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 811-21256
Rock Canyon Funds
(Exact name of registrant as specified in charter)
1384 West State Road
Pleasant Grove UT 84062
(Address of principal executive offices)
(Zip code)
Jonathan Ferrell
Rock Canyon Advisory Group, Inc.
1384 West State Road
Pleasant Grove UT 84062
(Name and address of agent for service)
Copies to:
Donald S. Mendelsohn
Thompson Hine LLP
312 Walnut Street, 14th Floor
Cincinnati, Ohio 45202
Registrant's telephone number, including area code: (801) 785-8848
Date of fiscal year end: September 30
Date of reporting period: June 30, 2004
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking notes.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
ITEM 1. PROXY VOTING RECORD:
Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:
(a).
The name of the issuer of the portfolio security;
(b).
The exchange ticker symbol of the portfolio security;
(c).
The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;
(d).
The shareholder meeting date;
(e).
A brief identification of the matter voted on;
(f).
Whether the matter was proposed by the issuer or by a security holder;
(g).
Whether the Registrant cast its vote on the matter;
(h).
How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and
(i).
Whether the Registrant cast its vote for or against management.
| ADVANCED MARKETING SERVICES, INC. |
| Ticker Symbol:MKT | Cusip Number: 00753T105 |
| Record Date: 8/7/2003 | Meeting Date: 8/14/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS | | AGAINST | ISSUER | N/A | N/A |
| 2 | APPROVAL OF AMMENDMENT TO & RESTATEMENT OF 1995 STOCK OPTION PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | DELOITTE & TOUCHE AS INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:AHC | Cusip Number: O23551104 |
| Record Date: 4/15/2004 | Meeting Date: 5/5/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: N.F. BRADY, J.B. COLLINS, TH.H. KEAN, F.A. OLSON | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF THE SELECTION OF E&Y AS INDEPENDENT AUDITORS FOR FISCAL YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | APPROVAL OF ADOPTION OF SECOND AMENDED AND RESTATED 1995 LONG-TERM INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 4 | STOCKHOLDER PROPOSAL TO ESTABLISH AN OFFICE OF THE BOARD OF DIRECTORS FOR STOCKHOLDER COMMUNICATIONS | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| AMERICAN CAPITAL STRATEGIES, LTD. |
| Ticker Symbol:ACAS | Cusip Number: 024937104 |
| Record Date: 4/15/2004 | Meeting Date: 4/29/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: MARY BASKIN, ALVIN PURYEAR | | FOR | ISSUER | N/A | N/A |
| 2 | APPROVAL OF THE COMPANY'S 2004 EMPLOYEE STOCK OPTION PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | APPROVAL TO INCREASE THE AUTHORIZED SHARES OF COMMON STOCK | | AGAINST | ISSUER | FOR | AGAINST |
| 4 | APPROVAL OF THE PROPOSAL TO ISSUE WARRANTS TO PURCHASE COMMON STOCK | | AGAINST | ISSUER | FOR | AGAINST |
| 5 | RATIFICATION OF E&Y LLP AS AUDITORS | | FOR | ISSUER | FOR | WITH |
| AMERICAN ELECTRIC POWER COMPANY, INC. |
| Ticker Symbol:AEP | Cusip Number: 025537101 |
| Record Date: 4/23/2004 | Meeting Date: 4/27/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: E.R. BROOKS, D.M. CARLTON, J.P. DESBARRES, R.W. FRI, W.R. HOWELL, L.A. HUDSON, L.J. KUJAWA, M.G. MORRIS, R.L. SANDOR, D.G. SMITH, K.D. SULLIVAN | | AGAINST | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| 3 | SHAREHOLDER PROPOSAL REGARDING SEVERENCE AGREEMENTS FOR EXECUTIVES | | FOR | STOCKHOLDER | FOR | WITH |
| 4 | SHAREHOLDER PROPOSAL REGARDING SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS | | FOR | STOCKHOLDER | FOR | WITH |
| 5 | SHAREHOLDER PROPOSAL ALLOWING INDEPENDENT AUDITORS TO PERFORM ONLY ADUTI AND AUDIT RELATED WORK | | AGAINST | STOCKHOLDER | AGAINST | WITH |
| 6 | SHAREHOLDER PROPOSAL REGARDING TERM LIMITS FOR DIRECTORS | | AGAINST | STOCKHOLDER | AGAINST | WITH |
| AMERICAN ELECTRIC POWER COMPANY, INC. |
| Ticker Symbol:AEP | Cusip Number: O25537101 |
| Record Date: 4/6/2004 | Meeting Date: 4/27/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: E.R. BROOKS, D.M. CARLTON, J.P. DESBARRES, R.W. FRI, W.R. HOWELL, L.A. HUDSON, L.J. KUJAWA, M.G. MORRIS, R.L. SANDOR, D.G. SMITH, K.D. SULLIVAN | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| 3 | SHAREHOLDER PROPOSAL REGARDING SEVERANCE AGREEMENTS FOR EXECUTIVES | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| 4 | SHAREHOLDER PROPOSAL REGARDING SUPPLEMENTAL EXECUTIVE RETIREMENT | | AGAINST | STOCKHOLDER | AGAINST | WITH |
| 5 | SHAREHOLDER PROPOSAL ALLOWING INDEPENDENT AUDITORS TO PERFORM ONLY AUDIT AND AUDIT RELATED WORK | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| 6 | SHAREHOLDER PROPOSAL REGARDING TERM LIMITS FOR DIRECTORS | | AGAINST | STOCKHOLDER | AGAINST | WITH |
| Ticker Symbol:AMH | Cusip Number: 03072M108 |
| Record Date: 4/6/2004 | Meeting Date: 5/13/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ROGER BROOKS, THOMAS GODLASKY, STEPHEN STROME, F.A. WITTERN JR. | | FOR | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO AMEND THE COMPANY'S AMENDED AND RESTATED ARTICLES OF INCORPORATION | | FOR | ISSUER | FOR | WITH |
| 3 | PROPOSAL TO APPROVE A PROVISION IN THE COMPANY'S MIP DEFERRAL PLAN TO GRANT UP TO 180,000 SHARES OF THE COMPANY'S COMMON STOCK TO ELIGIBLE EMPLOYEES DURING AND AFTER 2004 | | AGAINST | ISSUER | FOR | AGAINST |
| 4 | PROPOSAL TO RATIFY THE APPOINTMEN OF E&Y AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR THE 2004 FISCAL YEAR. | | FOR | ISSUER | FOR | WITH |
| ANADARKO PETROLEUM CORPORATION |
| Ticker Symbol:APC | Cusip Number: 032511107 |
| Record Date: 4/1/2004 | Meeting Date: 5/6/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: LARRY BARCUS, JAMES L. BRYAN, JAMES HACKETT | | FOR | ISSUER | N/A | N/A |
| 2 | AMENDMENT TO THE ANNUAL INCENTIVE BONUS PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | RATIFICATION OF APPOINTMENT OF INDEPENDENT ACCOUNTANTS | | FOR | ISSUER | FOR | WITH |
| 4 | CLIMATE CHANGE | | AGAINST | STOCKHOLDER | AGAINST | WITH |
| Ticker Symbol:ARTI | Cusip Number: 042923102 |
