UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act File Number 811-4946
THOMPSON PLUMB FUNDS, INC.
(Exact name of registrant as specified in charter)
1200 John Q. Hammons Drive
Madison, Wisconsin 53717
(Address of principal executive offices)--(Zip code)
John W. Thompson, Chairman
Thompson Plumb Funds, Inc.
1200 John Q. Hammons Drive
Madison, Wisconsin 53717
(Name and address of agent for service)
Registrant's telephone number, including area code: (608) 827-5700
Date of fiscal year end: 11/30/2007
Date of reporting period: 07/01/2006-6/30/2007
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 roles.
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.
| Thompson Plumb Bond Fund |
| ADELPHIA COMMUNICATIONS CORPORATION | | | | Consent Meeting Date: 09/12/2006 |
| | | | | |
| Issuer: 006848AF2 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Bond Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | POTENTIAL ARAHOVA SETTLEMENT | | Management | Against | *Management Position Unknown |
| 02 | POTENTIAL FRONTIERVISION HOLDCO SETTLEMENT | | Management | Against | *Management Position Unknown |
| 03 | POTENTIAL OLYMPUS PARENT SETTLEMENT | | Management | Against | *Management Position Unknown |
| 04 | INTER-CREDITOR DISPUTE HOLDBACK | | Management | For | *Management Position Unknown |
| |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | POTENTIAL ARAHOVA SETTLEMENT | | Management | Against | *Management Position Unknown |
| 02 | POTENTIAL FRONTIERVISION HOLDCO SETTLEMENT | | Management | Against | *Management Position Unknown |
| 03 | POTENTIAL OLYMPUS PARENT SETTLEMENT | | Management | Against | *Management Position Unknown |
| 04 | INTER-CREDITOR DISPUTE HOLDBACK | | Management | For | *Management Position Unknown |
| |
| |
| |
| ADELPHIA COMMUNICATIONS CORPORATION | | | | Consent Meeting Date: 11/27/2006 |
| | | | | |
| Issuer: 006848AF2 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Bond Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | THE PLAN | | Management | For | *Management Position Unknown |
| |
| |
| TIME WARNER CABLE INC | | TWC | | Annual Meeting Date: 05/23/2007 |
| | | | | |
| Issuer: 88732J108 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Bond Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | DAVID C. CHANG | Management | For | For |
| | | JAMES E. COPELAND, JR. | Management | For | For |
| 02 | RATIFICATION OF AUDITORS. | | Management | For | For |
| 03 | APPROVAL OF THE TIME WARNER CABLE INC. 2006 STOCK | | Management | For | For |
| | INCENTIVE PLAN. | | | | |
| 04 | APPROVAL OF THE TIME WARNER CABLE INC. 2007 ANNUAL | | Management | For | For |
| | BONUS PLAN. | | | | |
| Thompson Plumb Growth Fund |
| MEDTRONIC, INC. | | MDT | | Annual Meeting Date: 08/24/2006 |
| |
| Issuer: 585055106 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 03 | TO CONSIDER AND VOTE UPON A SHAREHOLDER PROPOSAL | Shareholder | Against | For |
| | ENTITLED DIRECTOR ELECTION MAJORITY VOTE STANDARD | | | |
| | PROPOSAL. | | | | |
| 02 | TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | Management | For | For |
| | LLP AS MEDTRONIC S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM. | | | | |
| 01 | DIRECTOR | | Management | For | |
| | | RICHARD H. ANDERSON | Management | For | For |
| | | MICHAEL R. BONSIGNORE | Management | For | For |
| | | ROBERT C. POZEN | Management | For | For |
