lee C. Bollinger	For	For	Management
1.2	Elect Director Christopher C. Davis	For	For	Management
1.3	Elect Director John L. Dotson Jr.	For	For	Management
2	Amend Restricted Stock Plan	For	For	Management

WESTAR ENERGY, INC.

Ticker:   WR	Security ID:   95709T100
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director B. Anthony Isaac	For	For	Management
1.2	Elect Director Michael F. Morrissey	For	For	Management
2	Ratify Auditors	For	For	Management

WILLIAMS COMPANIES, INC., THE

Ticker:   WMB	Security ID:   969457100
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 29, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Kathleen B. Cooper	For	For	Management
2	Elect Director William R. Granberry	For	For	Management
3	Elect Director William G. Lowrie	For	For	Management
4	Declassify the Board of Directors	For	For	Management
5	Amend Omnibus Stock Plan	For	For	Management
6	Ratify Auditors	For	For	Management
7	Report on Environmental Impacts of	Against	Against	Shareholder
	Natural Gas Fracturing
8	Advisory Vote to Ratify Named Executive	Against	For	Shareholder
	Officers' Compensation

WILMINGTON TRUST CORPORATION

Ticker:   WL	Security ID:   971807102
Meeting Date:   APR 21, 2010	Meeting Type:   Annual
Record Date:   FEB 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director R. Keith Elliott	For	Withhold	Management
1.2	Elect Director Gailen Krug	For	For	Management
1.3	Elect Director Michele M. Rollins	For	For	Management
2	Advisory Vote to Ratify Named Executive	For	Against	Management
	Officers' Compensation
3	Ratify Auditors	For	For	Management

WINDSTREAM CORP.

Ticker:   WIN	Security ID:   97381W104
Meeting Date:   MAY 5, 2010	Meeting Type:   Annual
Record Date:   MAR 17, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Carol B. Armitage	For	For	Management
2	Elect Director Samuel E. Beall, III	For	For	Management
3	Elect Director Dennis E. Foster	For	For	Management
4	Elect Director Francis X. Frantz	For	For	Management
5	Elect Director Jeffery R. Gardner	For	For	Management
6	Elect Director Jeffrey T. Hinson	For	For	Management
7	Elect Director Judy K. Jones	For	For	Management
8	Elect Director William A. Montgomery	For	For	Management
9	Amend Omnibus Stock Plan	For	For	Management
10	Advisory Vote to Ratify Named Executive	For	For	Management
	Officers' Compensation
11	Ratify Auditors	For	For	Management
12	Stock Retention/Holding Period	Against	Against	Shareholder

WISCONSIN ENERGY CORPORATION

Ticker:   WEC	Security ID:   976657106
Meeting Date:   MAY 6, 2010	Meeting Type:   Annual
Record Date:   FEB 25, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect Director John F. Bergstrom	For	For	Management
1.2	Elect Director Barbara L. Bowles	For	For	Management
1.3	Elect Director Patricia W. Chadwick	For	For	Management
1.4	Elect Director Robert A. Cornog	For	For	Management
1.5	Elect Director Curt S. Culver	For	For	Management
1.6	Elect Director Thomas J. Fischer	For	For	Management
1.7	Elect Director Gale E. Klappa	For	For	Management
1.8	Elect Director Ulice Payne, Jr.	For	For	Management
1.9	Elect Director Frederick P. Stratton,	For	For	Management
	Jr.
2	Ratify Auditors	For	For	Management

XCEL ENERGY INC.

Ticker:   XEL	Security ID:   98389B100
Meeting Date:   MAY 19, 2010	Meeting Type:   Annual
Record Date:   MAR 23, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1.1	Elect DirectorFredric W. Corrigan	For	For	Management
1.2	Elect Director Richard K. Davis	For	For	Management
1.3	Elect Director Benjamin G.S. Fowke, III	For	For	Management
1.4	Elect Director Richard C. Kelly	For	For	Management
1.5	Elect Director Albert F. Moreno	For	For	Management
1.6	Elect Director Christopher J.	For	For	Management
	Policinski
1.7	Elect Director A. Patricia Sampson	For	For	Management
1.8	Elect Director David A. Westerlund	For	For	Management
1.9	Elect Director Kim Williams	For	For	Management
1.10	Elect Director Timothy V. Wolf	For	For	Management
2	Approve Executive Incentive Bonus Plan	For	For	Management
3	Amend Omnibus Stock Plan	For	For	Management
4	Ratify Auditors	For	For	Management
5	Advisory Vote to Ratify Named Executive	Against	For	Shareholder
	Officers' Compensation

YUM! BRANDS, INC.

Ticker:   YUM	Security ID:   988498101
Meeting Date:   MAY 20, 2010	Meeting Type:   Annual
Record Date:   MAR 22, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director David W. Dorman	For	For	Management
2	Elect Director Massimo Ferragamo	For	For	Management
3	Elect Director J. David Grissom	For	For	Management
4	Elect Director Bonnie G. Hill	For	For	Management
5	Elect Director Robert Holland, Jr.	For	For	Management
6	Elect Director Kenneth G. Langone	For	For	Management
7	Elect Director Jonathan S. Linen	For	For	Management
8	Elect Director Thomas C. Nelson	For	For	Management
9	Elect Director David C. Novak	For	For	Management
10	Elect Director Thomas M. Ryan	For	For	Management
11	Elect Director Jing-Shyh S. Su	For	For	Management
12	Elect Director Robert D. Walter	For	For	Management
13	Ratify Auditors	For	For	Management
14	Amend Articles/Bylaws/Charter -- Call	Against	Against	Shareholder
	Special Meetings

ZIONS BANCORPORATION

Ticker:   ZION	Security ID:   989701107
Meeting Date:   MAY 28, 2010	Meeting Type:   Annual
Record Date:   MAR 24, 2010

#	Proposal	Mgt Rec	Vote Cast	Sponsor
1	Elect Director Roger B. Porter	For	Against	Management
2	Elect Director L.E. Simmons	For	For	Management
3	Elect Director Steven C. Wheelwright	For	For	Management
4	Increase Authorized Preferred Stock	For	For	Management
5	Ratify Auditors	For	For	Management
6	Advisory Vote to Ratify Named Executive	For	For	Management
	Officers' Compensation
7	Amend EEO Policy to Prohibit	Against	Against	Shareholder
	Discrimination based on Sexual
	Orientation and Gender Identity
8	Require Independent Board Chairman	Against	For	Shareholder
9	Advisory Vote to Ratify Named Executive	Against	For	Shareholder
	Officers' Compensation

==== 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) JPMorgan Fleming Mutual Fund Group, Inc.                                                                                         

By (Signature and Title)                         \s\ George C.W. Gatch                                                                                       

George C.W. Gatch, President

Date    August 30, 2010                                                                                                                                                               

Pursuant to the requirements of the Investment Company Act of 1940, this report has been signed below by the principal executive officer on behalf of the registrant and on the date indicated.

By (Signature and Title)*                         \s\ George C.W. Gatch                                                                                       

George C.W. Gatch, President

Date    August 30, 2010                                                                                                                                                               

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