| Record Date: 2/23/2004 | Meeting Date: 3/11/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | VOTE OF ELEC. OF TEMPLETON, BECKER, LANZA, HEINRICHS, KUROSAKI,LATTA, AND MALMED. | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | AMEND, '03 STOCK PLAN TO INCREASE NUMB. OF SHARES BY 450,000 SHARES. | | AGAINST | ISSUER | AGAINST | WITH |
| 3 | APRVE AMMEND. TO '97 DIR. OPTION PLAN TO INCREASE NUMB. OF SHARES BY 150,000. | | AGAINST | ISSUER | AGAINST | WITH |
| 4 | RATIFY THE APPTMENT OF PRICEWATERHOUSECOOPERS AS IND. ACCOUNTANTS OF COMPANY FOR '04. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:AZPN | Cusip Number: 045327103 |
| Record Date: 12/3/2003 | Meeting Date: 12/9/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | VOTE OF ELEC. FOR BROWN, BROWN, AND JENNINGS | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | AMEND '98 EMP. STOCK PURCH. PLAN TO INCREASE NUM. OF SHARES FROM 3,000,000-6,000,000. | | AGAINST | ISSUER | AGAINST | WITH |
| ASTORIA FINANCIAL CORPORATION |
| Ticker Symbol:AF | Cusip Number: 046265104 |
| Record Date: 5/7/2004 | Meeting Date: 5/19/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: JOHN CONEFRY, LAWRENCE PETERS, THOMAS POWDERLY | | FOR | ISSUER | N/A | N/A |
| 2 | THE APPROVAL OF AN AMENDMENT TO THE ASTORIEA FINANCIAL CORPORATION EXECUTIVE OFFICER ANNUAL INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | THE RATIFICATION OF THE APPOINTMENT OF KPMG AS INDEPENDENT AUDITORS OF ASTORIA FINANCIAL CORPORATION FOR THE FISCAL YEAR ENDING DEC. 31, 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:ASYT | Cusip Number: 04648X107 |
| Record Date: 9/5/2003 | Meeting Date: 9/23/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS RECOMMENDED | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | APPROVE 2003 EQUITY INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | INCREASE AGGREGATE NUMBER OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE BY 550,000 SHARES | | FOR | ISSUER | FOR | WITH |
| 4 | RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:VOXX | Cusip Number: 050757103 |
| Record Date: 7/21/2003 | Meeting Date: 7/24/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS RECOMMENDED | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:BDG | Cusip Number: 059815100 |
| Record Date: 4/15/2004 | Meeting Date: 5/11/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ROY CARVER, JAMES EVERLINE, PHILLIP HANRAHAN, AMY HUTTON | | FOR | ISSUER | FOR | WITH |
| 2 | APPROVAL OF THE BANDAG, INC 2004 STOCK GRANT AND AWARDS PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | RATIFICATION OF SELECTION OF E&Y LLP AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:CI | Cusip Number: 125509109 |
| Record Date: 4/15/2004 | Meeting Date: 4/28/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ROBERT CAMPBELL, JANE HENNEY, CHARLES SHOEMATE, LOUIS SULLIVAN | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF APPOINTMENT OF PWC LLP AS INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:CNL | Cusip Number: 12561W105 |
| Record Date: 4/15/2004 | Meeting Date: 4/23/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: SHERIAN CADORIA, RICHARD CROWELL, DAVID EPPLER, LARRY WESTBROOK | | FOR | ISSUER | N/A | N/A |
| Ticker Symbol:COP | Cusip Number: 20825C104 |
| Record Date: 4/23/2004 | Meeting Date: 5/5/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FORE ELECTION OF THE FOLLOWING NOMINEES: DAVID BOREN, JAMES COPELAND, KENNETH DUBERSTEIN, RUTH HARKIN, WILLIAM RHODES, STAPLETON ROY | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| 3 | AUTHROIZE THE 2004 OMNIBUS STOCK AND PERFORMANCE INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 4 | OFFICER & DIRECTOR COMPENSATION | | FOR | ISSUER | AGAINST | AGAINST |
| 5 | COMMONSENSE EXECUTIVE COMPENSATION | | FOR | ISSUER | AGAINST | AGAINST |
| 6 | ANWR DRILLING | | AGAINST | ISSUER | AGAINST | WITH |
| COUNTRYWIDE FINANCIAL CORPORATION |
| Ticker Symbol:CFC | Cusip Number: 222372104 |
| Record Date: 6/4/2004 | Meeting Date: 6/16/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: HENRY CISNEROS, ROBER DONATO, MICHAEL DOUGHERTY, MARIN MELONE, HARLEY SNYDER | | FOR | ISSUER | FOR | WITH |
| 2 | TO APPROVE AND AMEND THE COMPANY'S 2000 EQUITY INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:CREE | Cusip Number: 225447101 |
| Record Date: 10/17/2003 | Meeting Date: 10/28/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS RECOMMEND A VOTE FOR ELECTION OF 7 NOMINEES | | AGAINST | ISSUER | AGAINST | WITH |
| Ticker Symbol:CUB | Cusip Number: 229669106 |
| Record Date: 1/26/2004 | Meeting Date: 2/10/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | RECOMMEND A VOTE FOR ELECTION: ZABLE, ZABLE, BOYLE, ATKINSON, DEKOZAN, MONAGAN, PEET | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | CONFIRM ERNST & YOUNG LLP AS INDEPENDENT PUBLIC ACCOUNTANTS OF THE CORP. FOR FISCAL YR '04 | | FOR | ISSUER | FOR | WITH |
| DECKERS OUTDOOR CORPORATION |
| Ticker Symbol:DECK | Cusip Number: 246567107 |
| Record Date: 6/4/2004 | Meeting Date: 6/7/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: JOHN KALINICH, REX LICKLIDER | | FOR | ISSUER | FOR | WITH |
| 2 | TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| DORAL FINANCIAL CORPORATION |
| Ticker Symbol:DRL | Cusip Number: 25811P100 |
| Record Date: 4/23/2004 | Meeting Date: 4/21/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: RICHARD F. BONINI, EDGAR M. CULLMAN, JOHN L. ERNST, PETER A. HOFFMAN, EFRAIM KIER, SOLOMON LEVIS, ZOILA LEVIS HAROLD D. VICENTE, JOHN B. HUGHES | | FOR | ISSUER | N/A | N/A |
| 2 | AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF SERIAL PREFERRED STOCK | | AGAINST | ISSUER | FOR | AGAINST |
| 3 | AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF SERIAL PREFERRED STOCK | | AGAINST | ISSUER | FOR | AGAINST |
| 4 | ADOPTION OF DORAL FINANCIAL CORPORATION OMNIBUS INCENTIVE PLAN. | | FOR | ISSUER | FOR | WITH |
| 5 | APPOINTMENT OF PWC LLP AS INDEPENDENT ACCOUNTANTS | | FOR | ISSUER | FOR | WITH |
| DORAL FINANCIAL CORPORATION |
| Ticker Symbol:DRL | Cusip Number: 25811P100 |
| Record Date: 4/6/2004 | Meeting Date: 4/21/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: RICHARD BONINI, EDGAR CULLMAN, JOHN ERNST, PETER HOFFMAN, EFRAIM KIER, SALOMON LEVIS, ZOILA LEVIS, HAROLD VICENT, JOHN HUGHES | | FOR | ISSUER | FOR | WITH |