| | | GORDON M. SPRENGER | Management | For | For |
| |
| |
| |
| |
| FEDERAL HOME LOAN MORTGAGE CORPORATION | FRE | | Annual Meeting Date: 09/08/2006 |
| |
| Issuer: 313400301 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 03 | A STOCKHOLDER PROPOSAL REGARDING CHARITABLE CONTRIBUTIONSShareholder | Against | For |
| |
| 02 | RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS | Management | For | For |
| | LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR 2006. | | | |
| 01 | DIRECTOR | | Management | For | |
| |
| | | BARBARA T. ALEXANDER | Management | For | For |
| | | GEOFFREY T. BOISI | Management | For | For |
| | | MICHELLE ENGLER | Management | For | For |
| | | ROBERT R. GLAUBER | Management | For | For |
| | | RICHARD KARL GOELTZ | Management | For | For |
| | | THOMAS S. JOHNSON | Management | For | For |
| | | WILLIAM M. LEWIS, JR. | Management | For | For |
| | | EUGENE M. MCQUADE | Management | For | For |
| | | SHAUN F. O'MALLEY | Management | For | For |
| | | JEFFREY M. PEEK | Management | For | For |
| | | RONALD F. POE | Management | For | For |
| | | STEPHEN A. ROSS | Management | For | For |
| | | RICHARD F. SYRON | Management | For | For |
| Thompson Plumb Growth Fund |
| CINTAS CORPORATION | | CTAS | | Annual Meeting Date: 10/10/2006 |
| |
| Issuer: 172908105 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | RICHARD T. FARMER | Management | For | For |
| | | ROBERT J. KOHLHEPP | Management | For | For |
| | | SCOTT D. FARMER | Management | For | For |
| | | GERALD S. ADOLPH | Management | For | For |
| | | PAUL R. CARTER | Management | For | For |
| | | GERALD V. DIRVIN | Management | For | For |
| | | JOYCE HERGENHAN | Management | For | For |
| | | ROGER L. HOWE | Management | For | For |
| | | DAVID C. PHILLIPS | Management | For | For |
| 02 | RATIFICATION OF ERNST & YOUNG LLP AS OUR INDEPENDENT | Management | For | For |
| | REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2007. | | | |
| 03 | PROPOSAL TO ADOPT A POLICY THAT THE CHAIRMAN | Shareholder | Against | For |
| | OF THE BOARD OF DIRECTORS BE AN INDEPENDENT DIRECTOR | | | |
| | WHO HAS NOT PREVIOUSLY SERVED AS AN EXECUTIVE | | | |
| | OFFICER OF CINTAS. | | | | |
| 04 | PROPOSAL TO AMEND CINTAS ARTICLES OF INCORPORATION | Shareholder | Against | For |
| | TO PROVIDE THAT THE DIRECTOR NOMINEES BE ELECTED | | | |
| | BY THE AFFIRMATIVE VOTE OF THE MAJORITY OF VOTES | | | |
| | CAST AT THE ANNUAL MEETING OF SHAREHOLDERS. | | | |
| |
| |
| |
| |
| LINEAR TECHNOLOGY CORPORATION | | LLTC | | Annual Meeting Date: 11/01/2006 |
| |
| Issuer: 535678106 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 02 | TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP | Management | For | For |
| | AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JULY | | | |
| | 1, 2007. | | | | |
| 01 | DIRECTOR | | Management | For | |
| | | ROBERT H. SWANSON, JR. | Management | For | For |
| | | DAVID S. LEE | Management | For | For |
| | | LOTHAR MAIER | Management | For | For |
| | | RICHARD M. MOLEY | Management | For | For |
| | | THOMAS S. VOLPE | Management | For | For |
| |
| |
| |
| |
| CARDINAL HEALTH, INC. | | CAH | | Annual Meeting Date: 11/08/2006 |
| |
| Issuer: 14149Y108 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 04 | SHAREHOLDER PROPOSAL REGARDING PERFORMANCE-BASED | Shareholder | Against | For |
