Copley Fund N-PX Annual report of proxy voting record

united states

securities and exchange commission

Washington, D.C. 20549

Form N-PX

Annual Report of Proxy Voting Record of

Copley Fund, Inc.

Investment Company Act File No.: 811-2815

Registrant

Copley Fund, Inc.

5348 Vegas Drive

Las Vegas NV 89108

Agent for Service

Fiscal Year end: February 28

Date of Reporting Period: July 1, 2012 to June 30, 2013

Item 1. Proxy Voting Record

Name	Ticker	CUSIP	Meeting Date	Item Description	Proponent (Management/Shareholder)	Voted (Yes/No)	Vote Cast	With or Against Mgt Rec
Alliant Energy Corporation	LNT	18802108	5/9/2013	Election of Directors
				Michael L. Bennett	Management	Yes	For	With
				Darryl N. Hazel	Management	Yes	For	With
				David A. Perdue	Management	Yes	For	With
	LNT			Advisory Vote to approve named executive officer compensation	Management	Yes	For	With
	LNT			Ratify Appt - Deloitte & Touche LLP	Management	Yes	For	With
Ameren Corporation	AEE	23608102	4/23/2013	Election of Directors
				Stephen F. Brauer	Management	Yes	For	With
				Catherine S. Brune	Management	Yes	For	With
				Ellen M. Fitzsimmons	Management	Yes	For	With
				Walter J. Galvin	Management	Yes	For	With
				Gayle P. W. Jackson	Management	Yes	For	With
				James C. Johnson	Management	Yes	For	With
				Steven H. Lipstein	Management	Yes	For	With
				Patrick T. Stokes	Management	Yes	For	With
				Thomas R. Voss	Management	Yes	For	With
				Stephen R. Wilson	Management	Yes	For	With
				Jack D. Woodard	Management	Yes	For	With
	AEE			Advisory Approval of the compensation of the executives	Management	Yes	For	With
	AEE			Ratify Appt - PriceWaterhouse Coopers LLP as Independent Registered Accounting Firm for Fiscal Year Ending December 31, 2013	Management	Yes	For	With
	AEE			Shareholder Proposal relating to the report on reducing risk in energy portfolio through increased energy efficiency and renewable energy resources	Shareholder	Yes	Against	With
American Electric Power Company, Inc.	AEP	25537101	4/23/2013	Election of Directors
				Nicholas K. Akins	Management	Yes	For	With
				David J. Anderson	Management	Yes	For	With
				Ralph D. Crosby, Jr.	Management	Yes	For	With
				Linda A. Goodspeed	Management	Yes	For	With
				Thomas E. Hoaglin	Management	Yes	For	With
				Sandra Beach Lin	Management	Yes	For	With
				Michael G. Morris	Management	Yes	For	With
				Richard C. Notebaert	Management	Yes	For	With
				Lionel L. Nowell III	Management	Yes	For	With
				Stephen S. Rasmussen	Management	Yes	For	With
				Oliver G. Richard III	Management	Yes	For	With
				Richard L. Sandor	Management	Yes	For	With
				Sara Martinez Tucker	Management	Yes	For	With
				John F. Turner	Management	Yes	For	With
	AEP			Ratification of Appointment of Deloitte & Touche LLP Independent Registered Public Accounting Firm for Fiscal Year ending December 31, 2013	Management	Yes	For	With
	AEP			Advisory Approval of the Company's Executive Compensation	Management	Yes	For	With
	AEP			Shareholder Proposal for lobbying disclosure report	Management	Yes	Against	With
Arthur J. Gallagher & Co.	AJG	363576109	5/13/2013	Election of Directors
				William L. Bax	Management	Yes	For	With
				Frank E. English, Jr.	Management	Yes	For	With
				J. Patrick Gallagher, Jr.	Management	Yes	For	With
				Elbert O. Hand	Management	Yes	For	With
				David S. Johnson	Management	Yes	For	With
				Kay W. McCurdy	Management	Yes	For	With
				Norman L. Rosenthal	Management	Yes	For	With
				James R. Wimmer	Management	Yes	For	With
	AJG			Ratify Appt- Independent Auditor for 2013	Management	Yes	For	With
	AJG			Advisory Vote on the Compensation of Named Executive Officers	Management	Yes	For	With
AT&T Inc.	T	00206R102	2/27/2013	Election of Directors
				Randall L. Stephenson	Management	Yes	For	With
				Gilbert F. Amelio	Management	Yes	For	With
				Reuben V. Anderson	Management	Yes	For	With
				James H. Blanchard	Management	Yes	For	With
				Jaime Chico Pardo	Management	Yes	For	With
				Scott T. Ford	Management	Yes	For	With
				James P. Kelly	Management	Yes	For	With
				Jon C. Madonna	Management	Yes	For	With
				John B. McCoy	Management	Yes	For	With
				Joyce M. Roché	Management	Yes	For	With
				Matthew K. Rose	Management	Yes	For	With
				Laura D'Andrea Tyson	Management	Yes	For	With
	T			Ratify Appt- Independent Auditors	Management	Yes	For	With