| 2 | AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK. | | AGAINST | ISSUER | AGAINST | WITH |
| 3 | AMENDMENT TO RESTATED CERTIFICATE OF INCOPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK. | | AGAINST | ISSUER | AGAINST | WITH |
| 4 | ADOPTION OF DORAL FINANCIAL CORPORATION OMNIBUS INCENTIVE PLAN. | | FOR | ISSUER | FOR | WITH |
| 5 | APPOINTMENT OF PWC AS INDEPENDENT ACCOUNTANTS. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:DUK | Cusip Number: 264399106 |
| Record Date: 4/15/2004 | Meeting Date: 5/16/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: PAUL ANDERSON, ANN GRAY, MICHEAEL PHELPS, JAMES RHODES | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF D&T LLP AS DUKE ENERGY'S INDEPENDENT AUDITORS FOR 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | A SHAREHOLDER PROPOSAL RELATING TO DECLASSIFICATION OF DUKE ENERGY'S BOARD OF DIRECOTRS, IF PROPERLY PRESENTED AT THE ANNUAL MEETING | | AGAINST | ISSUER | AGAINST | WITH |
| Ticker Symbol:EDSN | Cusip Number: 281033100 |
| Record Date: 11/17/2003 | Meeting Date: 11/12/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | MERGER DATED 07/13/03 AMONG EDISON SCHOOLS, SHAKESPEAR ACQ. LLC AND SHAKESPEAR ACQ. CORP. | | FOR | ISSUER | FOR | WITH |
| 2 | GRANT PROXY HOLDERS AUTHORITY TO VOTE IN THEIR DISCRETION TO ADJOURN OR POSTPONE THE SPECIAL MEETING. | | AGAINST | ISSUER | AGAINST | WITH |
| Ticker Symbol:EDSN | Cusip Number: 281033100 |
| Record Date: 10/24/2003 | Meeting Date: 11/12/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | APPROVE SHAKESPEARE ACQUISITION MERGER AGREEMENT, DATED 7/13/03 | | FOR | ISSUER | FOR | WITH |
| 2 | GRANT PROXY HOLDERS VOTING AUTHORITY TO ADJOURN OR POSTPONE THE SPECIAL MEETING | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:EDSN | Cusip Number: 281033100 |
| Record Date: 10/28/2003 | Meeting Date: 11/12/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | APPROVE MERGER OF EDISON SCHOOLS & SHAKESPEARE ACQUISITION LLC AND SHAKESPEARE ACQUISITION CORP | | FOR | ISSUER | FOR | WITH |
| 2 | GRANT PROXY HOLDERS THE AUTHORITY TO VOTE IN THEIR DISCRETION ON A MOTION TO ADJOURN OR POSTPONE THE SPECIAL MEETING | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:ELE | Cusip Number: 29258N107 |
| Record Date: 4/15/2004 | Meeting Date: 4/2/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | APPROVAL, WHEN APPROPRIATE, OF THE FINANCIAL STATEMENTS (NOTES TO FINANCIAL STATEMENTS, BALANCE SHEET AND STATEMENT OF INCOME) AND MANAGEMENT REPORT OF THE COMPANY | | FOR | ISSUER | FOR | WITH |
| 2 | APPROVAL OF THE APPROPRIATION OF INCOME FOR THE YEAR AND DISTRIBUTION OF DIVIDEND | | FOR | ISSUER | FOR | WITH |
| 3A | NEW WORDING OF ARTICLE 16 (ISSUE OF DEBENTURES), AND ARTICLE 33 (RIGHT TO INFORMATION) | | FOR | ISSUER | FOR | WITH |
| 3B | INCLUSION OF A NEW ARTICLE 30 B IN THE CURRENT BY-LAWS (VOTING AND REPRESENTATION BY REMOTE MEANS OF COMMUNICATION). | | FOR | ISSUER | FOR | WITH |
| 4 | NEW WORDING FOR ARTICLE 9 (RIGHT TO INFORMATION), ARTICLE 12 (PUBLIC PROXY SOLICITATION) AND ARTICLE 18 (SPEECHES) | | FOR | ISSUER | FOR | WITH |
| 5 | APPROVAL OF THE APPOINMENT, ACCEPTANCE, RATIFICATION AND RENEWAL PER THE BYLAWS OF DIRECTORS. | | FOR | ISSUER | FOR | WITH |
| 6 | APPROVAL OF THE APPOINTMENT OF AUDITORS FOR THE COMPANY AND ITS CONSOLIDATED GROUP. | | FOR | ISSUER | FOR | WITH |
| 7 | APPROVAL OF THE AUTHROIZATION FOR THE COMPANY AND ITS SUBSIDIARIES TO BE ABLE TO ACQUIRE TREASURY STOCK. | | FOR | ISSUER | FOR | WITH |
| 8 | APPROVAL OF THE AUTHORIZATION OF THE BOARD OF DIRECTORS TO CARRY OUT, IMPLEMENT AND IF APPROPRIATE, RECTIFY ANY RESOLUTIONS. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:EEFT | Cusip Number: 298736109 |
| Record Date: 5/18/2004 | Meeting Date: 5/24/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: MICHEAL BROWN, JEANNIN STRANDJORD, ANDREW SCHMITT | | FOR | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO APPROVE AN AMENDMENT TO THE EURONET WORLDWIDE, INC. 2002 EMPLOYEE STOCK INCENTIVE PLAN ALLOCATING AN ADDITIONAL 1.5 MILLION SHARES OF COMMON STOCK FOR DISTRIBUTION UNDER SUCH PLAN | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:FTUS | Cusip Number: 303072102 |
| Record Date: 9/3/2003 | Meeting Date: 9/17/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | ELECTION OF WILLEM DE VOGEL | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | AMEND THE AMENDED & RESTATED 1997 STOCK OPTION PLAN | | AGAINST | ISSUER | AGAINST | WITH |
| 3 | APPOINT ERNST & YOUNG AS ACCOUNTANTS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:FBC | Cusip Number: 358438109 |
| Record Date: 5/18/2004 | Meeting Date: 6/1/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: THOMAS HAMMOND, MARK HAMMOND, KIRSTEN HAMMOND, BAZZY, MICHAEL LUCCI, FRANK D'ANGELO, ROBER DEWITT | | AGAINST | ISSUER | N/A | N/A |
| Ticker Symbol:FLML | Cusip Number: 338488109 |
| Record Date: 7/6/2004 | Meeting Date: 6/22/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | THE SHAREHOLDERS' MEETING, AFTER HAVING TAKEN COGNIZANCE OF THE FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED ON 2003 | | FOR | ISSUER | N/A | N/A |
| 2 | THE SHAREHOLDERS MEETING DECIDES TO ALLOCATE THE PROFITS FOR THE FINANCIAL YEARD ENDED ON DECEMBER 31, 2003 | | FOR | ISSUER | N/A | N/A |
| 3 | THE SHAREHOLDERS' MEETING, ACKNOLEDGING THAT THE TERM OF THE DIRECTOR'S OFFICE OF GERARD SOULA , STEVE WILLARD, RAUL CESAN, WILLIAM DEARSTYNE, MICHEL GRECO, AND JEAN NOEL EXPIRES AT THIS MEETING | | FOR | ISSUER | N/A | N/A |
| 4 | IN ACCORDANCE WITH SECTION 223 QUATER OF THE GENERAL TAX CODED WERE INCURRED DURING THE FINANCIAL YEAR | | FOR | ISSUER | N/A | N/A |
| 5 | THE STATUTORY AUDITOR'S SPECIAL REPORT REGARDING THE AGREEMENTS REFERRED TO IN SECTION L. 225-38 | | FOR | ISSUER | N/A | N/A |
| 6 | THE BOARD OF DIRECTORS REPORT AND OF THE STATUTORY AUDITOR'S SPECIAL REPORT THE GENERAL SHAREHOLDERS' MEETING | | FOR | ISSUER | N/A | N/A |
| 7 | THE PRECEDING RESOLUTION AND HAVING THE BOARD OF DIRECTORS REPORT AND OF THE STATUORY AUDITORS SPECIAL REPORT | | FOR | ISSUER | N/A | N/A |
| 8 | THE ADOPTION OF THE TWO PRECIDING RESOLUTIONS | | FOR | ISSUER | N/A | N/A |
| 9 | THE SHAREHOLDERS' MEETING GRANTS A POWER OF ATTORNEY | | FOR | ISSUER | N/A | N/A |
| FLEXTRONICS INTERNATIONAL LTD. |