| | STOCK OPTIONS. THE BOARD RECOMMENDS A VOTE AGAINST | | | |
| | THIS PROPOSAL. | | | | |
| 03 | SHAREHOLDER PROPOSAL REGARDING SEVERANCE ARRANGEMENTS. | Shareholder | Against | For |
| | THE BOARD RECOMMENDS A VOTE AGAINST THIS PROPOSAL. | | | |
| 02 | PROPOSAL TO RATIFY THE SELECTION OF ERNST & YOUNG | Management | For | For |
| | LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE | | | |
| | 30, 2007. | | | | |
| 01 | DIRECTOR | | Management | For | |
| |
| | | JOHN F. FINN | Management | For | For |
| | | DAVID W. RAISBECK | Management | For | For |
| | | ROBERT D. WALTER | Management | For | For |
| 05 | SHAREHOLDER PROPOSAL REGARDING SUBMISSION OF | Shareholder | Against | For |
| | THE HUMAN RESOURCES AND COMPENSATION COMMITTEE | | | |
| | REPORT FOR AN ANNUAL SHAREHOLDER ADVISORY VOTE. | | | |
| | THE BOARD RECOMMENDS A VOTE AGAINST THIS PROPOSAL. | | | |
| Thompson Plumb Growth Fund |
| SYSCO CORPORATION | | SYY | | Annual Meeting Date: 11/10/2006 |
| |
| Issuer: 871829107 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 02 | APPROVAL OF RATIFICATION OF APPOINTMENT OF ERNST | Management | For | For |
| | & YOUNG LLP AS THE COMPANY S INDEPENDENT ACCOUNTANTS | | | |
| | FOR FISCAL 2007. | | | | |
| 01 | DIRECTOR | | Management | For | |
| |
| | | JONATHAN GOLDEN* | Management | For | For |
| | | JOSEPH A. HAFNER, JR.* | Management | For | For |
| | | NANCY S. NEWCOMB* | Management | For | For |
| | | RICHARD J. SCHNIEDERS* | Management | For | For |
| | | MANUEL A. FERNANDEZ** | Management | For | For |
| 03 | SHAREHOLDER PROPOSAL REQUESTING THAT THE BOARD | Shareholder | Against | Against |
| | OF DIRECTORS IMPLEMENT A MAJORITY VOTE POLICY | | | |
| | BY TAKING CERTAIN SPECIFIED ACTIONS. | | | |
| |
| |
| |
| |
| MICROSOFT CORPORATION | | MSFT | | Annual Meeting Date: 11/14/2006 |
| |
| Issuer: 594918104 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 03 | SHAREHOLDER PROPOSAL - RESTRICTION ON SELLING | Shareholder | Against | For |
| | PRODUCTS AND SERVICES TO FOREIGN GOVERNMENTS | | | |
| 04 | SHAREHOLDER PROPOSAL - SEXUAL ORIENTATION IN | Shareholder | Against | For |
| | EQUAL EMPLOYMENT OPPORTUNITY POLICY | | | |
| 05 | SHAREHOLDER PROPOSAL - HIRING OF PROXY ADVISOR | Shareholder | Against | For |
| 1A | ELECTION OF DIRECTOR: WILLIAM H. GATES III | Management | For | For |
| 1B | ELECTION OF DIRECTOR: STEVEN A. BALLMER | Management | For | For |
| 1C | ELECTION OF DIRECTOR: JAMES I. CASH JR. | Management | For | For |
| 1D | ELECTION OF DIRECTOR: DINA DUBLON | Management | For | For |
| 1E | ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN | Management | For | For |
| 1F | ELECTION OF DIRECTOR: DAVID F. MARQUARDT | Management | For | For |
| 1G | ELECTION OF DIRECTOR: CHARLES H. NOSKI | Management | For | For |
| 1H | ELECTION OF DIRECTOR: HELMUT PANKE | Management | For | For |
| 1I | ELECTION OF DIRECTOR: JON A. SHIRLEY | Management | For | For |
| 02 | RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE | Management | For | For |
| | LLP AS THE COMPANY S INDEPENDENT AUDITOR | | | |
| Thompson Plumb Growth Fund |
| CISCO SYSTEMS, INC. | | CSCO | | Annual Meeting Date: 11/15/2006 |
| |
| Issuer: 17275R102 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| |
| | | CAROL A. BARTZ | Management | For | For |
| | | M. MICHELE BURNS | Management | For | For |
| | | MICHAEL D. CAPELLAS | Management | For | For |