	T			Advisory Approval on executive compensation	Management	Yes	For	With
	T			Approve Stock Purchase and Deferral Plan	Management	Yes	For	With
	T			Political Contributions Report	Shareholder	Yes	Against	With
	T			Lead Batteries Report	Shareholder	Yes	Against	With
	T			Compensation Packages	Shareholder	Yes	Against	With
	T			Independent Board Chairman	Shareholder	Yes	Against	With
Bristol-Myers Squibb Company	BMY	110122108	5/7/2013	Election of Directors
				L. Andreotti	Management	Yes	For	With
				L. B. Campbell	Management	Yes	For	With
				J. M. Cornelius	Management	Yes	For	With
				L. H. Glimcher, M.D.	Management	Yes	For	With
	��			M. Grobstein	Management	Yes	For	With
				A. J. Lacy	Management	Yes	For	With
				V. L. Sato, Ph.D.	Management	Yes	For	With
				E. Sigai, M.D., Ph.D.	Management	Yes	For	With
				G. L. Storch	Management	Yes	For	With
				T. D. West, Jr.	Management	Yes	For	With
	BMY			Ratify Appt- Independent Accounting Firm	Management	Yes	For	With
	BMY			Advisory Vote on executive compensation of named executive officers	Management	Yes	For	With
Chevron Corporation	CVX	166764100	5/29/2013	Election of Directors
				L. F. Deily	Management	Yes	For	With
				R. E. Denham	Management	Yes	For	With
				A.P. Gast	Management	Yes	For	With
				E. Hernandez	Management	No
				G. L. Kirkland	Management	Yes	For	With
				C.W. Moorman		Yes	For	With
				K. W. Sharer	Management	No
				J. G. Stumpf	Management	Yes	For	With
				R. D. Sugar	Management	Yes	For	With
				C. Ware	Management	Yes	For	With
				J. S. Watson	Management	Yes	For	With
	CVX			Ratify Appt- Independent Registered Public Accounting Firm	Management	No
	CVX			Advisory Vote on Named Executive Officer Compensation	Management	Yes	For	With
	CVX			Approval of Amendements to Long-Term Incentive Plan	Management	Yes	For	With
	CVX			Shale Energy Operations	Shareholder	Yes	Against	With
	CVX			Offshore Oil Wells	Shareholder	Yes	Against	With
	CVX			Climate Risk	Shareholder	Yes	Against	With
	CVX			Lobbying Disclosure	Shareholder	Yes	Against	With
	CVX			Cessation of Use of Corporate Funds for Political Purposes	Shareholder	Yes	Against	With
	CVX			Cumulative Voting	Shareholder	Yes	Against	With
	CVX			Special Meetings	Shareholder	Yes	Against	With
	CVX			Independent Director with Environmental Expertise	Shareholder	Yes	Against	With
	CVX			Country Selection Guidelines	Shareholder	Yes	Against	With
Delta Natural Gas Company, Inc.	DGAS	247748106	11/15/2012	Election of Directors
				Michael J. Kistner	Management	Yes	For	With
				Michael R. Whitley	Management	Yes	For	With
	DGAS			Ratify Appt - Deloitte & Touche LLP as Independent Registered Public Accounting Firm	Management	Yes	For	With
	DGAS			Non-Binding advisory vote to approve the compensation paid to named executive officers for fiscal 2012	Management	Yes	For	With
Dominion Resources, Inc.	D	25746U109	2/28/2013	Election of Directors
				William P. Barr	Management	Yes	For	With
				Peter W. Brown, M.D.	Management	Yes	For	With
				Helen E. Dragas	Management	Yes	For	With
				James O. Ellis, Jr.	Management	Yes	For	With
				Thomas F. Farrell II	Management	Yes	For	With
				John W. Harris	Management	Yes	For	With
				Robert S. Jepson, Jr.	Management	Yes	For	With
				Mark J. Kington	Management	Yes	For	With
				Frank S. Royal	Management	Yes	For	With
				Robert H. Spilman, Jr.	Management	Yes	For	With
				Micahel E. Szymanczyk	Management	Yes	For	With
				David A. Wollard	Management	Yes	For	With
	D			Ratify Appointment of Independent Auditors for 2013	Management	Yes	For	With
	D			Advisory Vote on executive compensation	Management	Yes	For	With
	D			Approval of Amendment to Bylaws to Allow Shareholders to Call Special Meetings	Management	Yes	For	With
	D			Report on Future Policy to End Use of Mountaintop Removal Coal	Shareholder	Yes	Against	With
	D			Sustainabiity as a Performance Measure for Executive Compensation	Shareholder	Yes	Against	With
	D			Policy Related to Minimizing Storage of Nuclear Waste in Spent Fuel Pools	Shareholder	Yes	Against	With
	D			Report on the Financial Risks to Dominion posed by Climate Change	Shareholder	No
DTE Energy Company	DTE	233331107	5/3/2013	Election of Directors
				Gerald M. Anderson	Management	Yes	For	With
				David A. Brandon	Management	Yes	For	With
