FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-02614
EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Exchange Fund
82 DEVONSHIRE STREET, BOSTON, MA 02109
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)(ZIP CODE)
SCOTT C. GOEBEL, SECRETARY, 82 DEVONSHIRE STREET, BOSTON, MA 02109
(NAME AND ADDRESS OF AGENT FOR SERVICE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 617-563-7000
DATE OF FISCAL YEAR END: 12/31
DATE OF REPORTING PERIOD: 07/01/2009 - 06/30/2010
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, THERE UNTO DULY AUTHORIZED.
Fidelity Exchange Fund
BY: /s/KENNETH B. ROBINS*
KENNETH B. ROBINS, TREASURER
DATE: 08/16/2010 02:33:36 PM
*BY: /s/ MARK LUNDVALL
MARK LUNDVALL, VICE PRESIDENT, FIDELITY MANAGEMENT & RESEARCH COMPANY, PURSUANT TO A POWER OF ATTORNEY DATED JUNE 1, 2009 AND FILED HEREWITH.
VOTE SUMMARY REPORT
FIDELITY EXCHANGE FUND
07/01/2009 - 06/30/2010
Note: The Security ID will be the CUSIP (Committee on Uniform Securities Identification Procedures) when available. When CUSIP is not available, an alternate identifier, e.g., CINS, will be provided.
| 3M COMPANY MEETING DATE: MAY 11, 2010 | ||||
| TICKER: MMM SECURITY ID: 88579Y101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Linda G. Alvarado | Management | For | For |
| 2 | Elect Director George W. Buckley | Management | For | For |
| 3 | Elect Director Vance D. Coffman | Management | For | For |
| 4 | Elect Director Michael L. Eskew | Management | For | For |
| 5 | Elect Director W. James Farrell | Management | For | For |
| 6 | Elect Director Herbert L. Henkel | Management | For | For |
| 7 | Elect Director Edward M. Liddy | Management | For | For |
| 8 | Elect Director Robert S. Morrison | Management | For | For |
| 9 | Elect Director Aulana L. Peters | Management | For | For |
| 10 | Elect Director Robert J. Ulrich | Management | For | For |
| 11 | Ratify Auditors | Management | For | For |
| 12 | Amend Omnibus Stock Plan | Management | For | Against |
| 13 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| AGILENT TECHNOLOGIES, INC. MEETING DATE: MAR 2, 2010 | ||||
| TICKER: A SECURITY ID: 00846U101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Paul N. Clark | Management | For | For |
| 2 | Elect Director James G. Cullen | Management | For | For |
| 3 | Ratify Auditors | Management | For | For |
| 4 | Approve Executive Incentive Bonus Plan | Management | For | For |
| AIR PRODUCTS AND CHEMICALS, INC. MEETING DATE: JAN 28, 2010 | ||||
| TICKER: APD SECURITY ID: 009158106 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director William L. Davis, III | Management | For | For |
| 1.2 | Elect Director W. Douglas Ford | Management | For | For |
| 1.3 | Elect Director Evert Henkes | Management | For | For |
| 1.4 | Elect Director Margaret G. McGlynn | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Amend Omnibus Stock Plan | Management | For | Against |
| ALTRIA GROUP, INC. MEETING DATE: MAY 20, 2010 | ||||
| TICKER: MO SECURITY ID: 02209S103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Elizabeth E. Bailey | Management | For | For |
| 2 | Elect Director Gerald L. Baliles | Management | For | For |
| 3 | Elect Director John T. Casteen III | Management | For | For |
| 4 | Elect Director Dinyar S. Devitre | Management | For | For |
| 5 | Elect Director Thomas F. Farrell II | Management | For | For |
| 6 | Elect Director Robert E. R. Huntley | Management | For | For |
| 7 | Elect Director Thomas W. Jones | Management | For | For |
| 8 | Elect Director George Munoz | Management | For | For |
| 9 | Elect Director Nabil Y. Sakkab | Management | For | For |
| 10 | Elect Director Michael E. Szymanczyk | Management | For | For |
| 11 | Approve Omnibus Stock Plan | Management | For | Against |
| 12 | Ratify Auditors | Management | For | For |
| 13 | Report on Effect of Marketing Practices on the Poor | Shareholder | Against | Abstain |
| 14 | Adopt Human Rights Protocols for Company and Suppliers | Shareholder | Against | Abstain |
| AMERICAN EXPRESS COMPANY MEETING DATE: APR 26, 2010 | ||||
| TICKER: AXP SECURITY ID: 025816109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Daniel F. Akerson | Management | For | For |
| 1.2 | Elect Director Charlene Barshefsky | Management | For | For |
| 1.3 | Elect Director Ursula M. Burns | Management | For | For |
| 1.4 | Elect Director Kenneth I. Chenault | Management | For | For |
| 1.5 | Elect Director Peter Chernin | Management | For | Withhold |
| 1.6 | Elect Director Jan Leschly | Management | For | Withhold |
| 1.7 | Elect Director Richard C. Levin | Management | For | For |
| 1.8 | Elect Director Richard A. McGinn | Management | For | Withhold |
| 1.9 | Elect Director Edward .D. Miller | Management | For | Withhold |
| 1.10 | Elect Director Steven S. Reinemund | Management | For | For |
| 1.11 | Elect Director Robert D. Walter | Management | For | Withhold |
| 1.12 | Elect Director Ronald A. Williams | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | Against |
| 4 | Provide for Cumulative Voting | Shareholder | Against | Against |
| 5 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| 6 | Stock Retention/Holding Period | Shareholder | Against | Against |
| AMERIPRISE FINANCIAL, INC. MEETING DATE: APR 28, 2010 | ||||
| TICKER: AMP SECURITY ID: 03076C106 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director James M. Cracchiolo | Management | For | For |
| 2 | Elect Director H. Jay Sarles | Management | For | For |
| 3 | Declassify the Board of Directors | Management | For | For |
| 4 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
| 5 | Amend Omnibus Stock Plan | Management | For | Against |
| 6 | Ratify Auditors | Management | For | For |
| BECTON, DICKINSON AND COMPANY MEETING DATE: FEB 2, 2010 | ||||
| TICKER: BDX SECURITY ID: 075887109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Henry P. Becton, Jr. | Management | For | Withhold |