| | | LARRY R. CARTER | Management | For | For |
| | | JOHN T. CHAMBERS | Management | For | For |
| | | DR. JOHN L. HENNESSY | Management | For | For |
| | | RICHARD M. KOVACEVICH | Management | For | For |
| | | RODERICK C. MCGEARY | Management | For | For |
| | | STEVEN M. WEST | Management | For | For |
| | | JERRY YANG | Management | For | For |
| 02 | TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | Management | For | For |
| | LLP AS CISCO S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JULY | | | |
| | 28, 2007. | | | | |
| 03 | PROPOSAL SUBMITTED BY A SHAREHOLDER URGING THE | Shareholder | For | Against |
| | BOARD OF DIRECTORS TO ADOPT A POLICY THAT A SIGNIFICANT | | | |
| | PORTION OF FUTURE EQUITY COMPENSATION GRANTS | | | |
| | TO SENIOR EXECUTIVES SHALL BE SHARES OF STOCK | | | |
| | THAT REQUIRE THE ACHIEVEMENT OF PERFORMANCE GOALS | | | |
| | AS A PREREQUISITE TO VESTING, AS SET FORTH IN | | | |
| | THE ACCOMPANYING PROXY STATEMENT. | | | |
| 04 | PROPOSAL SUBMITTED BY SHAREHOLDERS REQUESTING | Shareholder | Against | For |
| | THE BOARD S COMPENSATION COMMITTEE INITIATE A | | | |
| | REVIEW OF CISCO S EXECUTIVE COMPENSATION POLICIES | | | |
| | AND TO MAKE AVAILABLE, UPON REQUEST, A REPORT | | | |
| | OF THAT REVIEW BY JANUARY 1, 2007, AS SET FORTH | | | |
| | IN THE ACCOMPANYING PROXY STATEMENT. | | | |
| 05 | PROPOSAL SUBMITTED BY SHAREHOLDERS REQUESTING | Shareholder | Against | For |
| | THE BOARD TO PUBLISH A REPORT TO SHAREHOLDERS | | | |
| | WITHIN SIX MONTHS PROVIDING A SUMMARIZED LISTING | | | |
| | AND ASSESSMENT OF CONCRETE STEPS CISCO COULD | | | |
| | REASONABLY TAKE TO REDUCE THE LIKELIHOOD THAT | | | |
| | ITS BUSINESS PRACTICES MIGHT ENABLE OR ENCOURAGE | | | |
| | THE VIOLATION OF HUMAN RIGHTS, AS SET FORTH IN | | | |
| | THE ACCOMPANYING PROXY STATEMENT. | | | |
| |
| |
| |
| |
| SOLECTRON CORPORATION | | SLR | | Annual Meeting Date: 01/10/2007 |
| |
| Issuer: 834182107 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | WILLIAM A. HASLER | Management | For | For |
| | | MICHAEL R. CANNON | Management | For | For |
| | | RICHARD A. D'AMORE | Management | For | For |
| | | H. PAULETT EBERHART | Management | For | For |
| | | HEINZ FRIDRICH | Management | For | For |
| | | WILLIAM R. GRABER | Management | For | For |
| | | DR. PAUL R. LOW | Management | For | For |
| | | C. WESLEY M. SCOTT | Management | For | For |
| | | CYRIL YANSOUNI | Management | For | For |
| 02 | TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE | Management | For | For |
| | REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM | | | |
| | OF THE COMPANY FOR THE FISCAL YEAR ENDING AUGUST | | | |
| | 31, 2007. | | | | |
| |
| |
| |
| |
| TYCO INTERNATIONAL LTD. | | TYC | | Annual Meeting Date: 03/08/2007 |
| |
| Issuer: 902124106 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 02 | RE-APPOINTMENT OF DELOITTE & TOUCHE LLP AS TYCO | Management | For | For |
| | S INDEPENDENT AUDITORS AND AUTHORIZATION FOR | | | |
| | THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS | | | |
| | TO SET THE AUDITORS REMUNERATION. | | | |
| 01 | DIRECTOR | | Management | For | |
| |
| | | DENNIS C. BLAIR | Management | For | For |
| | | EDWARD D. BREEN | Management | For | For |
| | | BRIAN DUPERREAULT | Management | For | For |
| | | BRUCE S. GORDON | Management | For | For |
| | | RAJIV L. GUPTA | Management | For | For |