| Ticker Symbol:FLEX | Cusip Number: Y2573F102 |
| Record Date: 9/30/2003 | Meeting Date: 9/30/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | RE-ELECTION OF RICHARD SHARP AS A DIRECTOR OF COMPANY | | FOR | ISSUER | FOR | WITH |
| 2A | RE-ELECTION OF JAMES DAVIDSON AS A DIRECTOR OF COMPANY | | FOR | ISSUER | FOR | WITH |
| 2B | RE-ELECTION OF LIP-BU TAN AS A DIRECTOR OF COMPANY | | FOR | ISSUER | FOR | WITH |
| 3 | RE-APPOINTMENT OF PATRICK FOLEY AS A DIRECTOR OF COMPANY | | FOR | ISSUER | FOR | WITH |
| 4 | APPOINT DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS OF COMPANY FOR FISCAL YEAR ENDING MARCH 31 2004 | | FOR | ISSUER | FOR | WITH |
| 5 | APPROVE AMENDMENT TO COMPANYS 1997 EMPLOYEE SHARE PURCHASE PLAN | | FOR | ISSUER | FOR | WITH |
| 6 | APPROVE AUTHORIZATION FOR DIRECTORS OF COMPANY TO ALLOT AND ISSUE ORDINARY SHARES | | AGAINST | ISSUER | AGAINST | WITH |
| 7 | APPROVE AUTHORIZATION FOR COMPANY TO PROVIDE CASH COMPENSATION TO ITS DIRECTORS | | AGAINST | ISSUER | AGAINST | WITH |
| 8 | APPROVE AUTHORIZATION OF PROPOSED RENEWAL OF SHARE MANDATE RELATING TO ACQUISITIONS BY COMPANY OF ITS OWN ISSUED ORDINARY SHARES | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:FTE | Cusip Number: 35177Q105 |
| Record Date: 3/26/2004 | Meeting Date: 4/9/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| O1 | APPROVAL OF THE ANNUAL ACCOUNTS FOR THE FISCAL YEAR ENDED 12/31/2003 | | FOR | ISSUER | N/A | N/A |
| O2 | APPROVAL OF CONSOLIDATED ACCOUNTS FOR THE FISCAL YEAR ENDED 12/31/2003 | | FOR | ISSUER | N/A | N/A |
| O3 | ALLOCATION OF THE RESULTS FOR THE YEAR ENDED 12/31/2003 | | FOR | ISSUER | N/A | N/A |
| O4 | APPROVAL OF THE AGREEMENTS REFERRED TO IN ARTICLE L225038 OF THE COMERCIAL CODE. | | FOR | ISSUER | N/A | N/A |
| O5 | DELEGATION TO THE BOARD OF DIRECTORS TO BUY, KEEP OR TRANSFER FRANCE TELECOM SHARES. | | AGAINST | ISSUER | N/A | N/A |
| E6 | FIXING THE ISSUE PRICE OF SECURITIES WHICH DO NOT CONFER ON THEIR HOLDERS THE SAME RIGHTS AS ORDINARY SHARES | | FOR | ISSUER | N/A | N/A |
| E7 | AMANDMENT OF ARTICLE 1, 2 AND 7 OF THE BY-LAWS TO BRING THEM INTO CONFORMITY WITH FRENCH LAW NO. 90-568 | | FOR | ISSUER | N/A | N/A |
| E8 | AMENDMENT OF ARTICLE 13 OF BY-LAWS, RELATING TO THE BOARD OF DIRECTORS | | FOR | ISSUER | N/A | N/A |
| E9 | AMANDMENT OF ARTICLES 14, 15, 17, 18, AND 19 OF TH BY-LAWS RELATIN G TO THE CHAIRMAN'S POWERS AND TO GENERAL MANAGEMENT | | FOR | ISSUER | N/A | N/A |
| E10 | AMANEDMENT OF THE BY-LAWS TO BRING THEM INTO CONFORMITY WITH THE PROVISIONS OF ARTICLE 55 OF DECREE NO. 67-236 | | FOR | ISSUER | N/A | N/A |
| E11 | AUTHORITY DELEGATED TO THE BOARD OF DIRECTORS TO ISSUE HSARES RESERVED FOR WANADOO'S SHAREHOLDERS. | | AGAINST | ISSUER | N/A | N/A |
| Ticker Symbol:FTE | Cusip Number: 35177Q105 |
| Record Date: 3/26/2004 | Meeting Date: 4/9/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| E12 | DELEGATION TO THE BOARD OF DIRECOTRS TO INCREASE THE CAPITAL FOR THE BENEFIT OF MEMBERS OF FRANCE TELECOM COMPANY SAVINGS PLAN. | | AGAINST | ISSUER | AGAINST | WITH |
| E13 | POWERS | | FOR | ISSUER | FOR | WITH |
| GEORGIA PACIFIC CORPORATION |
| Ticker Symbol:GP | Cusip Number: 373298108 |
| Record Date: 5/10/2004 | Meeting Date: 5/4/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: BARBARA BOWLES, DONALD FITES, DAVID GOODE, KAREN HORN, WILLIAM JOHNSON, JAMES WILLIAMS | | FOR | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO AMEND THE GEORGIA-PACIFIC CORPORATION LONG-TERM INCENTIVE PLAN TO ADD STOCK APPRECIATION RIGHTS, KNOWN AS SARS, AS PERMITTED AWARDS UNDER THE PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | PROPOSAL TO APPROVE THE GEORGIA-PACIFIC CORPORATION SHORT-TERM INCENTIVE PLAN SO THAT INCENTIVE COMPENSATION AWARDS PAID UNDER THE PLAN WILL BE FULLY DEDUCTIBLE UNDER 162(M) OF THE IRS CODE OF 1986 AS AMENDED | | FOR | ISSUER | FOR | WITH |
| 4 | PROPOSAL TO RATIFY THE APPOINTMENT OF OUR INDEPENDENT AUDITORS, E&Y, AS AUDITORS FOR OUR FISCAL YEAR ENDING JANUARY 1, 2005 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:GPT | Cusip Number: 395384100 |
| Record Date: 4/1/2004 | Meeting Date: 4/30/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEES: BHARAT BHATT, THOMAS PRESBY, ROBERT VIZZA | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF APPOINTMENT OF PWC AS THE CORPORATION'S INDEPENDENT AUDITOR FOR THE YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| HAVERTY FURNITURE COMPANIES, INC. |
| Ticker Symbol:HVT | Cusip Number: 419596101 |
| Record Date: 5/10/2004 | Meeting Date: 5/10/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: CLARENCE RIDLEY, JOHN GLOVER, RAWSON HAVERTY, FRED SCHUERMANN, BEN HAVERTY MYLLE, MANGUM, CLARENCE SMITH, AL TRUJILLO, F.S. MCGAUGHEY, PHILLIP HUMANN, TERENCE MCGUIRK, VICKI PALMER | | AGAINST | ISSUER | N/A | N/A |
| 2 | TO APPROVE THE COMPANY'S 2004 LONG-TERM INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| HIGHWOODS PROPERTIES, INC |
| Ticker Symbol:HIW | Cusip Number: 431284108 |
| Record Date: 5/10/2004 | Meeting Date: 5/18/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: EDWARD FRTSCH, LAWRENCE KAPLAN, GLENN ORR, WILLIAM GRAHAM | | AGAINST | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF THE APPOINTMENT OF E&Y AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | OTHER BUSINESS: IN HIS DISCRETION, THE PROXY IS AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS THEREOF. | | AGAINST | ISSUER | FOR | AGAINST |
| Ticker Symbol:HU | Cusip Number: 444165104 |
| Record Date: 4/15/2004 | Meeting Date: 4/21/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ROBERT BURKE, JOAN DAVID | | AGAINST | ISSUER | N/A | N/A |
| 2 | AMENDEMENT TO THE HUDSON UNITED BANCORP RESTRICTED STOCK PLAN | | AGAINST | ISSUER | FOR | AGAINST |
| 3 | ADOPTION OF THE SHAREHOLDER PROPOSAL | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| Ticker Symbol:IPXL | Cusip Number: 45256B101 |
| Record Date: 5/10/2004 | Meeting Date: 5/17/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: LESLIE BENET, ROBERT BURR, BARRY EDWARDS, DAVID EDWARDS, NIGEL FLEMING, CHARS HSIAO, LARRY HSU, MICHEAL MARKBREITER, OH KIM SUN, PETER TERRERI | | FOR | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO ADOPT AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 75,000,000 TO 90,000,000 SHARES | | AGAINST | ISSUER | FOR | AGAINST |