| 1.2 | Elect Director Edward F. Degraan | Management | For | Withhold |
| 1.3 | Elect Director Claire M. Fraser-liggett | Management | For | Withhold |
| 1.4 | Elect Director Edward J. Ludwig | Management | For | Withhold |
| 1.5 | Elect Director Adel A.F. Mahmoud | Management | For | Withhold |
| 1.6 | Elect Director James F. Orr | Management | For | Withhold |
| 1.7 | Elect Director Willard J. Overlock, Jr. | Management | For | Withhold |
| 1.8 | Elect Director Bertram L. Scott | Management | For | Withhold |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Company-Specific--Approval Of A By-law Amendment Regarding Special Shareholdermeetings | Management | For | For |
| 4 | Amend Omnibus Stock Plan | Management | For | For |
| 5 | Approve Executive Incentive Bonus Plan | Management | For | For |
| 6 | Require a Majority Vote for the Election of Directors | Shareholder | Against | Against |
| 7 | Provide for Cumulative Voting | Shareholder | Against | Against |
| BERKSHIRE HATHAWAY INC. MEETING DATE: JAN 20, 2010 | ||||
| TICKER: BRK.A SECURITY ID: 084670207 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Stock Split | Management | For | For |
| 2 | Approve Split of Class B Stock Without Splitting Class A Stock | Management | For | For |
| 3 | Adjust Par Value of Common Stock | Management | For | For |
| 4 | Increase Authorized Common Stock | Management | For | For |
| 5 | Remove Requirement of Issuing Physical Stock Certificates for Class B Stock Upon Conversion of Class A Stock | Management | For | For |
| BERKSHIRE HATHAWAY INC. MEETING DATE: MAY 1, 2010 | ||||
| TICKER: BRK.B SECURITY ID: 084670702 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Warren E. Buffett | Management | For | For |
| 1.2 | Elect Director Charles T. Munger | Management | For | For |
| 1.3 | Elect Director Howard G. Buffett | Management | For | For |
| 1.4 | Elect director Stephen Burke | Management | For | For |
| 1.5 | Elect Director Susan L. Decker | Management | For | For |
| 1.6 | Elect Director William H. Gates III | Management | For | For |
| 1.7 | Elect Director David S. Gottesman | Management | For | For |
| 1.8 | Elect Director Charlotte Guyman | Management | For | For |
| 1.9 | Elect Director Donald R. Keough | Management | For | For |
| 1.10 | Elect Director Thomas S. Murphy | Management | For | For |
| 1.11 | Elect Director Ronald L. Olson | Management | For | For |
| 1.12 | Elect Director Walter Scott, Jr. | Management | For | For |
| BRISTOL-MYERS SQUIBB COMPANY MEETING DATE: MAY 4, 2010 | ||||
| TICKER: BMY SECURITY ID: 110122108 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Lamberto Andreotti | Management | For | For |
| 2 | Elect Director Lewis B. Campbell | Management | For | For |
| 3 | Elect Director James M. Cornelius | Management | For | For |
| 4 | Elect Director Louis J. Freeh | Management | For | For |
| 5 | Elect Director Laurie H. Glimcher, M.D | Management | For | For |
| 6 | Elect Director Michael Grobstein | Management | For | For |
| 7 | Elect Director Leif Johansson | Management | For | For |
| 8 | Elect Director Alan J. Lacy | Management | For | For |
| 9 | Elect Director Vicki L. Sato, Ph.D. | Management | For | For |
| 10 | Elect Director Togo D. West, Jr. | Management | For | For |
| 11 | Elect Director R. Sanders Williams, M.D. | Management | For | For |
| 12 | Ratify Auditors | Management | For | For |
| 13 | Provide Right to Call Special Meeting | Management | For | For |
| 14 | Reduce Supermajority Vote Requirements Applicable to Common Stock | Management | For | For |
| 15 | Reduce Supermajority Vote Requirement Applicable to Preferred Stock | Management | For | For |
| 16 | Increase Disclosure of Executive Compensation | Shareholder | Against | Against |
| 17 | Provide Right to Act by Written Consent | Shareholder | Against | Against |
| 18 | Report and Set Goals Related to Animal Use and Testing | Shareholder | Against | Abstain |
| CHEVRON CORPORATION MEETING DATE: MAY 26, 2010 | ||||
| TICKER: CVX SECURITY ID: 166764100 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director S.H. Armacost | Management | For | For |
| 2 | Elect Director L.F. Deily | Management | For | For |
| 3 | Elect Director R.E. Denham | Management | For | For |
| 4 | Elect Director R.J. Eaton | Management | For | For |
| 5 | Elect Director C. Hagel | Management | For | For |
| 6 | Elect Director E. Hernandez | Management | For | For |
| 7 | Elect Director F.G. Jenifer | Management | For | For |
| 8 | Elect Director G.L. Kirkland | Management | For | For |
| 9 | Elect Director S. Nunn | Management | For | For |
| 10 | Elect Director D.B. Rice | Management | For | For |
| 11 | Elect Director K.W. Sharer | Management | For | For |
| 12 | Elect Director C.R. Shoemate | Management | For | For |
| 13 | Elect Director J.G. Stumpf | Management | For | For |
| 14 | Elect Director R.D. Sugar | Management | For | For |
| 15 | Elect Director C. Ware | Management | For | For |
| 16 | Elect Director J.S. Watson | Management | For | For |
| 17 | Ratify Auditors | Management | For | For |
| 18 | Provide Right to Call Special Meeting | Management | For | Against |
| 19 | Request Director Nominee with Environmental Qualifications | Shareholder | Against | Against |
| 20 | Stock Retention/Holding Period | Shareholder | Against | Against |
| 21 | Disclose Payments To Host Governments | Shareholder | Against | Abstain |
| 22 | Adopt Guidelines for Country Selection | Shareholder | Against | Abstain |
| 23 | Report on Financial Risks From Climate Change | Shareholder | Against | Abstain |
| 24 | Amend Bylaws to Establish a Board Committee on Human Rights | Shareholder | Against | Abstain |
| CITIGROUP INC. MEETING DATE: JUL 24, 2009 | ||||
| TICKER: C SECURITY ID: 172967101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Amend Certificate of Incorporation to Approve Dividend Blocker Amendment | Management | For | For |