				Charles G. McClure, Jr.	Management	Yes	For	With
				Gail J. McGovern	Management	Yes	For	With
				James B. Nicholson	Management	No
				Charles W. Pryor, Jr.	Management	Yes	For	With
				Ruth G. Shaw	Management	Yes	For	With
	DTE			Independent Accounting Firm PriceWaterhouse Coopers LLP	Management	Yes	For	With
	DTE			Advisory Vote to approve Executive Compensation	Management	Yes	For	With
	DTE			Shareholding Proposal Regarding Political Contributions	Shareholder	Yes	Against	With
Duke Energy Corporation	DUK	26441C105	5/2/2013	Election of Directors
				William Barnet. III	Management	Yes	For	With
				Alex Bernhardt, Sr.	Management	Yes	For	With
				Michael G. Browning	Management	Yes	For	With
				Harris E. Deloach, Jr.	Management	Yes	For	With
				Daniel R. Dimicco	Management	Yes	For	With
				John H. Forsgren	Management	Yes	For	With
				Ann M. Gray	Management	Yes	For	With
				James H. Hance, Jr.	Management	Yes	For	With
				John T. Herron	Management	Yes	For	With
				James B. Hyler, Jr.	Management	Yes	For	With
				Marie McKee	Management	Yes	For	With
				E. James Reinsch	Management	Yes	For	With
				James T. Rhodes	Management	Yes	For	With
				James E. Rogers	Management	Yes	For	With
				Carlos A. Saladrigas	Management	Yes	For	With
				Philip R. Sharp	Management	Yes	For	With
	DUK			Ratification of Deloitte & Touche as Duke Energy Corporation's Independent Public Accountant for 2013	Management	Yes	For	With
	DUK			Advisory Vote to approve named executive officer compensation	Management	Yes	For	With
	DUK			Approval of the Amended Duke Energy Corporation Executive Short-Term Incentive Plan	Management	Yes	For	With
	DUK			Shareholder action by written consent	Shareholder	Yes	Against	With
	DUK			Amendment to organizational documents to require mandatory voting for the election of directors	Shareholder	Yes	Against	With
Exelon Corporation	EXC	30161N101	4/23/2013	Election of Directors
				Anthony K. Anderson	Management	Yes	For	With
				Ann C. Berzin	Management	Yes	For	With
				John A. Canning, Jr.	Management	Yes	For	With
				Christopher M. Crane	Management	Yes	For	With
				Yves C. de Balmann	Management	Yes	For	With
				Nicholas DeBenedictis	Management	Yes	For	With
				Nelson A. Diaz	Management	Yes	For	With
				Sue L. Gin	Management	Yes	For	With
				Paul L. Joskow	Management	Yes	For	With
				Robert J. Lawless	Management	Yes	For	With
				Richard W. Mies	Management	Yes	For	With
				Willliam C. Richardson	Management	Yes	For	With
				Thomas J. Ridge	Management	Yes	For	With
				John W. Rogers, Jr.	Management	Yes	For	With
				Mayo A. Shattuck III	Management	Yes	For	With
				Stephen D. Steinour	Management	Yes	For	With
	EXC			Ratification of PriceWaterhouse Coopers LLP as Exelon's Independent Accountant for the year 2013	Management	Yes	For	With
	EXC			Advisory Vote on executive compensation	Management	Yes	Against	Against
	EXC			Approve Amended & Restated employee Stock Purchase Plan	Management	Yes	Against	Against
Exxon Mobil Corporation	XOM	30231G102	5/29/2013	Election of Directors
				M. J. Boskin	Management	Yes	For	With
				P. Brabeck-Letmathe	Management	Yes	For	With
				U.M. Burns	Management	Yes	For	With
				L. R. Faulkner	Management	Yes	For	With
				J. S. Fishman	Management	Yes	For	With
				H. H. Fore	Management	Yes	For	With
				K. C. Frazier	Management	Yes	For	With
				W. W. George	Management	Yes	For	With
				S. J. Palmisano	Management	Yes	For	With
				S. S. Reinemund	Management	Yes	For	With
				R. W. Tillerson	Management	Yes	For	With
				W.C. Weldon	Management	Yes	For	With
				E. E. Whitacre, Jr.	Management	Yes	For	With
	XOM			Ratification of Independent Auditors	Management	Yes	For	With
	XOM			Advisory Vote on Executive Compensation	Management	Yes	For	With
	XOM			Independent Chairman	Shareholder	Yes	Against	With
	XOM			Majority Vote for Directors	Shareholder	Yes	Against	With
	XOM			Limit Directorships	Shareholder	Yes	Against	With
	XOM			Report on Lobbying	Shareholder	Yes	Against	With
	XOM			Policical Contributions Policy	Shareholder	Yes	Against	With
	XOM			Amendment of EEO Policy	Shareholder	Yes	Against	With
	XOM			Report on Natural Gas Production	Shareholder	Yes	Against	With
	XOM			Greenhouse Gas Emissions	Shareholder	Yes	Against	With
FirstEnergy Corp.	FE	337932107	5/21/2013	Election of Directors
				Paul T. Addison	Management	Yes	For	With