| | | JOHN A. KROL | Management | For | For |
| | | H. CARL MCCALL | Management | For | For |
| | | BRENDAN R. O’NEILL | Management | For | For |
| | | WILLIAM S. STAVROPOULOS | Management | For | For |
| | | SANDRA S. WIJNBERG | Management | For | For |
| | | JEROME B. YORK | Management | For | For |
| Thompson Plumb Growth Fund |
| TYCO INTERNATIONAL LTD. | | TYC | | Special Meeting Date: 03/08/2007 |
| |
| Issuer: 902124106 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | APPROVAL OF REVERSE STOCK SPLIT OF THE COMPANY | Management | For | For |
| | S COMMON SHARES AT A SPLIT RATIO OF 1 FOR 4. | | | |
| 1B | APPROVAL OF CONSEQUENTIAL AMENDMENT TO THE COMPANY | Management | For | For |
| | S AMENDED AND RESTATED BYE-LAWS. | | | | |
| |
| |
| |
| |
| TAKE-TWO INTERACTIVE SOFTWARE, INC. | | TTWO | | Annual Meeting Date: 03/29/2007 |
| |
| Issuer: 874054109 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 02 | APPROVAL OF AMENDMENT TO THE COMPANY S INCENTIVE | Management | For | For |
| | STOCK PLAN. | | | | |
| 01 | DIRECTOR | | Management | | |
| |
| | | PAUL EIBELER | Management | Withheld | Against |
| | | OLIVER R. GRACE, JR. | Management | Withheld | Against |
| | | ROBERT FLUG | Management | Withheld | Against |
| | | MARK LEWIS | Management | Withheld | Against |
| | | JOHN F. LEVY | Management | For | For |
| | | GROVER C. BROWN | Management | For | For |
| 04 | APPROVAL OF THE SHAREHOLDER PROPOSAL THAT SOCIAL | Shareholder | Against | For |
| | RESPONSIBILITY AS WELL AS CORPORATE GOVERNANCE | | | |
| | FINANCIAL CRITERIA BE EVALUATED WHEN SETTING | | | |
| | EXECUTIVE COMPENSATION. | | | | |
| 03 | RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG | Management | For | For |
| | LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM. | | | | |
| Thompson Plumb Growth Fund |
| MORGAN STANLEY | | MS | | Annual Meeting Date: 04/10/2007 |
| |
| Issuer: 617446448 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | ELECT ROY J. BOSTOCK | | Management | For | For |
| 1B | ELECT ERSKINE B. BOWLES | | Management | For | For |
| 1C | ELECT HOWARD J. DAVIES | | Management | For | For |
| 1D | ELECT C. ROBERT KIDDER | | Management | For | For |
| 1E | ELECT JOHN J. MACK | | Management | For | For |
| 1F | ELECT DONALD T. NICOLAISEN | | Management | For | For |
| 1G | ELECT CHARLES H. NOSKI | | Management | For | For |
| 1H | ELECT HUTHAM S. OLAYAN | | Management | For | For |
| 1I | ELECT CHARLES E. PHILLIPS, JR. | | Management | For | For |
| 1J | ELECT O. GRIFFITH SEXTON | | Management | For | For |
| 1K | ELECT LAURA D. TYSON | | Management | For | For |
| 1L | ELECT KLAUS ZUMWINKEL | | Management | For | For |
| 02 | TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE | Management | For | For |
| | LLP AS INDEPENDENT AUDITOR | | | | |
| 03 | TO APPROVE THE 2007 EQUITY INCENTIVE COMPENSATION | Management | For | For |
| | PLAN | | | | |
| 04 | SHAREHOLDER PROPOSAL REGARDING SIMPLE MAJORITY | Shareholder | Against | For |
| | VOTE | | | | |
| 05 | SHAREHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION | Shareholder | Against | For |
| | ADVISORY VOTE | | | | |
| |
| |
| BP P.L.C. | | BP | | Annual Meeting Date: 04/12/2007 |
| | | | | |
| Issuer: 055622104 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| S24 | SPECIAL RESOLUTION: TO GIVE AUTHORITY TO ALLOT | Management | For | For |