| 2 | Amend Certificate of Incorporation to Approve Director Amendment | Management | For | For |
| 3 | Amend Certificate of Incorporation to Approve Retirement Amendment | Management | For | Against |
| 4 | Increase Authorized Preferred Stock | Management | For | Against |
| CME GROUP INC. MEETING DATE: MAY 5, 2010 | ||||
| TICKER: CME SECURITY ID: 12572Q105 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Terrence A. Duffy | Management | For | For |
| 1.2 | Elect Director Charles P. Carey | Management | For | For |
| 1.3 | Elect Director Mark E. Cermak | Management | For | For |
| 1.4 | Elect Director Martin J. Gepsman | Management | For | For |
| 1.5 | Elect Director Leo Melamed | Management | For | For |
| 1.6 | Elect Director Joseph Niciforo | Management | For | For |
| 1.7 | Elect Director C.C. Odom | Management | For | For |
| 1.8 | Elect Director John F. Sandner | Management | For | For |
| 1.9 | Elect Director Dennis A. Suskind | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| COACH, INC. MEETING DATE: NOV 5, 2009 | ||||
| TICKER: COH SECURITY ID: 189754104 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Lew Frankfort | Management | For | For |
| 1.2 | Elect Director Susan Kropf | Management | For | For |
| 1.3 | Elect Director Gary Loveman | Management | For | For |
| 1.4 | Elect Director Ivan Menezes | Management | For | For |
| 1.5 | Elect Director Irene Miller | Management | For | For |
| 1.6 | Elect Director Michael Murphy | Management | For | For |
| 1.7 | Elect Director Jide Zeitlin | Management | For | For |
| 2 | Amend Omnibus Stock Plan | Management | For | For |
| 3 | Report on Ending Use of Animal Fur in Products | Shareholder | Against | Abstain |
| COCA-COLA COMPANY, THE MEETING DATE: APR 21, 2010 | ||||
| TICKER: KO SECURITY ID: 191216100 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Herbert A. Allen | Management | For | For |
| 2 | Elect Director Ronald W. Allen | Management | For | For |
| 3 | Elect Director Cathleen P. Black | Management | For | For |
| 4 | Elect Director Barry Diller | Management | For | For |
| 5 | Elect Director Alexis M. Herman | Management | For | For |
| 6 | Elect Director Muhtar Kent | Management | For | For |
| 7 | Elect Director Donald R. Keough | Management | For | For |
| 8 | Elect Director Maria Elena Lagomasino | Management | For | For |
| 9 | Elect Director Donald F. McHenry | Management | For | For |
| 10 | Elect Director Sam Nunn | Management | For | For |
| 11 | Elect Director James D. Robinson III | Management | For | For |
| 12 | Elect Director Peter V. Ueberroth | Management | For | For |
| 13 | Elect Director Jacob Wallenberg | Management | For | For |
| 14 | Elect Director James B. Williams | Management | For | For |
| 15 | Ratify Auditors | Management | For | For |
| 16 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| 17 | Require Independent Board Chairman | Shareholder | Against | Against |
| 18 | Performance-Based Equity Awards | Shareholder | Against | Against |
| 19 | Publish Report on Chemical Bisphenol A (BPA) | Shareholder | Against | Abstain |
| COLGATE-PALMOLIVE COMPANY MEETING DATE: MAY 7, 2010 | ||||
| TICKER: CL SECURITY ID: 194162103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director John T. Cahill | Management | For | For |
| 2 | Elect Director Ian Cook | Management | For | For |
| 3 | Elect Director Helene D. Gayle | Management | For | For |
| 4 | Elect Director Ellen M. Hancock | Management | For | For |
| 5 | Elect Director Joseph Jimenez | Management | For | For |
| 6 | Elect Director David W. Johnson | Management | For | For |
| 7 | Elect Director Richard J. Kogan | Management | For | For |
| 8 | Elect Director Delano E. Lewis | Management | For | For |
| 9 | Elect Director J. Pedro Reinhard | Management | For | For |
| 10 | Elect Director Stephen I. Sadove | Management | For | For |
| 11 | Ratify Auditors | Management | For | For |
| 12 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
| 13 | Report on Charitable Contributions | Shareholder | Against | Abstain |
| 14 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| DIRECTV MEETING DATE: NOV 19, 2009 | ||||
| TICKER: DTV SECURITY ID: 25459L106 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Merger Agreement | Management | For | For |
| 2 | Approve Voting and Right of First Refusal | Management | For | For |
| 3 | Adjourn Meeting | Management | For | For |
| DIRECTV MEETING DATE: JUN 3, 2010 | ||||
| TICKER: DTV SECURITY ID: 25490A101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Neil R. Austrian | Management | For | For |
| 1.2 | Elect Director Ralph F. Boyd, Jr. | Management | For | For |
| 1.3 | Elect Director Paul A. Gould | Management | For | For |
| 1.4 | Elect Director Charles R. Lee | Management | For | For |
| 1.5 | Elect Director Peter A. Lund | Management | For | For |
| 1.6 | Elect Director Gregory B. Maffei | Management | For | For |
| 1.7 | Elect Director John C. Malone | Management | For | For |
| 1.8 | Elect Director Nancy S. Newcomb | Management | For | For |
| 1.9 | Elect Director Haim Saban | Management | For | For |
| 1.10 | Elect Director Michael D. White | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Approve Omnibus Stock Plan | Management | For | For |
| 4 | Approve Executive Incentive Bonus Plan | Management | For | For |
| 5 | Stock Retention/Holding Period | Shareholder | Against | Against |
| EXXON MOBIL CORPORATION MEETING DATE: MAY 26, 2010 | ||||
| TICKER: XOM SECURITY ID: 30231G102 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director M.J. Boskin | Management | For | For |
| 1.2 | Elect Director P. Brabeck-Letmathe | Management | For | For |
| 1.3 | Elect Director L.R. Faulkner | Management | For | For |
| 1.4 | Elect Director J.S. Fishman | Management | For | For |
| 1.5 | Elect Director K.C. Frazier | Management | For | For |