				Anthony J. Alexander	Management	Yes	For	With
				Michael J. Anderson	Management	Yes	For	With
				Dr. Carol A. Cartwright	Management	Yes	For	With
				William T. Cottle	Management	Yes	For	With
				Robert B. Heisler, Jr.	Management	Yes	For	With
				Julia L. Johnson	Management	Yes	For	With
				Ted J. Kleisner	Management	Yes	For	With
				Donald T. Misheff	Management	Yes	For	With
				Ernest J. Novak, Jr.	Management	Yes	For	With
				Christopher D. Pappas	Management	Yes	For	With
				Catherine A. Rein	Management	Yes	For	With
				George M. Smart	Management	Yes	For	With
				Wes M. Taylor	Management	Yes	For	With
	FE			Ratification of the Appointment of the Independent Registered Public Accounting Firm	Management	Yes	For	With
	FE			Advisory Vote to approve named executive officer compensation	Management	Yes	For	With
	FE			CEO Compensation Benchmarking	Shareholder	Yes	Against	With
	FE			Reitrement Benefits	Shareholder	Yes	Against	With
	FE			Equity Retention	Shareholder	Yes	Against	With
	FE			Director Election Majorty Vote Standard	Shareholder	Yes	For	Against
	FE			Act by Written Consent	Shareholder	Yes	Against	With
Frontier Communications Corp	FTR	35906A108	5/8/2013	Election of Directors
				Leroy T. Barnes, Jr.	Management	Yes	For	With
				Peter C. B. Bynoe	Management	Yes	For	With
				Jeri B. Finard	Management	Yes	For	With
				Edward Fraioli	Management	Yes	For	With
				James S. Kahan	Management	Yes	For	With
				Pamela D. A. Reeve	Management	Yes	For	With
				Howard L. Schrott	Management	Yes	For	With
				Larraine D. Segil	Management	Yes	For	With
				Mark Shapiro	Management	Yes	For	With
				Myron A. Wick, III	Management	Yes	For	With
				Mary Agnes Wilderotter	Management	Yes	For	With
	FTR			Advisory Proposal on Executive Compensation	Management	Yes	For	With
	FTR			Proposal to Adopt the 2013 Frontier Bonus Plan	Management	No
	FTR			Proposal to Adopt the 2013 Equity Incentive Plan	Management	No
	FTR			To Consider and Vote Upon a Stockholder Proposal, if Presented at the Meeting	Shareholder	Yes	Against	With
	FTR			To Ratify the Selection of KPMG LLP as our Independent Registered Public Accounting Firm for 2013	Management	Yes	For	With
Great Plains Energy Incorporated	GXP	391164100	5/7/2013	Election of Directors
				Terry Bassham	Management	Yes	For	With
				David L. Bodde	Management	Yes	For	With
				R. C. Ferguson, Jr.	Management	Yes	For	With
				Gary D. Forsee	Management	Yes	For	With
				Thomas D. Hyde	Management	Yes	For	With
				James A. Mitchell	Management	Yes	For	With
				Ann D. Murtlow	Management	Yes	For	With
				John J. Sherman	Management	Yes	For	With
				Linda H. Talbott	Management	Yes	For	With
				Robert H. West	Management	Yes	For	With
	GXP			To Approve, on a non-binding advisory basis, the compensation of the company's named executive officers	Management	Yes	For	With
	GXP			Ratification of Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accountants for 2013	Management	Yes	For	With
Integrys Energy Group, Inc.	TEG	45822P105	5/16/2013	Election of Directors
				William J. Brodsky	Management	Yes	For	With
				Albert J. Budney, Jr.	Management	Yes	For	With
				Ellen Carnahan	Management	Yes	For	With
				Michelle L. Collins	Management	Yes	For	With
				Kathryn M. Hasselblad-Pascale	Management	Yes	For	With
				John W. Higgins	Management	Yes	For	With
				Paul W. Jones	Management	Yes	For	With
				Holly K. Koeppel	Management	Yes	For	With
				Michael E. Lavin	Management	Yes	For	With
				William F. Protz, Jr.	Management	Yes	For	With
				Charles A. Schrock	Management	Yes	For	With
	TEG			Approval of a Non-Binding Advisory Resolution on the Compensation of Named Excecutive Officers	Management	Yes	For	With
	TEG			Ratification selection of Deloitte & Touche LLP as Independent Registered Public Accounting firm for 2013	Management	Yes	For	With
JPMorgan Chase & Co.	JPM	46625H100	5/21/2013	Election of Directors
				James A. Bell	Management	Yes	For	With
				Crandall C. Bowles	Management	Yes	For	With
				Stephen B. Burke	Management	Yes	For	With
				David M. Cote	Management	Yes	For	With
				James S. Crown	Management	Yes	For	With
				James Dimon	Management	Yes	For	With
				Timothy P. Flynn
				Ellen V. Futter	Management	Yes	For	With
				Laban P. Jackson, Jr.	Management	Yes	For	With
				Lee R. Raymond	Management	Yes	For	With