| | A LIMITED NUMBER OF SHARES FOR CASH FREE OF PRE-EMPTION | | | |
| | RIGHTS | | | | |
| 23 | TO GIVE AUTHORITY TO ALLOT SHARES UP TO A SPECIFIED | Management | For | For |
| | AMOUNT | | | | |
| S22 | SPECIAL RESOLUTION: TO GIVE LIMITED AUTHORITY | Management | For | For |
| | FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY | | | |
| 21 | TO AUTHORIZE THE USE OF ELECTRONIC COMMUNICATIONS | Management | For | For |
| 20 | TO GIVE LIMITED AUTHORITY TO MAKE POLITICAL DONATIONS | Management | For | For |
| | AND INCUR POLITICAL EXPENDITURE | | | | |
| 19 | TO RE-APPOINT ERNST & YOUNG LLP AS AUDITORS AND | Management | For | For |
| | AUTHORIZE THE BOARD TO SET THEIR REMUNERATION | | | |
| 03 | DIRECTOR | | Management | For | |
| 02 | TO APPROVE THE DIRECTORS REMUNERATION REPORT | Management | For | For |
| 01 | TO RECEIVE THE DIRECTORS ANNUAL REPORT AND ACCOUNTS | Management | For | For |
| Thompson Plumb Growth Fund |
| CITIGROUP INC. | | C | | Annual Meeting Date: 04/17/2007 |
| | | | | |
| Issuer: 172967101 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG. | Management | For | For |
| 1B | ELECTION OF DIRECTOR: ALAIN J.P. BELDA. | Management | For | For |
| 1C | ELECTION OF DIRECTOR: GEORGE DAVID. | Management | For | For |
| 1D | ELECTION OF DIRECTOR: KENNETH T. DERR. | Management | For | For |
| 1E | ELECTION OF DIRECTOR: JOHN M. DEUTCH. | Management | For | For |
| 1F | ELECTION OF DIRECTOR: ROBERTO HERNANDEZ RAMIREZ. | Management | For | For |
| 1G | ELECTION OF DIRECTOR: KLAUS KLEINFELD. | Management | For | For |
| 1H | ELECTION OF DIRECTOR: ANDREW N. LIVERIS. | Management | For | For |
| 1I | ELECTION OF DIRECTOR: ANNE MULCAHY. | Management | For | For |
| 1J | ELECTION OF DIRECTOR: RICHARD D. PARSONS. | Management | For | For |
| 1K | ELECTION OF DIRECTOR: CHARLES PRINCE. | Management | For | For |
| 1L | ELECTION OF DIRECTOR: JUDITH RODIN. | Management | For | For |
| 1M | ELECTION OF DIRECTOR: ROBERT E. RUBIN. | Management | For | For |
| 1N | ELECTION OF DIRECTOR: FRANKLIN A. THOMAS. | Management | For | For |
| 02 | PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP | Management | For | For |
| | AS CITIGROUP S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM FOR 2007. | | | | |
| 03 | STOCKHOLDER PROPOSAL REQUESTING A REPORT ON PRIOR | Shareholder | Against | For |
| | GOVERNMENTAL SERVICE OF CERTAIN INDIVIDUALS. | | | |
| 04 | STOCKHOLDER PROPOSAL REQUESTING A REPORT ON POLITICAL | Shareholder | Against | For |
| | CONTRIBUTIONS. | | | | |
| 05 | STOCKHOLDER PROPOSAL REQUESTING A REPORT ON CHARITABLE | Shareholder | Against | For |
| | CONTRIBUTIONS. | | | | |
| 06 | SHAREOWNER PROPOSAL REQUESTING AN ADVISORY RESOLUTION | Shareholder | For | Against |
| | TO RATIFY EXECUTIVE COMPENSATION. | | | |
| 07 | STOCKHOLDER PROPOSAL REQUESTING THAT CEO COMPENSATION | Shareholder | Against | For |
| | BE LIMITED TO NO MORE THAN 100 TIMES THE AVERAGE | | | |
| | COMPENSATION PAID TO WORLDWIDE EMPLOYEES. | | | |
| 08 | STOCKHOLDER PROPOSAL REQUESTING THAT THE CHAIRMAN | Shareholder | Against | For |
| | OF THE BOARD HAVE NO MANAGEMENT DUTIES, TITLES | | | |
| | OR RESPONSIBILITIES. | | | | |
| 09 | STOCKHOLDER PROPOSAL REQUESTING THAT STOCK OPTIONS | Shareholder | Against | For |
| | BE SUBJECT TO A FIVE-YEAR SALES RESTRICTION. | | | |
| 10 | STOCKHOLDER PROPOSAL REQUESTING CUMULATIVE VOTING. | Shareholder | Against | For |