| 1.6 | Elect Director W.W. George | Management | For | For |
| 1.7 | Elect Director M.C. Nelson | Management | For | For |
| 1.8 | Elect Director S.J. Palmisano | Management | For | For |
| 1.9 | Elect Director S.C. Reinemund | Management | For | For |
| 1.10 | Elect Director R.W. Tillerson | Management | For | For |
| 1.11 | Elect Director E.E. Whitacre, Jr. | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| 4 | Reincorporate in Another State [from New Jersey to North Dakota] | Shareholder | Against | Against |
| 5 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| 6 | Amend EEO Policy to Prohibit Discrimination based on Sexual Orientation and Gender Identity | Shareholder | Against | Against |
| 7 | Adopt Policy on Human Right to Water | Shareholder | Against | Abstain |
| 8 | Adopt Policy to Address Coastal Louisiana Environmental Impacts | Shareholder | Against | Abstain |
| 9 | Report on Environmental Impact of Oil Sands Operations in Canada | Shareholder | Against | Abstain |
| 10 | Report on Environmental Impacts of Natural Gas Fracturing | Shareholder | Against | Abstain |
| 11 | Report on Energy Technologies Development | Shareholder | Against | Abstain |
| 12 | Adopt Quantitative GHG Goals from Products and Operations | Shareholder | Against | Abstain |
| 13 | Report on Risks of Alternative Long-term Fossil Fuel Demand Estimates | Shareholder | Against | Abstain |
| FIDELITY CASH CENTRAL, MUNICIPAL CASH CENTRAL AND TAX-FREE CASH CENTRAL FUNDS MEETING DATE: JUL 15, 2009 | ||||
| TICKER: SECURITY ID: 31635A105 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee James C. Curvey | Management | For | For |
| 1.2 | Elect Trustee Albert R. Gamper, Jr. | Management | For | For |
| 1.3 | Elect Trustee Abigail P. Johnson | Management | For | For |
| 1.4 | Elect Trustee Arthur E. Johnson | Management | For | For |
| 1.5 | Elect Trustee Michael E. Kenneally | Management | For | For |
| 1.6 | Elect Trustee James H. Keyes | Management | For | For |
| 1.7 | Elect Trustee Marie L. Knowles | Management | For | For |
| 1.8 | Elect Trustee Kenneth L. Wolfe | Management | For | For |
| GENERAL ELECTRIC COMPANY MEETING DATE: APR 28, 2010 | ||||
| TICKER: GE SECURITY ID: 369604103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director W. Geoffrey Beattie | Management | For | For |
| 2 | Elect Director James I. Cash, Jr. | Management | For | For |
| 3 | Elect Director William M. Castell | Management | For | For |
| 4 | Elect Director Ann M. Fudge | Management | For | For |
| 5 | Elect Director Susan Hockfield | Management | For | For |
| 6 | Elect Director Jeffrey R. Immelt | Management | For | For |
| 7 | Elect Director Andrea Jung | Management | For | For |
| 8 | Elect Director Alan G. (A.G.) Lafley | Management | For | For |
| 9 | Elect Director Robert W. Lane | Management | For | For |
| 10 | Elect Director Ralph S. Larsen | Management | For | For |
| 11 | Elect Director Rochelle B. Lazarus | Management | For | For |
| 12 | Elect Director James J. Mulva | Management | For | For |
| 13 | Elect Director Sam Nunn | Management | For | For |
| 14 | Elect Director Roger S. Penske | Management | For | For |
| 15 | Elect Director Robert J. Swieringa | Management | For | For |
| 16 | Elect Director Douglas A. Warner III | Management | For | For |
| 17 | Ratify Auditors | Management | For | For |
| 18 | Provide for Cumulative Voting | Shareholder | Against | Against |
| 19 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| 20 | Require Independent Board Chairman | Shareholder | Against | Against |
| 21 | Report on Pay Disparity | Shareholder | Against | Against |
| 22 | Adopt Policy Prohibiting Certain Directors from Serving on Key Board Committees | Shareholder | Against | Against |
| 23 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| HEWLETT-PACKARD COMPANY MEETING DATE: MAR 17, 2010 | ||||
| TICKER: HPQ SECURITY ID: 428236103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Marc L. Andreessen | Management | For | For |
| 1.2 | Elect Director Lawrence T. Babbio, Jr. | Management | For | For |
| 1.3 | Elect Director Sari M. Baldauf | Management | For | For |
| 1.4 | Elect Director Rajiv L. Gupta | Management | For | For |
| 1.5 | Elect Director John H. Hammergren | Management | For | For |
| 1.6 | Elect Director Mark V. Hurd | Management | For | For |
| 1.7 | Elect Director Joel Z. Hyatt | Management | For | For |
| 1.8 | Elect Director John R. Joyce | Management | For | For |
| 1.9 | Elect Director Robert L. Ryan | Management | For | For |
| 1.10 | Elect Director Lucille S. Salhany | Management | For | For |
| 1.11 | Elect Director G. Kennedy Thompson | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Amend Omnibus Stock Plan | Management | For | Against |
| 4 | Company Request on Advisory Vote on Executive Compensation | Management | For | For |
| INTERNATIONAL BUSINESS MACHINES CORPORATION MEETING DATE: APR 27, 2010 | ||||
| TICKER: IBM SECURITY ID: 459200101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director A. J. P. Belda | Management | For | For |
| 2 | Elect Director C. Black | Management | For | For |
| 3 | Elect Director W. R. Brody | Management | For | For |
| 4 | Elect Director K. I. Chenault | Management | For | For |
| 5 | Elect Director M. L. Eskew | Management | For | For |
| 6 | Elect Director S. A. Jackson | Management | For | For |
| 7 | Elect Director A. N. Liveris | Management | For | For |
| 8 | Elect Director W. J. McNerney, Jr. | Management | For | For |
| 9 | Elect Director T. Nishimuro | Management | For | For |
| 10 | Elect Director J. W. Owens | Management | For | For |
| 11 | Elect Director S. J. Palmisano | Management | For | For |
| 12 | Elect Director J. E. Spero | Management | For | For |
| 13 | Elect Director S. Taurel | Management | For | For |
| 14 | Elect Director L. H. Zambrano | Management | For | Against |