| 3 | PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE AS THE COMPANY'S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:LIOX | Cusip Number: 536252109 |
| Record Date: 5/7/2004 | Meeting Date: 5/18/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: EDWARD BLECHSCMIDT, GUY DE CHAZAL | | FOR | ISSUER | FOR | WITH |
| 2 | TO APPROVE AN AMENDMENT TO LIONBRIDGE'S 1998 STOCK PLAN TO INCREASE THE AGGREGATE NUMBER OF SHARES OF COMMON STOCK THAT MAY BE ISSUED PURSUANT TO THE PLAN TO 11,722,032 | | AGAINST | ISSUER | FOR | AGAINST |
| 3 | TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE ANNUAL MEETING OR ANY POSTPONEMENTS OR ADJOURNMENTS THEREOF. | | AGAINST | ISSUER | FOR | AGAINST |
| Ticker Symbol:LAD | Cusip Number: 536797103 |
| Record Date: 4/15/2004 | Meeting Date: 4/29/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: SIDNEY DEBOER, BRADFORD GRAY, GERALD TAYLOR, DICK HEIMANN, WILLIAM YOUNG, THOMAS BECKER, PHILIP ROMERO | | FOR | ISSUER | FOR | WITH |
| 2 | TO APPROVE THE AMENDMENT TO THE 2003 STOCK INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES ISSUABLE UNDER THE PLAN FROM 1.2 MILLION TO 2.2 MILLION | | AGAINST | ISSUER | AGAINST | WITH |
| 3 | TO APPROVE THE AMENDMENT TO THE LITHIA MOTORS, INC. 1998 EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF SHARE ISSUABLE UNDER THE PLAN FROM 1.5 MILLION TO 1.75 MILLION | | AGAINST | ISSUER | AGAINST | WITH |
| 4 | TO APPROVE AMENDEMNTS TO THE LITHIA MOTORS, INC. EXECUTIVE BONUS PLAN | | AGAINST | ISSUER | AGAINST | WITH |
| Ticker Symbol:LZ | Cusip Number: 549271104 |
| Record Date: 4/16/2004 | Meeting Date: 4/26/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: JAMES HAMBRICK; GORDON HARNET; VITORIA HAYNES; WILLIAM MADAR | | FOR | ISSUER | N/A | N/A |
| 2 | CONFIRMATION OF APPOINTMENT OF D&T AS INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:MEOH | Cusip Number: 59151K108 |
| Record Date: 4/6/2004 | Meeting Date: 5/13/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: PIERRE CHOQUETTE, ROBERT FINDLAY, BRIAN GREGSON, R.J. LAWRENCE, DAVID MORTON, TERENCE POOLE, JOHN REID, MONICA SLOAN, GRAHAM SWEENEY, ANNE WEXLER | | FOR | ISSUER | N/A | N/A |
| 2 | TO RE-APPOINT KPMG LLP, CHARTERED ACCOUNTANTS, AS AUDITORS OF THE COMPANY FOR THE ENSUING YEAR. | | FOR | ISSUER | FOR | WITH |
| 3 | AUTHORIZING THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:MET | Cusip Number: 59156r108 |
| Record Date: 4/6/2004 | Meeting Date: 4/27/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION ON THE FOLLOWING NOMINEES: CURTIS BARNETTE, JOHN DANFORTH, BURTON DOLE, HARRY KAMEN, CHARLES LEIGHTON | | FOR | ISSUER | FOR | WITH |
| 2 | APPROVAL OF METLIFE, INC. 2005 STOCK AND INCENTIVE COMPENSATION PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | APPROVAL OF THE METLIFE ANNUAL VARIABLE INCECENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 4 | APPROVAL OF THE METLIFE, INC. 2005 NON-MANAGEMENT DIRECTOR STOCK COMPENSATION PLAN | | AGAINST | ISSUER | FOR | AGAINST |
| 5 | RATIFICATION OF APPOINTMENT OF D&T AS INDEPENDENT AUDITOR FOR 2004 | | FOR | ISSUER | FOR | WITH |
| 6 | SHAREHOLDER PROPOSAL CONCERNING CEO COMPENSATION | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| Ticker Symbol:MU | Cusip Number: 595112SMH |
| Record Date: 11/5/2003 | Meeting Date: 11/21/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS RECOMMEND A VOTE FOR ELECTION OF 6 NOMIMEES | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | APPROVE AN AMENDMENT TO COMPANY'S EMP. STOCK PURCH. PLAN INCREASING THE NUMBER OF SHARES | | FOR | ISSUER | FOR | WITH |
| 3 | PROPOSAL BY COMPANY TO APPROVE AN AMENDMENT TO COMPANY'S 2001 STOCK OPTION PLAN | | FOR | ISSUER | FOR | WITH |
| 4 | PROPOSAL BY THE COMPANY TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS COMPANY'S INDEPENDENT ACCOUNTANTS FOR 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:MU | Cusip Number: 595112SMH |
| Record Date: 11/19/2003 | Meeting Date: 11/21/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | VOTE FOR ELECTION OF FOLLOWING NOM.S APPLETON, BAGLEY, LOTHROP, NICHOLSON, SMITH AND WEBER | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | APPROVE AMENDMT. TO COMPANYS '89 EMP. STOCK PUR. PLAN BY INCREASING NUMBER OF SHARES | | AGAINST | ISSUER | AGAINST | WITH |
| 3 | APPROVE AN AMENDMENT TO COMPANYS '01 STOCK OPTION BY INCREASING NUMBER OF SHARES OF COMMON STOCK | | AGAINST | ISSUER | AGAINST | WITH |
| 4 | PROPOSAL BY COMPANY TO RATIFY THE APPNTMENT OF PRICEWATERHOUSECOOPERS LLP AS COMPANYS INDEPENDENT ACCOUNTANTS FOR '04 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:NTE | Cusip Number: 629865205 |
| Record Date: 7/8/2003 | Meeting Date: 7/8/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | ACCOUNTANTS | | AGAINST | ISSUER | AGAINST | WITH |
| NATIONAL CITY CORPORATION |
| Ticker Symbol:NCC | Cusip Number: 635405103 |
| Record Date: 4/1/2004 | Meeting Date: 4/27/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS RECOMMEND: A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: J.E. BARFIELD, J.S BORADHURST, J.W. BROWN, C.M. CONNOR, D.A. DABERKO, J.T. GORMAN, B.P. HEALY, P.A. ORMOND, R.A. PAUL, G.L SHAHEEN, J.S. THORNTON, M. WEISS | | FOR | ISSUER | N/A | N/A |
| 2 | THE APPROVAL OF THE NATIONAL CITY CORPORATION LONG-TERM CASH AND EQUITY INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | THE APPROVAL OF THE NATIONAL CITY CORPORATION MANAGEMENT INCENTIVE PLAN FOR SENIOR OFFICERS, AS AMENDED AND RESTATED | | AGAINST | ISSUER | FOR | AGAINST |
| 4 | THE RATIFICATION OF THE AUDIT COMMITTEES SELECTION OF E&Y AS INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| NEXTEL COMMUNICATIONS, INC. |
| Ticker Symbol:NXTL | Cusip Number: 65332V103 |
| Record Date: 5/10/2004 | Meeting Date: 5/27/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF TH EFOLLWOING NOMINEES: KEITH BANE, JANET HILL | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPNAY'S INDEPENDENT AUDITORS FOR 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | APPROVAL OF THE NEXTEL COMMUNICATIONS, INC. AMENDED AND RESTATED ASSOCIATE STOCK PURCHASE PLAN. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:NFI | Cusip Number: 669947400 |