				William C. Weldon	Management	Yes	For	With
	JPM			Appointment of Independent Registered Public Accounting Firm	Management	Yes	For	With
	JPM			Advisory Resolution to Approve Executive Compensation	Management	Yes	Against	Against
	JPM			Amendment to the Firm's restated Certificate of Incorporation to authorizie shareholder action by written consent	Management	Yes	Against	Against
	JPM			Reapproval of Key Executive Performance Plan	Management	Yes	Against	Against
	JPM			Require separation of chairman and CEO	Shareholder	Yes	For	Against
	JPM			require executives to retain significant stock until reaching normal retirement age	Shareholder	Yes	For	Against
	JPM			Adopt procedures to avoid holidng or recommending investments that contribute to human rights violations	Shareholder	Yes	Against	With
	JPM			Disclose Firm payments used directly or indirectly for lobbying, including specific amounts and recipients' names	Shareholder	Yes	Against	With
Kimberly-Clark Corporation	KMB	494368103	5/2/2013	Election of Directors
				John R. Alm	Management	Yes	For	With
				John F. Bergstrom	Management	Yes	For	With
				Abelardo E. Bru	Management	Yes	For	With
				Robert W. Decherd	Management	Yes	For	With
				Thomas J. Falk	Management	Yes	For	With
				Fabian T. Garcia	Management	Yes	For	With
				Mae C. Jemison, M.D.	Management	Yes	For	With
				James M. Jenness	Management	Yes	For	With
				Nancy J. Karch	Management	Yes	For	With
				Ian C. Read	Management	Yes	For	With
				Linda Johnson Rice	Management	Yes	For	With
				Marc J. Shapiro	Management	Yes	For	With
	KMB			Raification of Auditors	Management	Yes	For	With
	KMB			Advisory Vote to approve named executive officer compensation	Management	Yes	Against	Against
New Jersey Resources Corporation	NJR	646025106	1/23/2013	Election of Directors
				Lawrence R. Codey	Management	No
				Laurence M Downes	Management	No
				Robert B. Evans	Management	No
				Alfred C. Koeppe	Management	No
				Sharon C. Taylor	Management	No
	NJR			Non-Binding Advisory Resolution Approving the Compensation of Named Executive Officers	Management	No
	NJR			Ratify the Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for the Fiscal Year Ending September 30, 2013	Management	No
	NJR			To re-approve the material terms of the performance goals under the company's 2007 stock award and incentive plan pursuant to section 162(M) fo the Internal Revenue Code	Management	Yes	For	With
Nextera Energy, Inc.	NEE	65339F101	5/23/2013	Election of Directors
				Sherry S. Barrat	Management	Yes	For	With
				Robert M. Beall, II	Management	Yes	For	With
				James L. Camaren	Management	Yes	For	With
				Kenneth B. Dunn	Management	Yes	For	With
				Lewis Hay, III	Management	Yes	For	With
				Toni Jennings	Management	Yes	For	With
				James L. Robo	Management	Yes	For	With
				Rudy E. Schupp	Management	Yes	For	With
				John L. Skolds	Management	Yes	For	With
				William H. Swanson	Management	Yes	For	With
				Michael H. Thaman	Management	Yes	For	With
				Hansel E. Tookes, II	Management	Yes	For	With
	NEE			Ratification of Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for 2013	Management	Yes	For	With
	NEE			Approval, as required by Internal Revenue Code Section 162(m), of the material terms for payment of performance-based annual incentive compensation uner the NextEra Energy, Inc. 2013 Executive Annual Incentive Plan	Management	Yes	For	With
	NEE			Approval, by Non-Binding Vote, of Compensation of Named Executive Officers	Management	Yes	For	With
	NEE			Shareholding proposal - policy regarding storage of nuclear waste	Shareholder	Yes	Against	With
Northeast Utilities	NU	664397106	5/1/2013	Election of Directors
				Richard H. Booth	Management	Yes	For	With
				John S. Clarkeson	Management	Yes	For	With
				Cotton M. Cleveland	Management	Yes	For	With
				Sanford Cloud, Jr.	Management	Yes	For	With
				James S. Distasio	Management	Yes	For	With
				Francis A. Doyle	Management	Yes	For	With
				Charles K. Gifford	Management	Yes	For	With
				Paul A. LaCamera	Management	Yes	For	With
				Kenneth R. Leibler	Management	Yes	For	With
				Thomas J. May	Management	Yes	For	With
				Charles W. Shivery	Management	Yes	For	With
				William C. Van Faasen	Management	Yes	For	With
				Frederica M. Williams	Management	Yes	For	With
				Dennis R. Wraase	Management	Yes	For	With