| 15 | Ratify Auditors | Management | For | For |
| 16 | Adopt Policy on Bonus Banking | Shareholder | Against | Against |
| 17 | Provide for Cumulative Voting | Shareholder | Against | Against |
| 18 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| 19 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| JOHNSON & JOHNSON MEETING DATE: APR 22, 2010 | ||||
| TICKER: JNJ SECURITY ID: 478160104 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Mary Sue Coleman | Management | For | For |
| 2 | Elect Director James G. Culien | Management | For | For |
| 3 | Elect Director Michael M. E. Johns | Management | For | For |
| 4 | Elect Director Susan L. Lindquist | Management | For | For |
| 5 | Elect Director Anne M. Mulcahy | Management | For | For |
| 6 | Elect Director Lea F. Mullin | Management | For | For |
| 7 | Elect Director William D. Perez | Management | For | For |
| 8 | Elect Director Charles Prince | Management | For | For |
| 9 | Elect Director David Satcher | Management | For | For |
| 10 | Elect Director William C. Welcon | Management | For | For |
| 11 | Ratify Auditors | Management | For | For |
| 12 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| 13 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| JPMORGAN CHASE & CO. MEETING DATE: MAY 18, 2010 | ||||
| TICKER: JPM SECURITY ID: 46625H100 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Crandall C. Bowles | Management | For | For |
| 1.2 | Elect Director Stephen B. Burke | Management | For | For |
| 1.3 | Elect Director David M. Cote | Management | For | For |
| 1.4 | Elect Director James S. Crown | Management | For | For |
| 1.5 | Elect Director James Dimon | Management | For | For |
| 1.6 | Elect Director Ellen V. Futter | Management | For | For |
| 1.7 | Elect Director William H. Gray, III | Management | For | For |
| 1.8 | Elect Director Laban P. Jackson, Jr. | Management | For | For |
| 1.9 | Elect Director David C. Novak | Management | For | For |
| 1.10 | Elect Director Lee R. Raymond | Management | For | For |
| 1.11 | Elect Director William C. Weldon | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
| 4 | Affirm Political Non-Partisanship | Shareholder | Against | Abstain |
| 5 | Amend Bylaws-- Call Special Meetings | Shareholder | Against | Against |
| 6 | Report on Collateral in Derivatives Trading | Shareholder | Against | For |
| 7 | Provide Right to Act by Written Consent | Shareholder | Against | Against |
| 8 | Require Independent Board Chairman | Shareholder | Against | Against |
| 9 | Report on Pay Disparity | Shareholder | Against | Against |
| 10 | Stock Retention/Holding Period | Shareholder | Against | Against |
| JUNIPER NETWORKS, INC. MEETING DATE: MAY 12, 2010 | ||||
| TICKER: JNPR SECURITY ID: 48203R104 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Pradeep Sindhu | Management | For | For |
| 1.2 | Elect Director Robert M. Calderoni | Management | For | For |
| 1.3 | Elect Director William F. Meehan | Management | For | For |
| 2 | Amend Omnibus Stock Plan | Management | For | For |
| 3 | Ratify Auditors | Management | For | For |
| MCDONALD'S CORPORATION MEETING DATE: MAY 20, 2010 | ||||
| TICKER: MCD SECURITY ID: 580135101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Walter E. Massey | Management | For | For |
| 2 | Elect Director John W. Rogers, Jr. | Management | For | For |
| 3 | Elect Director Roger W. Stone | Management | For | For |
| 4 | Elect Director Miles D. White | Management | For | For |
| 5 | Ratify Auditors | Management | For | For |
| 6 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| 7 | Reduce Supermajority Vote Requirement | Shareholder | Against | For |
| 8 | Require Suppliers to Adopt CAK | Shareholder | Against | Abstain |
| 9 | Adopt Cage-Free Eggs Purchasing Policy | Shareholder | Against | Abstain |
| MERCK & CO., INC. MEETING DATE: AUG 7, 2009 | ||||
| TICKER: MRK SECURITY ID: 589331107 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Acquisition | Management | For | For |
| MERCK & CO., INC. MEETING DATE: MAY 25, 2010 | ||||
| TICKER: MRK SECURITY ID: 58933Y105 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Leslie A. Brun | Management | For | For |
| 2 | Elect Director Thomas R. Cech | Management | For | For |
| 3 | Elect Director Richard T. Clark | Management | For | For |
| 4 | Elect Director Thomas H. Glocer | Management | For | For |
| 5 | Elect Director Steven F. Goldstone | Management | For | For |
| 6 | Elect Director William B. Harrison, Jr. | Management | For | For |
| 7 | Elect Director Harry R. Jacobson | Management | For | For |
| 8 | Elect Director William N. Kelley | Management | For | For |
| 9 | Elect Director C. Robert Kidder | Management | For | For |
| 10 | Elect Director Rochelle B. Lazarus | Management | For | For |
| 11 | Elect Director Carlos E. Represas | Management | For | For |
| 12 | Elect Director Patricia F. Russo | Management | For | For |
| 13 | Elect Director Thomas E. Shenk | Management | For | For |
| 14 | Elect Director Anne M. Tatlock | Management | For | For |
| 15 | Elect Director Craig B. Thompson | Management | For | For |
| 16 | Elect Director Wendell P. Weeks | Management | For | For |
| 17 | Elect Director Peter C. Wendell | Management | For | For |
| 18 | Ratify Auditors | Management | For | For |
| 19 | Approve Omnibus Stock Plan | Management | For | For |
| 20 | Approve Non-Employee Director Omnibus Stock Plan | Management | For | For |
| MICROSOFT CORPORATION MEETING DATE: NOV 19, 2009 | ||||
| TICKER: MSFT SECURITY ID: 594918104 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director William H. Gates, III | Management | For | For |
| 2 | Elect Director Steven A. Ballmer | Management | For | For |
| 3 | Elect Director Dina Dublon | Management | For | For |
| 4 | Elect Director Raymond V. Gilmartin | Management | For | For |
| 5 | Elect Director Reed Hastings | Management | For | For |