| 11 | STOCKHOLDER PROPOSAL REQUESTING THAT STOCKHOLDERS | Shareholder | Against | For |
| | HAVE THE RIGHT TO CALL SPECIAL SHAREHOLDER MEETINGS. | | | |
| |
| |
| |
| |
| FIFTH THIRD BANCORP | | FITB | | Annual Meeting Date: 04/17/2007 |
| |
| Issuer: 316773100 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 02 | PROPOSAL TO AMEND ARTICLE VII OF THE CODE OF | Management | For | For |
| | REGULATIONS, AS AMENDED, TO PROVIDE FOR THE ISSUANCE | | | |
| | OF UNCERTIFICATED SHARES. | | | | |
| 01 | DIRECTOR | | Management | For | |
| | | DARRYL F. ALLEN | Management | For | For |
| | | JOHN F. BARRETT | Management | For | For |
| | | JAMES P. HACKETT | Management | For | For |
| | | GARY R. HEMINGER | Management | For | For |
| | | JOAN R. HERSCHEDE | Management | For | For |
| | | ALLEN M. HILL | Management | For | For |
| | | KEVIN T. KABAT | Management | For | For |
| | | ROBERT L. KOCH II | Management | For | For |
| | | M.D. LIVINGSTON, PH.D. | Management | For | For |
| | | HENDRIK G. MEIJER | Management | For | For |
| | | JAMES E. ROGERS | Management | For | For |
| | | GEORGE A. SCHAEFER, JR. | Management | For | For |
| | | JOHN J. SCHIFF, JR. | Management | For | For |
| | | DUDLEY S. TAFT | Management | For | For |
| | | THOMAS W. TRAYLOR | Management | For | For |
| 03 | PROPOSAL TO APPROVE THE APPOINTMENT OF DELOITTE | Management | For | For |
| | & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM FOR THE COMPANY FOR THE YEAR 2007. | | | |
| Thompson Plumb Growth Fund |
| THE COCA-COLA COMPANY | | KO | | Annual Meeting Date: 04/18/2007 |
| | | | | |
| Issuer: 191216100 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | ELECTION OF DIRECTOR: HERBERT A. ALLEN | Management | For | For |
| 1B | ELECTION OF DIRECTOR: RONALD W. ALLEN | Management | For | For |
| 1C | ELECTION OF DIRECTOR: CATHLEEN P. BLACK | Management | For | For |
| 1D | ELECTION OF DIRECTOR: BARRY DILLER | Management | For | For |
| 1E | ELECTION OF DIRECTOR: E. NEVILLE ISDELL | Management | For | For |
| 1F | ELECTION OF DIRECTOR: DONALD R. KEOUGH | Management | For | For |
| 1G | ELECTION OF DIRECTOR: DONALD F. MCHENRY | Management | For | For |
| 1H | ELECTION OF DIRECTOR: SAM NUNN | | Management | For | For |
| 1I | ELECTION OF DIRECTOR: JAMES D. ROBINSON III | Management | For | For |
| 1J | ELECTION OF DIRECTOR: PETER V. UEBERROTH | Management | For | For |
| 1K | ELECTION OF DIRECTOR: JAMES B. WILLIAMS | Management | For | For |
| 02 | RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG | Management | For | For |
| | LLP AS INDEPENDENT AUDITORS | | | | |
| 03 | APPROVAL OF THE PERFORMANCE INCENTIVE PLAN OF | Management | For | For |
| | THE COCA-COLA COMPANY | | | | |
| 04 | SHAREOWNER PROPOSAL REGARDING MANAGEMENT COMPENSATION | Shareholder | Against | For |
| 05 | SHAREOWNER PROPOSAL REGARDING AN ADVISORY VOTE | Shareholder | For | Against |
| | ON THE COMPENSATION COMMITTEE REPORT | | | |
| 06 | SHAREOWNER PROPOSAL REGARDING CHEMICAL AND BIOLOGICAL | Shareholder | Against | For |
| | TESTING | | | | |
| 07 | SHAREOWNER PROPOSAL REGARDING STUDY AND REPORT | Shareholder | Against | For |
| | ON EXTRACTION OF WATER IN INDIA | | | | |
| 08 | SHAREOWNER PROPOSAL REGARDING RESTRICTED STOCK | Shareholder | Against | For |
| |
| |
| CHEVRON CORPORATION | | CVX | | Annual Meeting Date: 04/25/2007 |
| | | | | |