	NU			To consider and approve the following advisory (non-binding) proposal: "Resolved, that the compensation paid to the Company's named excutive officers, as disclosed pursuant to the compensation disclosure rules fo the securities and exchange commission, including the compensation discussion and analysis, compensation tables and any related material is hereby approved"	Management	Yes	For	With
	NU			Ratify the selection of Deloitte & Touche LLP as independent registered public accountants for 2013	Management	Yes	For	With
Northwest Natural Gas Company	NWN	667655104	5/23/2013	Election of Directors
				Tod R. Hamachek	Management	Yes	For	With
				Jane L. Peverett	Management	Yes	For	With
				Kenneth Thrasher	Management	Yes	For	With
	NWN			Advisory Vote to approve named executive officer compensation	Management	Yes	For	With
	NWN			Ratification of Appointment of PriceWaterhouse Coopers LLP as Independent Registered Public Accountants for the Fiscal Year 2013	Management	Yes	For	With
Pitney Bowes Inc.	PBI	724479100	5/13/2013	Election of Directors
				Linda G. Alvarado	Management	Yes	For	With
				Anne M. Busquet	Management	Yes	For	With
				Roger Fradin	Management	Yes	For	With
				Anne Sutherland Fuchs	Management	Yes	For	With
				S. Douglas Hutcheson
				Marc B. Lautenbach	Management	Yes	For	With
				Eduardo R. Menasce	Management	Yes	For	With
				Michael I. Roth	Management	Yes	For	With
				David L. Shedlarz
				David B. Snow, Jr.
	PBI			Raification of the Audit Committee's Appointment of the Independent Accountants for 2013	Management	Yes	For	With
	PBI			Advisory Vote to approve Executive Compensation	Management	Yes	For	With
	PBI			Approval of the 2013 Stock Plan	Management	Yes	For	With
PPL Corporation	PPL	69351T106	5/15/2013	Election of Directors
				Frederick M. Bernthal	Management	Yes	For	With
				John W. Conway	Management	Yes	For	With
				Philip G. Cox
				Steven G. Elliott	Management	Yes	For	With
				Loiuse K. Goeser	Management	Yes	For	With
				Stuart E. Graham	Management	Yes	For	With
				Stuart Heydt	Management	Yes	For	With
				Raja Rajamannar	Management	Yes	For	With
				Craig A. Rogerson	Management	Yes	For	With
				William H. Spence	Management	Yes	For	With
				Natica von Althann	Management	Yes	For	With
				Keith W. Williamson	Management	Yes	For	With
	PPL			Approval of Amendement to PPL Corporation's Articles of Incorporation to implement majority vote standard in uncontested elections of directors	Management	Yes	For	With
	PPL			Ratification of the Appointment of the Independent Registered Public Accounting Firm	Management	Yes	For	With
	PPL			Advisory Vote to approve named executive officer compensation	Management	Yes	For	With
	PPL			Request for political spending report	Shareholder	Yes	Against	With
Public Service Enterprise Group Inc.	PEG	744573106	4/16/2013	Election of Directors
				Albert R. Gamper, Jr.	Management	Yes	For	With
				William V. Hickey	Management	Yes	For	With
				Ralph Izzo	Management	Yes	For	With
				Shirley Ann Jackson	Management	Yes	Against	Against
				David Lilley	Management	Yes	For	With
				Thomas A. Renyi	Management	Yes	For	With
				Hak Cheol Shin	Management	Yes	For	With
				Richard J. Swift	Management	Yes	Against	Against
				Susan Tomasky	Management	Yes	For	With
				Alfred W. Zollar	Management	Yes	For	With
	PEG			Advisory Vote on Executive Compensation	Management	Yes	For	With
	PEG			Approval of Amendment and Restatement of 2004 Long-Term Incentive Plan	Management	Yes	For	With
	PEG			Approval of Amendment and Restatement of Employee Stock Purchase Plan	Management	Yes	For	With
	PEG			Ratification of the Appointment of Deloitte & Touche LLP as Independent Auditor for the Year 2013	Management	Yes	For	With
	PEG			Stockholder Proposal on simple majority vote requirement	Shareholder	Yes	Against	With
Scana Corporation	SCG	80589M102	4/25/2013	Election of Directors
				Kevin B. Marsh	Management	Yes	For	With
				Joshua W. Martin, III	Management	Yes	For	With
				James M. Micali	Management	Yes	For	With
				Harold C. Stowe	Management	Yes	For	With
	SCG			Approval of the Appointment of the Independent Registered Public Accounting Firm	Management	Yes	For	With
	SCG			Shareholder Proposal Regarding Repeal of the Classification of the Board of Directors	Shareholder	Yes	Against	With