| 6 | Elect Director Maria Klawe | Management | For | For |
| 7 | Elect Director David F. Marquardt | Management | For | For |
| 8 | Elect Director Charles H. Noski | Management | For | For |
| 9 | Elect Director Helmut Panke | Management | For | For |
| 10 | Ratify Auditors | Management | For | For |
| 11 | Permit Right to Call Special Meeting | Management | For | For |
| 12 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
| 13 | Adopt Principles for Health Care Reform | Shareholder | Against | Abstain |
| 14 | Report on Charitable Contributions | Shareholder | Against | Abstain |
| MOTOROLA, INC. MEETING DATE: MAY 3, 2010 | ||||
| TICKER: MOT SECURITY ID: 620076109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Gregory Q. Brown | Management | For | For |
| 2 | Elect Director David W. Dorman | Management | For | For |
| 3 | Elect Director William R. Hambrecht | Management | For | Against |
| 4 | Elect Director Sanjay K. Jha | Management | For | For |
| 5 | Elect Director Keith A. Meister | Management | For | For |
| 6 | Elect Director Thomas J. Meredith | Management | For | For |
| 7 | Elect Director Samuel C. Scott III | Management | For | Against |
| 8 | Elect Director James R. Stengel | Management | For | Against |
| 9 | Elect Director Anthony J. Vinciquerra | Management | For | For |
| 10 | Elect Director Douglas A. Warner III | Management | For | For |
| 11 | Elect Director John A. White | Management | For | For |
| 12 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | Against |
| 13 | Ratify Auditors | Management | For | For |
| 14 | Amend Human Rights Policies | Shareholder | Against | Abstain |
| 15 | Reincorporate in Another State [from Delaware to North Dakota] | Shareholder | Against | Against |
| PFIZER INC. MEETING DATE: APR 22, 2010 | ||||
| TICKER: PFE SECURITY ID: 717081103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Dennis A. Ausiello | Management | For | For |
| 2 | Elect Director Michael S. Brown | Management | For | For |
| 3 | Elect Director M. Anthony Burns | Management | For | For |
| 4 | Elect Director Robert N. Burt | Management | For | For |
| 5 | Elect Director W. Don Cornwell | Management | For | For |
| 6 | Elect Director Frances D. Fergusson | Management | For | For |
| 7 | Elect Director William H. Gray III | Management | For | For |
| 8 | Elect Director Constance J. Horner | Management | For | For |
| 9 | Elect Director James M. Kilts | Management | For | For |
| 10 | Elect Director Jeffrey B. Kindler | Management | For | For |
| 11 | Elect Director George A. Lorch | Management | For | For |
| 12 | Elect Director John P. Mascotte | Management | For | For |
| 13 | Elect Director Suzanne Nora Johnson | Management | For | For |
| 14 | Elect Director Stephen W. Sanger | Management | For | For |
| 15 | Elect Director William C. Steere, Jr. | Management | For | For |
| 16 | Ratify Auditors | Management | For | For |
| 17 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
| 18 | Provide Right to Call Special Meeting | Management | For | Against |
| 19 | Prohibit Executive Stock-Based Awards | Shareholder | Against | Against |
| PHILIP MORRIS INTERNATIONAL INC. MEETING DATE: MAY 12, 2010 | ||||
| TICKER: PM SECURITY ID: 718172109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Harold Brown | Management | For | For |
| 2 | Elect Director Mathis Cabiallavetta | Management | For | For |
| 3 | Elect Director Louis C. Camilleri | Management | For | For |
| 4 | Elect Director J. Dudley Fishburn | Management | For | For |
| 5 | Elect Director Jennifer Li | Management | For | For |
| 6 | Elect Director Graham Mackay | Management | For | For |
| 7 | Elect Director Sergio Marchionne | Management | For | For |
| 8 | Elect Director Lucio A. Noto | Management | For | For |
| 9 | Elect Director Carlos Slim Helu | Management | For | For |
| 10 | Elect Director Stephen M. Wolf | Management | For | For |
| 11 | Ratify Auditors | Management | For | For |
| 12 | Report on Effect of Marketing Practices on the Poor | Shareholder | Against | Abstain |
| 13 | Establish Supplier Human Rights Purchasing Protocols | Shareholder | Against | Abstain |
| PROCTER & GAMBLE COMPANY, THE MEETING DATE: OCT 13, 2009 | ||||
| TICKER: PG SECURITY ID: 742718109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Kenneth I. Chenault | Management | For | For |
| 2 | Elect Director Scott D. Cook | Management | For | For |
| 3 | Elect Director Rajat K. Gupta | Management | For | For |
| 4 | Elect Director A.G. Lafley | Management | For | For |
| 5 | Elect Director Charles R. Lee | Management | For | For |
| 6 | Elect Director Lynn M. Martin | Management | For | For |
| 7 | Elect Director Robert A. McDonald | Management | For | For |
| 8 | Elect Director W. James McNerney, Jr. | Management | For | For |
| 9 | Elect Director Johnathan A. Rodgers | Management | For | For |
| 10 | Elect Director Ralph Snyderman | Management | For | For |
| 11 | Elect Director Mary Agnes Wilderotter | Management | For | For |
| 12 | Elect Director Patricia A. Woertz | Management | For | For |
| 13 | Elect Director Ernesto Zedillo | Management | For | For |
| 14 | Ratify Auditors | Management | For | For |
| 15 | Amend Code of Regulations | Management | For | For |
| 16 | Approve Omnibus Stock Plan | Management | For | Against |
| 17 | Provide for Cumulative Voting | Shareholder | Against | Against |
| 18 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| RAYTHEON COMPANY MEETING DATE: MAY 27, 2010 | ||||
| TICKER: RTN SECURITY ID: 755111507 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Vernon E. Clark | Management | For | For |
| 2 | Elect Director John M. Deutch | Management | For | For |
| 3 | Elect Director Stephen J. Hadley | Management | For | For |
| 4 | Elect Director Frederic M. Poses | Management | For | For |
| 5 | Elect Director Michael C. Ruettgers | Management | For | For |