| Record Date: 4/6/2004 | Meeting Date: 5/25/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: LANCE ANDERSON, GREGORY BARMORE | | FOR | ISSUER | N/A | N/A |
| 2 | APPROVAL OF THE NOVASTAR FINANCIAL, INC. 2004 INCENTIVE STOCK PLAN. | | FOR | ISSUER | FOR | WITH |
| 3 | RATIFICATION OF D&T AS INDEPENDENT PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING 12/31/2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:NVLS | Cusip Number: 670008101 |
| Record Date: 4/6/2004 | Meeting Date: 4/16/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: RICHARD S. HILL, NEIL BONKE, YOUSSEF EL-MANSY, DAVID LITSTER, YOSHIO NISHI, GLEN POSSLEY, ANN RHOADS, WILLIAM SPIVEY, DELBERT WHITAKER | | AGAINST | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO RATIFY AND APPROVE THE APPINTMENT OF E&Y AS THE INDEPENDENT AUDITORS FOR THE COMPANY FOR THE FISCAL YEAR ENDING 12/31/2004 | | FOR | ISSUER | FOR | WITH |
| 3 | SHAREHOLDER PROPOSAL REGARDING PROVISION OF NON-AUDIT SERVICES BY INDEPENDENT AUDITORS. | | FOR | ISSUER | AGAINST | AGAINST |
| 4 | SHAREHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION. | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| Ticker Symbol:OMM | Cusip Number: Y6476W104 |
| Record Date: 4/15/2004 | Meeting Date: 5/25/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES MICHEAL KLEBANOFF, DONALD TRAUSCHT | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF APPOINTMENT OF D&T LLP AS AUDITORS OF THE COPORATION FOR THE YEAR 2004. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:OMN | Cusip Number: 682129101 |
| Record Date: 3/4/2004 | Meeting Date: 3/25/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS RECOMMEND: A VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEES: D'ANTONI; MCGARRY; PERCY | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | RATIFY THE APPOINTMENT OF E&Y AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDED NOV. 30, 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:OPWV | Cusip Number: 683718100 |
| Record Date: 9/17/2003 | Meeting Date: 10/1/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | APPROVE 3 FORMS OF AMMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION. | | AGAINST | ISSUER | AGAINST | WITH |
| Ticker Symbol:OVER | Cusip Number: 69039R100 |
| Record Date: 9/26/2003 | Meeting Date: 10/7/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | APPROVE MERGER OF OVERTURE SERVICES, YAHOO! AND MERGER CORP. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:PNR | Cusip Number: 709631105 |
| Record Date: 4/15/2004 | Meeting Date: 4/30/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: GLYNIS BRYAN, DAVID JONES, WILLIAM MONAHAN, KAREN WELKE | | FOR | ISSUER | FOR | WITH |
| 2 | APPROVAL OF THE COMPENSATION PLAN FOR NON-EMPLOEE DIRECTORS | | AGAINST | ISSUER | FOR | AGAINST |
| 3 | APPROVAL OF THE OMNIBUS STOCK INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 4 | APPROVAL OF THE EMPLOYEE STOCK PURCHASE AND BONUS PLAN | | FOR | ISSUER | FOR | WITH |
| 5 | APPROVAL OF THE INTERNATIONAL STOCK PURCHASE AND BONUS PLAN. | | FOR | ISSUER | FOR | WITH |
| 6 | RATIFICATION OF APPOINTMENT OF D&T LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:PLMD | Cusip Number: 731738100 |
| Record Date: 9/16/2003 | Meeting Date: 9/26/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS NOMINATED | | FOR | ISSUER | FOR | WITH |
| 2 | RATIFY PRICEWATERHOUSECOOPERS AS COMPANY'S INDEPENDENT ACCOUNTANTS | | FOR | ISSUER | FOR | WITH |
| PRINCIPAL FINANCIAL GROUP, INC. |
| Ticker Symbol:PFG | Cusip Number: 74251V102 |
| Record Date: 4/23/2004 | Meeting Date: 5/18/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: DAVID DRURY, DANIEL GELATT, SANDRA HELTON, FEDERICO PENA | | AGAINST | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF AUDITORS | | FOR | ISSUER | FOR | WITH |
| 3 | APPROVAL OF ANNUAL INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| PROTECTIVE LIFE CORPORATION |
| Ticker Symbol:PL | Cusip Number: 743674103 |
| Record Date: 4/6/2004 | Meeting Date: 5/3/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEES: JOHN MCMAHON, JAMES FRENCH, JOHN JOHNS, DONALD JAMES, GARY COOPER, CORBIN DAY, MICHEAL WARREN, MALCOLM PORTERA, THOMAS HAMBY, VANESSA LEONARD, WILLIAM TERRY | | FOR | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO APPROVE THE STOCK PLAN FOR NON-EMPLOYEE DIRECTORS | | AGAINST | ISSUER | FOR | AGAINST |
| 3 | PROPOSAL TO RATIFY PWC AS THE COMPANY'S INDEPENDENT ACCOUNTANTS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:PHM | Cusip Number: 745867101 |
| Record Date: 4/15/2004 | Meeting Date: 5/13/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: RICHARD DUGAS, DAVID MCCAMMON, WILLIAM PULTE, FANCIIS SEHN, MICHAEL ROSSI | | FOR | ISSUER | FOR | WITH |
| 2 | A PROPOSAL TO ADOPT THE PULTE HOMES, INC. 2004 STOCK INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | A PROPOSAL BY A SHAREHOLDER REQUESTING THAT PULTE HOMES, INC. ADOPT A POLICY THAT THE SELECTION OF ITS INDEPENDENT AUDITOR BE SUBMITTED TO THE SHAREHOLDERS FOR RATIFICATION AT ANNUAL MEETINGS | | FOR | ISSUER | AGAINST | AGAINST |
| Ticker Symbol:RAS | Cusip Number: 749227104 |
| Record Date: 4/15/2004 | Meeting Date: 5/10/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: BETSY COHEN, EDWARD BROWN, JONATHAN COHEN, KRISTIN KIM, ARTHUR MAKADON, JOEL MESZNIK, DANIEL PROMISLO | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | PROPOSAL TO RATIFY THE SELECTION OF GRANT THORNTON LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR 2004 FISCAL YEAR. | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:RCRC | Cusip Number: 749388104 |
| Record Date: 4/15/2004 | Meeting Date: 5/7/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ROBER DODS, BOYD MEYER, PETER CHUNG, CURTIS STOELTING, JOHN BAKALAR, JOHN VOSICKY, PAUL PURCELL, DANIEL WRIGHT, THOMAS COLLINGER, RICHARD ROTHKOPF, M.J. MERRIMAN, JR | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS AUDITORS FOR RC2 CORPORATION FOR THE YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:RDX | Cusip Number: 781258108 |
| Record Date: 1/15/2004 | Meeting Date: 2/19/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIR.'S RECOMMEND A VOTE OF ELECTION ON DICKSON, NELSON, PATICK, SPILMAN | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:SFNT | Cusip Number: 78645R107 |