Sempra Energy	SRE	816851109	5/9/2013	Election of Directors
				Alan L. Boeckman	Management	Yes	For	With
				James G. Brocksmith, Jr.	Management	Yes	For	With
				William D. Jones	Management	Yes	For	With
				William G. Ouchi	Management	Yes	For	With
				Debra L. Reed	Management	Yes	For	With
				William C. Rusnack	Management	Yes	For	With
				William P. Rutledge	Management	Yes	For	With
				Lynn Schenk	Management	Yes	For	With
				Jack T. Taylor	Management	Yes	For	With
				Luis M. Tellez	Management	Yes	For	With
				James C. Yardley	Management	Yes	For	With
	SRE			Ratification of independent registered public accounting firm	Management	Yes	For	With
	SRE			Advisory approval of executive compensation	Management	Yes	For	With
	SRE			Approval of 2013 long-term incentive plan	Management	Yes	For	With
	SRE			Shareholder proposal regaring independent board chairman	Shareholder	Yes	Against	With
Spectra Energy Corp.	SE	847560109	4/30/2013	Election of Directors
				William T. Esrey	Management	Yes	For	With
				Gregory L. Ebel	Management	Yes	For	With
				Austin A. Adams	Management	Yes	For	With
				Joseph Alvarado	Management	Yes	For	With
				Pamela L. Carter	Management	Yes	For	With
				F. Anthony Comper	Management	Yes	For	With
				Peter B. Hamilton	Management	Yes	For	With
				Dennis R. Hendrix	Management	Yes	For	With
				Michael McShane	Management	Yes	For	With
				Michael G. Morris	Management	Yes	For	With
				Michael E. J. Phelps	Management	Yes	For	With
	SE			Ratification of the Appointment of Deloitte & Touche LLP as Independent Registered Public Account Firm for Fiscal Year 2013	Management	Yes	For	With
	SE			Advisory resolution to approve executive compensation	Management	Yes	For	With
	SE			Shareholder proposal concerning disclosure of political contributions	Shareholder	Yes	Against	With
	SE			Shareholder proposal concerning fugitive methane emissions report	Shareholder	Yes	Against	With
Sunoco, Inc.	SUN	86764P109	10/4/2012	Approve and adopt Agreement & Plan of Merger, dated as of April 29, 2012, as amended by Amendment No. 1 thereto, dated as of June 15, 2012, by and among Sunoco, Inc., ("Sunoco"), Energy Transfer Partners, L.P. ("ETP"), Energy Transfer Partners GP, L.P., , Sam Acquisition Corporation, and, for limited purposes set forth therein, Energy Transfer Equity, L.P.	Management	Yes	For	With
	SUN			Approval, on an advisory (non-binding) basis, specified compensation that may be received by Sunoco's named executive officers in connection with the merger	Management	Yes	For	With
	SUN			Approv any ajournments of the special meeting, if necessary, to solicit additional proxies in favor of the proposal to approve and adopt the Merger Agreement	Management	Yes	For	With
The PNC Financial Services Group, Inc.	PNC	693475105	4/23/2013	Election of Directors
				Richard O. Berndt	Management	Yes	For	With
				Charles E. Bunch	Management	Yes	For	With
				Paul W. Chellgren	Management	Yes	For	With
				William S. Demchak	Management	Yes	For	With
				Kay Coles James	Management	Yes	For	With
				Richard B. Kelson	Management	Yes	For	With
				Bruce C. Lindsay	Management	Yes	For	With
				Anthony A. Massaro	Management	Yes	For	With
				Jane G. Pepper	Management	Yes	For	With
				James E. Rohr	Management	Yes	For	With
				Donald J. Shepard	Management	Yes	For	With
				Lorene K. Steffes	Management	Yes	For	With
				Dennis F. Strigl	Management	Yes	For	With
				Thomas J. Usher	Management	Yes	For	With
				George H. Walls, Jr.	Management	Yes	For	With
				Helge H. Wehmeier	Management	Yes	For	With
	PNC			Ratification of Audit Committee's selection of PricewaterhouseCoopers LLP as PNC's independent registered public accounting firm for 2013	Management	Yes	For	With
	PNC			Approval of an Advisory Vote on executive compensation	Management	Yes	For	With
	PNC			Shareholder Proposal regarding a report on greehouse gas emissions of borrowers and exposure to climate change risk	Shareholder	Yes	Against
The Southern Company	SO	842587107	5/22/2013	Election of Directors
				J. P. Baranco	Management	Yes	For	With
				J. A. Boscia	Management	Yes	For	With
				H. A. Clark, III	Management	Yes	For	With
				T. A. Fanning	Management	Yes	For	With
				D.J. Grain	Management	Yes	For	With
				H. W. Habermeyer, Jr.	Management	Yes	For	With
				V. M. Hagen	Management	Yes	For	With
				W. A. Hood, Jr.	Management	Yes	For	With