| 6 | Elect Director Ronald L. Skates | Management | For | For |
| 7 | Elect Director William R. Spivey | Management | For | For |
| 8 | Elect Director Linda G. Stuntz | Management | For | For |
| 9 | Elect Director William H. Swanson | Management | For | For |
| 10 | Ratify Auditors | Management | For | For |
| 11 | Provide Right to Call Special Meeting | Management | For | For |
| 12 | Approve Omnibus Stock Plan | Management | For | Against |
| 13 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| 14 | Submit SERP to Shareholder Vote | Shareholder | Against | Against |
| 15 | Provide Right to Act by Written Consent | Shareholder | Against | Against |
| SCHERING-PLOUGH CORP. MEETING DATE: AUG 7, 2009 | ||||
| TICKER: SGP SECURITY ID: 806605101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Issue Shares in Connection with Acquisition | Management | For | For |
| 2 | Adjourn Meeting | Management | For | For |
| SCHLUMBERGER LTD. MEETING DATE: APR 7, 2010 | ||||
| TICKER: SLB SECURITY ID: 806857108 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect P. Camus as Director | Management | For | For |
| 1.2 | Elect P. Currie as Director | Management | For | For |
| 1.3 | Elect J.S. Gorelick as Director | Management | For | For |
| 1.4 | Elect A. Gould as Director | Management | For | For |
| 1.5 | Elect T. Isaac as Director | Management | For | For |
| 1.6 | Elect K.V. Kamath as Director | Management | For | For |
| 1.7 | Elect N. Kudryavtsev as Director | Management | For | For |
| 1.8 | Elect A. Lajous as Director | Management | For | For |
| 1.9 | Elect M.E. Marks as Director | Management | For | For |
| 1.10 | Elect L.R. Reif as Director | Management | For | For |
| 1.11 | Elect T.I. Sandvold as Director | Management | For | For |
| 1.12 | Elect H. Seydoux as Director | Management | For | For |
| 2 | Adopt and Approve Financials and Dividends | Management | For | For |
| 3 | Approve 2010 Omnibus Stock Incentive Plan | Management | For | For |
| 4 | Amend Qualified Employee Stock Purchase Plan | Management | For | For |
| 5 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
| SPX CORPORATION MEETING DATE: MAY 6, 2010 | ||||
| TICKER: SPW SECURITY ID: 784635104 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director J. Michael Fitzpatrick | Management | For | Against |
| 2 | Elect Director Albert A. Koch | Management | For | Against |
| 3 | Ratify Auditors | Management | For | For |
| STANLEY BLACK & DECKER, INC. MEETING DATE: MAY 20, 2010 | ||||
| TICKER: SWK SECURITY ID: 854502101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Nolan D. Archibald | Management | For | For |
| 1.2 | Elect Director John G. Breen | Management | For | Withhold |
| 1.3 | Elect Director George W. Buckley | Management | For | For |
| 1.4 | Elect Director Virgis W. Colbert | Management | For | Withhold |
| 1.5 | Elect Director Manuel A. Fernandez | Management | For | For |
| 1.6 | Elect Director Benjamin H. Griswold, IV | Management | For | For |
| 1.7 | Elect Director Anthony Luiso | Management | For | For |
| 1.8 | Elect Director John F. Lundgren | Management | For | Withhold |
| 1.9 | Elect Director Robert L. Ryan | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| STANLEY WORKS, THE MEETING DATE: MAR 12, 2010 | ||||
| TICKER: SWK SECURITY ID: 854616109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Issue Shares in Connection with Acquisition | Management | For | For |
| 2 | Amend Certificate Of Incorporation Increasing Authorized Common Stock and Changing Company Name | Management | For | For |
| 3 | Amend Omnibus Stock Plan | Management | For | Against |
| 4 | Adjourn Meeting | Management | For | For |
| UNION PACIFIC CORPORATION MEETING DATE: MAY 6, 2010 | ||||
| TICKER: UNP SECURITY ID: 907818108 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Andrew H. Card, Jr. | Management | For | For |
| 2 | Elect Director Erroll B. Davis, Jr. | Management | For | For |
| 3 | Elect Director Thomas J. Donohue | Management | For | For |
| 4 | Elect Director Archie W. Dunham | Management | For | For |
| 5 | Elect Director Judith Richards Hope | Management | For | For |
| 6 | Elect Director Charles C. Krulak | Management | For | For |
| 7 | Elect Director Michael R. McCarthy | Management | For | For |
| 8 | Elect Director Michael W. McConnell | Management | For | For |
| 9 | Elect Director Thomas F. McLarty III | Management | For | For |
| 10 | Elect Director Steven R. Rogel | Management | For | For |
| 11 | Elect Director Jose H. Villarreal | Management | For | For |
| 12 | Elect Director James R. Young | Management | For | For |
| 13 | Ratify Auditors | Management | For | For |
| 14 | Require Independent Board Chairman | Shareholder | Against | Against |
| 15 | Reduce Supermajority Vote Requirement | Shareholder | Against | For |
| UNITED TECHNOLOGIES CORPORATION MEETING DATE: APR 14, 2010 | ||||
| TICKER: UTX SECURITY ID: 913017109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Louis R. Chenevert | Management | For | For |
| 1.2 | Elect Director John V. Faraci | Management | For | For |
| 1.3 | Elect Director Jean-Pierre Garnier, Ph.D. | Management | For | For |
| 1.4 | Elect Director Jamie S. Gorelick | Management | For | For |
| 1.5 | Elect Director Carlos M. Gutierrez | Management | For | For |
| 1.6 | Elect Director Edward A. Kangas | Management | For | For |
| 1.7 | Elect Director Charles R. Lee | Management | For | For |
| 1.8 | Elect Director Richard D. McCormick | Management | For | For |
| 1.9 | Elect Director Harold McGraw, III | Management | For | For |
| 1.10 | Elect Director Richard B. Myers | Management | For | For |
| 1.11 | Elect Director H. Patrick Swygert | Management | For | For |
| 1.12 | Elect Director Andre Villeneuve | Management | For | For |
| 1.13 | Elect Director Christine Todd Whitman | Management | For | For |
| 2 | Ratify Auditors | Management | For | For |