| Record Date: 6/4/2004 | Meeting Date: 6/3/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOING NOMINEES: ANTHONY CAPUTO, WALTER STRAUB, ARTHUR MONEY, THOMAS BROOKS, ANDREW CLARK, SHELLY HARRISON, IRA HUNT, BRUCE THAW | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | TO RATIFY THE PPOINTMENT OF E&Y AS THE COMPANY'S INDEPNDENT AUDITORS OF THE FISCAL YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:SNDK | Cusip Number: 80004C101 |
| Record Date: 5/7/2004 | Meeting Date: 5/20/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ELI HARARI, IRWIN FEDERMAN, JUDY BRUNER, MICHAEL MAKRKS, JAMES MEINDL, ALAN SHUGART | | AGAINST | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO RATIFY APPOINTMENT OF E&Y AS INDEPENDENT ACCOUNTANTS OF THE COMPANY FOR THE FISCAL YEAR ENDING JAN. 2, 2005 | | FOR | ISSUER | FOR | WITH |
| SCOTTISH RE GROUP LIMITED |
| Ticker Symbol:SCT | Cusip Number: G7885T104 |
| Record Date: 5/10/2004 | Meeting Date: 5/5/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: MICHAEL FRENCH, HAZEL O'LEARY | | FOR | ISSUER | N/A | N/A |
| 2 | APPROVAL OF 2004 EQUITY INCENTIVE COMPENSATION PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | RATIFICATION OF E&Y LLP AS INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| SHELL TRANSPORT & TRADING COMPANY, PLC |
| Ticker Symbol:SC | Cusip Number: 822703609 |
| Record Date: 7/1/2004 | Meeting Date: 6/28/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | THAT THE REPORT OF THE DIRECTORS AND THE ACCOUNTS OF THE COMPANY FOR THE YEAR ENDED DECEMBER 31, 2003 BE ADOPTED. | | FOR | ISSUER | N/A | N/A |
| 2 | THAT THE REMUNERATION REPORT FOR THE YEAR ENDED DECEMBER 31, 2003 SET OUT IN THE ANNUAL REPORT AND ACCOUNTS 20003 AND SUMMARISED IN THE SUMMARY ANNUAL REPORT AND ACCOUNTS 2003 BE APPROVED. | | FOR | ISSUER | N/A | N/A |
| 3 | THAT MALCOM BRINDED BE ELECTED AS A DIRECTOR. | | FOR | ISSUER | N/A | N/A |
| 4 | THAT DR EILEEN BUTTLE BE RE-ELECTED AS A DIRECTOR. | | FOR | ISSUER | N/A | N/A |
| 5 | THAT LUIS GIUSTI BE RE-ELECTED AS A DIRECTOR. | | FOR | ISSUER | N/A | N/A |
| 6 | THAT MARY (NINA HENDERSON BE RE-ELECTED AS A DIRECTOR. | | FOR | ISSUER | N/A | N/A |
| 7 | THAT LORD OXBURG BE RE-ELECTED AS A DIRECTOR. | | FOR | ISSUER | N/A | N/A |
| 8 | THAT PWC BE RE-APPOINTED AS AUDITORS OF THE COMPANY. | | FOR | ISSUER | N/A | N/A |
| 9 | THAT THE BOARD BE AUTHORISED TO SETTLE THE REMUNERATION OF THE AUDITORS FOR 2004. | | FOR | ISSUER | N/A | N/A |
| 10 | THAT THE COMPANY BE AUTHORISED TO MAKE MARKET PURCHASES (AS DEFINED IN SECTION 163 OF THE COMPANIES ACT 1985) OF UPT TO 483,000,000 ORDINARY SHARES OF 25P PER SHARE IN THE CAPITAL OF THE COMPANY. | | FOR | ISSUER | N/A | N/A |
| Ticker Symbol:SKYW | Cusip Number: 830879102 |
| Record Date: 4/23/2004 | Meeting Date: 5/4/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: JERRY C. ATKIN, RALPH ATKIN, STEVEN UDVAR-HAZY, IAN CUMMING, STEVE ALBRECHT, MERVYN COX, SIDNEY ATKIN, HYRUM SMITH, ROBERT SARVER | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF THE APPOINTMENT OF E&Y TO SERVE AS THE INDEPNDENT AUDITOR OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| SOUTHERN PERU COPPER CORPORATION |
| Ticker Symbol:PCU | Cusip Number: 843611104 |
| Record Date: 5/7/2004 | Meeting Date: 4/29/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FORE ELECTION OF THE FOLLOWING NOMINEES: LUIS BONILLA; GILBERTO CIFUENTES | | AGAINST | ISSUER | N/A | N/A |
| 2 | RATIFY THE AUDIT COMMITTES SLECTIONOF PWC AS THE INDEPENDENT ACCOUNTANTS FOR 2004 | | FOR | ISSUER | FOR | WITH |
| ST MARY LAND & EXPLORATION COMPANY |
| Ticker Symbol:SM | Cusip Number: 792228108 |
| Record Date: 5/10/2004 | Meeting Date: 5/26/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: BARBARA BAUMANN, LARRY BICKL, RONALD BOONE, JOHN SEIDL, WILLIAM SULLIVAN | | FOR | ISSUER | N/A | N/A |
| 2 | THE PROPOSAL TO APPROVE THE ST. MARY LAND & EXPLORATION COMPANY RESTRICTED STOCK PLAN TO PROVIDE FOR THE GRANT OF RESTRICTED STOCK AND RESTRICTED STOCK UNIT AWARDS TO EMPLOYEES, CONSULTANTS AND DIRECTORS OF THE COMPANY. | | FOR | ISSUER | FOR | WITH |
| STANCORP FINANCIAL GROUP, INC. |
| Ticker Symbol:SFG | Cusip Number: 852891100 |
| Record Date: 4/15/2004 | Meeting Date: 5/3/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: JEROME MEYER, RALPH PETERSON, KAY STEPP, MECHAEL THORNE | | FOR | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO RATIFY APPOINTMENT OF INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| 3 | PROPOSAL TO APPROVE THE AMENDED 2002 STOCK INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| 4 | SHAREHOLDER PROPOSAL CONCERNING THE NOMINATION OF DIRECTORS | | AGAINST | ISSUER | AGAINST | WITH |
| Ticker Symbol:SPF | Cusip Number: 85375C101 |
| Record Date: 4/23/2004 | Meeting Date: 5/12/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ANDREW PARNES, JAMES DOTI, FRANK O'BRYAN | | FOR | ISSUER | N/A | N/A |
| 2 | APPROVAL OF AMENDMENT AND RESTATEMENT OF THE 2000 STOCK INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:SPF | Cusip Number: 85375C101 |
| Record Date: 4/23/2004 | Meeting Date: 5/12/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ANDREW PARNES, JAMES DOTI, FRANK O'BRYAN | | FOR | ISSUER | FOR | WITH |
| 2 | APPROVAL OF AMENDMENT AND RESTATEMENT OF THE 2000 STOCK INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:SLF | Cusip Number: 866796105 |
| Record Date: 5/10/2004 | Meeting Date: 5/19/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | AMENDMENT TO BY-LAW NO. 1 - RE: RETIREMENT OF DIRECTORS | | AGAINST | ISSUER | FOR | AGAINST |
| 2 | AMENDMENT TO BY-LAW NO. 1 - RE: MAXIMUM DIRECTORS COMPENSATION | | AGAINST | ISSUER | FOR | AGAINST |
| 3 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ROBERT ASTLEY, WILLIAM FATT, GERMAIN GIBARA, STANLEY HARTT, RONALD OSBORNE, MADELEINE PAQUIN, JAMES PRIEUR, DONALD STEWART, WILLIAM STINSON, VICKERY STOUGHTON | | FOR | ISSUER | N/A | N/A |
| 4 | APPOINTMENT OF DELOITTE & TOUCHE AS AUDITORS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:TNOX | Cusip Number: 87588Q109 |
| Record Date: 6/4/2004 | Meeting Date: 6/4/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: OSAMA MIKHAIL, PETER TRABER | | FOR | ISSUER | N/A | N/A |