				D. M. James	Management	Yes	For	With
				D. E. Klein	Management	Yes	For	With
				W. G. Smith, Jr.	Management	Yes	For	With
				S. R. Specker	Management	Yes	For	With
				E. J. Wood III	Management	Yes	For	With
	SO			Ratification of the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for 2013	Management	Yes	For	With
	SO			Advisory Vote on Executive Compensation	Management	Yes	For	With
	SO			Ratification of Amendment to the Company's By-Laws removing the mandatory retirement age provision for the non-employee directors	Management	Yes	For	With
	SO			Amendment to the Company's Certificate of Incorporation to reduce the two-thirds supermajority vote requirements in Article Eleventh to a majority vote	Management	Yes	For	With
	SO			Amendment to the Company's Certificate of Incorporation to reduce the 75% supermajority vote requirements in Article Thirteenth to a two-thirds vote	Management	Yes	For	With
Verizon Communications Inc.	VZ	92343V104	5/2/2013	Election of Directors
				Richard L. Carrion	Management	Yes	For	With
				Melanie L. Healey	Management	Yes	For	With
				M. Frances Keeth	Management	Yes	For	With
				Robert W. Lane	Management	Yes	For	With
				Lowell C. McAdam	Management	Yes	For	With
				Sandra O. Moose	Management	Yes	For	With
				Joseph Neubauer	Management	Yes	For	With
				Donald T. Nicolaisen	Management	Yes	For	With
				Clarence Otis, Jr.	Management	Yes	For	With
				Hugh B. Price	Management	Yes	For	With
				Rodney E. Slater	Management	Yes	For	With
				Kathryn A. Tesija	Management	Yes	For	With
				Gregory D. Wasson	Management	Yes	For	With
	VZ			Ratification of Appointment of Independent Registered Public Accounting Firm	Management	Yes	For	With
	VZ			Advisory Vote on Executive Compensation	Management	Yes	For	With
	VZ			Approval of Long Term Incentive Plan	Management	Yes	For	With
	VZ			Network Neutrality	Shareholder	Yes	Against	With
	VZ			Lobbying Activities	Shareholder	Yes	Against	With
	VZ			Proxy Access Bylaw	Shareholder	Yes	Against	With
	VZ			Severance Approval Policy	Shareholder	Yes	Against	With
	VZ			Shareholder Right to Call a Special Meeting	Shareholder	Yes	Against	With
	VZ			Sharehold Action by Written Consent	Shareholder	Yes	Against	With
Wal-Mart Stores, Inc.	WMT	931142103	6/7/2013	Election of Directors
				Aida M. Alvarez	Management	Yes	For	With
				James I. Cash, Jr.	Management	Yes	For	With
				Roger C. Corbett	Management	Yes	For	With
				Douglas N. Daft	Management	Yes	For	With
				Michael T. Duke	Management	Yes	For	With
				Timothy P. Flynn
				Marissa A. Mayer	Management	Yes	For	With
				Gregory B. Penner	Management	Yes	For	With
				Steven S. Reinemund	Management	Yes	For	With
				H. Lee Scott, Jr.	Management	Yes	For	With
				Jim C. Walton	Management	Yes	For	With
				S. Robson Walton	Management	Yes	For	With
				Christopher J. Williams	Management	Yes	For	With
				Linda S. Wolf	Management	Yes	For	With
	WMT			Ratification of Ernst & Young LLP as Independent Accountants	Management	Yes	For	With
	WMT			Advisory Vote to Approve Named Executive Officer Compensation	Management	Yes	For	With
	WMT			Approval of Wal-Mart Stores, Inc. Management Incentive Plan, as amended	Management	Yes	For	With
	WMT			Special Sharehold Meeting Right	Shareholder	Yes	Against	With
	WMT			Equity Retention Requirement	Shareholder	Yes	Against	With
	WMT			Independent Chairman	Shareholder	Yes	Against	With
	WMT			Request for Annual Report on Recoupment of Executive Pay	Shareholder	Yes	Against	With
WGL Holdings, Inc.	WGL	92924F106	3/7/2013	Election of Directors
				Michael D. Barnes	Management	Yes	For	With
				George P. Clancy, Jr.	Management	Yes	For	With
				James W. Dyke, Jr.	Management	Yes	For	With
				Melvyn J. Estrin	Management	Yes	For	With
				Nancy C. Floyd	Management	Yes	For	With
				James F. LaFond	Management	Yes	For	With
				Debra L. Lee	Management	Yes	For	With
				Terry D. McCallister	Management	Yes	For	With
	WGL			Approve, by Non-Binding Vote, Compensation Paid to Certain Executive Officers	Management	Yes	For	With
	WGL			Ratify the Appointment of Deloitte & Touche LLP as Independent Registered Public Accountants for Fiscal Year 2013	Management	Yes	For	With

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.

Copley Fund, Inc.

By: /s/ Irving Levine

President

Date: August 22, 2013