| 3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| WALT DISNEY COMPANY, THE MEETING DATE: MAR 10, 2010 | ||||
| TICKER: DIS SECURITY ID: 254687106 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Susan E. Arnold | Management | For | For |
| 2 | Elect Director John E. Bryson | Management | For | For |
| 3 | Elect Director John S. Chen | Management | For | For |
| 4 | Elect Director Judith L. Estrin | Management | For | For |
| 5 | Elect Director Robert A. Iger | Management | For | For |
| 6 | Elect Director Steven P. Jobs | Management | For | For |
| 7 | Elect Director Fred H. Langhammer | Management | For | For |
| 8 | Elect Director Aylwin B. Lewis | Management | For | For |
| 9 | Elect Director Monica C. Lozano | Management | For | For |
| 10 | Elect Director Robert W. Matschullat | Management | For | For |
| 11 | Elect Director John E. Pepper, Jr. | Management | For | For |
| 12 | Elect Director Sheryl Sandberg | Management | For | For |
| 13 | Elect Director Orin C. Smith | Management | For | For |
| 14 | Ratify Auditors | Management | For | For |
| 15 | Amend Omnibus Stock Plan | Management | For | Against |
| 16 | Reduce Supermajority Vote Requirement | Management | For | For |
| 17 | Reduce Supermajority Vote Requirement | Management | For | For |
| 18 | Amend Articles of Incorporation to Delete Certain Tracking Stock Provisions | Management | For | For |
| 19 | Amend Articles of Incorporation to Delete Classified Board Transition Provisions | Management | For | For |
| 20 | Advisory Vote to Ratify Named Executive Officers' Compensation | Shareholder | Against | Abstain |
| 21 | Amend EEO Policy to Prohibit Discrimination Based on Ex-Gay Status | Shareholder | Against | Abstain |
| WASTE MANAGEMENT, INC. MEETING DATE: MAY 11, 2010 | ||||
| TICKER: WM SECURITY ID: 94106L109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Elect Director Pastora San Juan Cafferty | Management | For | For |
| 2 | Elect Director Frank M. Clark, Jr. | Management | For | For |
| 3 | Elect Director Patrick W. Gross | Management | For | For |
| 4 | Elect Director John C. Pope | Management | For | For |
| 5 | Elect Director W. Robert Reum | Management | For | For |
| 6 | Elect Director Steven G. Rothmeier | Management | For | For |
| 7 | Elect Director David P. Steiner | Management | For | For |
| 8 | Elect Director Thomas H. Weidemeyer | Management | For | For |
| 9 | Ratify Auditors | Management | For | For |
| 10 | Reduce Supermajority Vote Requirement | Management | For | For |
| 11 | Report on Political Contributions | Shareholder | Against | Abstain |
| 12 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | Against |
| WYETH MEETING DATE: JUL 20, 2009 | ||||
| TICKER: WYE SECURITY ID: 983024100 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Merger Agreement | Management | For | For |
| 2 | Adjourn Meeting | Management | For | For |
| 3.1 | Elect Director Robert M. Amen | Management | For | For |
| 3.2 | Elect Director Michael J. Critelli | Management | For | For |
| 3.3 | Elect Director Frances D. Fergusson | Management | For | For |
| 3.4 | Elect Director Victor F. Ganzi | Management | For | For |
| 3.5 | Elect Director Robert Langer | Management | For | For |
| 3.6 | Elect Director John P. Mascotte | Management | For | For |
| 3.7 | Elect Director Raymond J. McGuire | Management | For | For |
| 3.8 | Elect Director Mary Lake Polan | Management | For | For |
| 3.9 | Elect Director Bernard Poussot | Management | For | For |
| 3.10 | Elect Director Gary L. Rogers | Management | For | For |
| 3.11 | Elect Director John R. Torell III | Management | For | For |
| 4 | Ratify Auditors | Management | For | For |
| 5 | Report on Political Contributions | Shareholder | Against | Abstain |
| 6 | Amend Articles/Bylaws/Charter -- Call Special Meetings | Shareholder | Against | For |
POWER OF ATTORNEY
I, the undersigned Treasurer of the following investment companies:
| Fidelity Advisor Series I Fidelity Advisor Series VII Fidelity Advisor Series VIII Fidelity Beacon Street Trust Fidelity Capital Trust Fidelity Central Investment Portfolios LLC Fidelity Commonwealth Trust Fidelity Concord Street Trust Fidelity Congress Street Fund Fidelity Contrafund Fidelity Covington Trust Fidelity Destiny Portfolios Fidelity Devonshire Trust Fidelity Exchange Fund Fidelity Financial Trust | Fidelity Hanover Street Trust Fidelity Hastings Street Trust Fidelity Investment Trust Fidelity Magellan Fund Fidelity Mt. Vernon Street Trust Fidelity Puritan Trust Fidelity Securities Fund Fidelity Select Portfolios Fidelity Summer Street Trust Fidelity Trend Fund Variable Insurance Products Fund Variable Insurance Products Fund II Variable Insurance Products Fund III Variable Insurance Products Fund IV |
in addition to any other investment company for which Fidelity Management & Research Company or an affiliate acts as investment adviser and for which the undersigned individual serves as Treasurer (collectively, the "Funds"), hereby constitute and appoint Mark Lundvall and Jay Burke my true and lawful attorney-in-fact, each of them singly, with full power of substitution, and with full power to sign for me and in my name in the appropriate capacity, all Reports of the Proxy Voting Records of the Funds on Form N-PX under the Investment Company Act of 1940, as amended (the "Act"), or any successor thereto, and any supplements or other instruments in connection therewith, and generally do all such things in my name and behalf in connection therewith as said attorney-in-fact deems necessary or appropriate to cause such Form to be completed and filed in accordance with the Act and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorney-in-fact or his substitute may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after June 1, 2009.
WITNESS my hand on this 1st day of June 2009.
/s/Kenneth B. Robins
Kenneth B. Robins
Treasurer