| 2 | TO APPROVE AN AMENDMENT OT THE 2000 NON-EMPLOYEE DIRECTORS' STOCK OPTION PLAN | | FOR | ISSUER | FOR | WITH |
| 3 | TO RATIFY THE SELECTION OF E&Y AS INDEPENDENT AUDITORS FOR 2004 | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:TIN | Cusip Number: 879868107 |
| Record Date: 4/1/2004 | Meeting Date: 5/7/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS RECOMMEND: A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: DONALD CARLTON, LINN DRAPER, JEFFREY HELLER, KENNETH JASTROW, JAMES JOHNSON | | FOR | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO RATIFY THE SELECTION OF E&Y AS INDEPENDENT AUDITORS OF TEMPLE-INLAND, INC. FOR FISCAL YEAR ENDING JANUARY 1, 2005 | | FOR | ISSUER | FOR | WITH |
| THE HARTFORD FINANCIAL SVCS GROUP, INC. |
| Ticker Symbol:HIG | Cusip Number: 416515104 |
| Record Date: 4/23/2004 | Meeting Date: 5/20/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: RAMANI AYER, RONALD FERGUSON, EDWARD KELLY, PAUL KIRK, THOMAS MARRA, GAIL MCGOVERN, ROBERT SELANDER, CHARLES STRAUS, PATRIC SWYGERT, GODON ULMER, DAVID ZWIENER | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | PROPOSAL BY SHAREHOLDER RELATING TO EXECUTIVE COMPENSATION. | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| Ticker Symbol:MDCO | Cusip Number: 584688105 |
| Record Date: 5/7/2004 | Meeting Date: 5/27/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEES: WILLIAM CROUSE, SCOTT JOHNSON, DAVID STACK | | FOR | ISSUER | N/A | N/A |
| 2 | RATIFY THE APPOINTMENT OF E&Y AS THE COMPANY'S INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | APPROVE THE COMPANY'S 2004 STOCK INCENTIVE PLAN | | FOR | ISSUER | FOR | WITH |
| THE MERIDIAN RESOURCE CORPORATION |
| Ticker Symbol:TMR | Cusip Number: 58977Q109 |
| Record Date: 7/15/2003 | Meeting Date: 7/15/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF JAMES BOND OR JACK PRIZZI | | AGAINST | ISSUER | AGAINST | WITH |
| Ticker Symbol:TMA | Cusip Number: 885218107 |
| Record Date: 4/15/2004 | Meeting Date: 4/20/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ANNE DRUE ANDERSON, DAVID ATER, LARRY GOLDSTONE | | AGAINST | ISSUER | N/A | N/A |
| UIL HOLDOINGS CORPORATION |
| Ticker Symbol:UIL | Cusip Number: 902748102 |
| Record Date: 5/12/2004 | Meeting Date: 5/12/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: THELMA ALBRIGHT; MARK BRESLAWSKY; DAVID CARSON; ARNOLD CHASE; JOHN CRWEAK; BETSY HENLEY-COHN; JOHN LAHEY; PATRICK MCFADDEN; ANDIEL MIGLIO; WILLIAM MURDY; JAMES THOMAS; NATHANIEL WOODSON | | AGAINST | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF THE SELECTION OF PWC AS UIL HOLDINGS CORPORATION'S INDEPENDENT PUBLIC ACCOUNTANTS FOR 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | PROPOSAL TO APPROVE THE UILD HOLDINGS CORPORATION SENIOR EXECUTIVE INCENTIVE COMPENSATION PROGRAM | | AGAINST | ISSUER | FOR | AGAINST |
| Ticker Symbol:UAG | Cusip Number: 909440109 |
| Record Date: 3/30/2004 | Meeting Date: 3/26/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | TO APPROVE THE ISSUEANCE AND SALE OF SHARES | | AGAINST | ISSUER | FOR | AGAINST |
| Ticker Symbol:URS | Cusip Number: 903236107 |
| Record Date: 3/1/2004 | Meeting Date: 3/23/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | VOTE FOR ELEC. OF ARNELLE, BLUM, MARDEROSIAN, FORET, KOFFEL, MADDEN, RALSTON, ROACH, WALSH | | FOR | ISSUER | FOR | WITH |
| 2 | APPROVE AMEND. OF NUMB. OF AUTH. SHARES OF COMMON STOCK. | | AGAINST | ISSUER | AGAINST | WITH |
| 3 | RE-APPROVE THE URS CORP. INCENTIVE COMP. PLAN | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:WM | Cusip Number: 939322103 |
| Record Date: 4/1/2004 | Meeting Date: 4/20/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: ANNE FARRELL, STEPHEN FRANK, MARGARET OSMER MCQUATE, WILLIAM SCHULTE | | AGAINST | ISSUER | N/A | N/A |
| 2 | RATIFICATION OF THE APPOINTMENT OF D&T LLP AS COMPANY'S INDEPENDENT AUDITORS FOR 2004 | | FOR | ISSUER | FOR | WITH |
| 3 | SHAREHOLDER PROPOSAL RELATING TO A SPECIFIC COMPENSATION PROGRAM | | FOR | STOCKHOLDER | AGAINST | AGAINST |
| Ticker Symbol:WEBX | Cusip Number: 94767L109 |
| Record Date: 5/18/2004 | Meeting Date: 5/19/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: MICHAEL FLYNN, CASIMIR SKRZYPCZAK | | AGAINST | ISSUER | N/A | N/A |
| 2 | PROPOSAL TO CONFIRM THE APPOINTMENT OF KPMG LLP AS COMPANY'S INDEPENDENT AUDITORS | | FOR | ISSUER | FOR | WITH |
| Ticker Symbol:WLM | Cusip Number: 949702104 |
| Record Date: 7/17/2003 | Meeting Date: 8/5/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | DIRECTORS | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | ERNST & YOUNG LLP AS AUDITORS | | FOR | ISSUER | FOR | WITH |
| WELLPOINT HEALTH NETWORKS, INC. |
| Ticker Symbol:WLP | Cusip Number: 94973H108 |
| Record Date: 6/4/2004 | Meeting Date: 6/28/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | TO ADOPT THE AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, EFFECTIVE AS OF OCTOBER 26, 2003, AMONG ANTHEM, ANTHEM HOLDING CORP AND WELLPOINT, AND THE TRANSACTIONS CONTEMPLATED THEREBY, INCLDUING THE MERGER, AS MORE FULLY DESCRIBED IN PROSPECTUS | | AGAINST | ISSUER | FOR | AGAINST |
| WESTELL TECHNOLOGIES, INC |
| Ticker Symbol:WSTL | Cusip Number: 957541105 |
| Record Date: 9/5/2003 | Meeting Date: 9/25/2003 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | ELECTION OF DIRECTORS | | AGAINST | ISSUER | AGAINST | WITH |
| 2 | WHO TO ALLOW TO CALL A SPECIAL MEETING OF STOCKHOLDERS | | AGAINST | ISSUER | AGAINST | WITH |
| 3 | ELIMINATE CLAUSES II AND III OF ARTICLE IX | | FOR | ISSUER | FOR | WITH |
| WPS RESOURCES CORPORATION |
| Ticker Symbol:WPS | Cusip Number: 92931B106 |
| Record Date: 4/15/2004 | Meeting Date: 5/13/2004 |
| Proposal # | Proposal | | Vote | Author | MRV* | vs. Mgmt |
| 1 | A VOTE FOR ELECTION OF THE FOLLOWING NOMINEES: RICHARD A BEMIS, ELLEN CARNAHAN, ROBERT GALLAGHER | | FOR | ISSUER | FOR | WITH |
| 2 | RATIFY THE APPOINTMENT OF D&T LLP AS WPS | | FOR | ISSUER | FOR | WITH |
* Management Recommended Vote
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.
Rock Canyon Funds
By /s/Jonathan Ferrell
* Jonathan Ferrell
Chief Executive Officer
By /s/James Boden
* James Boden
Chief Financial Officer
Date: August 27, 2004
*Print the name and title of each signing officer under his or her signature.