| Issuer: 166764100 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1F | ELECTION OF DIRECTOR: F.G. JENIFER | Management | For | For |
| 1G | ELECTION OF DIRECTOR: S. NUNN | | Management | For | For |
| 1H | ELECTION OF DIRECTOR: D.J. O REILLY | Management | For | For |
| 1I | ELECTION OF DIRECTOR: D.B. RICE | | Management | For | For |
| 1J | ELECTION OF DIRECTOR: P.J. ROBERTSON | Management | For | For |
| 1K | ELECTION OF DIRECTOR: K.W. SHARER | Management | For | For |
| 1L | ELECTION OF DIRECTOR: C.R. SHOEMATE | Management | For | For |
| 1M | ELECTION OF DIRECTOR: R.D. SUGAR | | Management | For | For |
| 1N | ELECTION OF DIRECTOR: C. WARE | | Management | For | For |
| 02 | RATIFICATION OF INDEPENDENT REGISTERED PUBLIC | Management | For | For |
| | ACCOUNTING FIRM | | | | |
| 03 | PROPOSAL TO AMEND CHEVRON S RESTATED CERTIFICATE | Management | For | For |
| | OF INCORPORATION TO REPEAL THE SUPERMAJORITY | | | |
| | VOTE PROVISIONS | | | | |
| 04 | ADOPT POLICY AND REPORT ON HUMAN RIGHTS | Shareholder | Against | For |
| 05 | ADOPT GOALS AND REPORT ON GREENHOUSE GAS EMISSIONS | Shareholder | Against | For |
| 06 | ADOPT POLICY AND REPORT ON ANIMAL WELFARE | Shareholder | Against | For |
| 07 | RECOMMEND AMENDMENT TO THE BY-LAWS TO SEPARATE | Shareholder | Against | For |
| | THE CEO/CHAIRMAN POSITIONS | | | | |
| 08 | AMEND THE BY-LAWS REGARDING THE STOCKHOLDER RIGHTS | Shareholder | Against | For |
| | PLAN POLICY | | | | |
| 09 | REPORT ON HOST COUNTRY ENVIRONMENTAL LAWS | Shareholder | Against | For |
| 1A | ELECTION OF DIRECTOR: S.H. ARMACOST | Management | For | For |
| 1B | ELECTION OF DIRECTOR: L.F. DEILY | | Management | For | For |
| 1C | ELECTION OF DIRECTOR: R.E. DENHAM | Management | For | For |
| 1D | ELECTION OF DIRECTOR: R.J. EATON | | Management | For | For |
| 1E | ELECTION OF DIRECTOR: S. GINN | | Management | For | For |
| Thompson Plumb Growth Fund |
| GENERAL ELECTRIC COMPANY | | GE | | Annual Meeting Date: 04/25/2007 |
| | | | | |
| Issuer: 369604103 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 09 | REPORT ON PAY DIFFERENTIAL | | Shareholder | Against | For |
| 08 | ETHICAL CRITERIA FOR MILITARY CONTRACTS | Shareholder | Against | For |
| 07 | GLOBAL WARMING REPORT | | Shareholder | Against | For |
| 06 | REPORT ON CHARITABLE CONTRIBUTIONS | Shareholder | Against | For |
| 05 | ELIMINATE DIVIDEND EQUIVALENTS | | Shareholder | Against | For |
| 04 | INDEPENDENT BOARD CHAIRMAN | | Shareholder | Against | For |
| 03 | ONE DIRECTOR FROM THE RANKS OF RETIREES | Shareholder | Against | For |
| 02 | CURB OVER-EXTENDED DIRECTORS | | Shareholder | Against | For |
| 01 | CUMULATIVE VOTING | | Shareholder | For | Against |
| E | APPROVAL OF MATERIAL TERMS OF SENIOR OFFICER | Management | For | For |
| | PERFORMANCE GOALS | | | | |
| D | APPROVAL OF 2007 LONG TERM INCENTIVE PLAN | Management | For | For |
| A | DIRECTOR | | Management | For | |
| | | JAMES I. CASH, JR. | Management | For | For |
| | | SIR WILLIAM M. CASTELL | Management | For | For |
| | | ANN M. FUDGE | Management | For | For |
| | | CLAUDIO X. GONZALEZ | Management | For | For |
| | | SUSAN HOCKFIELD | Management | For | For |
| | | JEFFREY R. IMMELT | Management | For | For |
| | | ANDREA JUNG | Management | For | For |
| | | ALAN G.(A.G.) LAFLEY | Management | For | For |
| | | ROBERT W. LANE | Management | For | For |
| | | RALPH S. LARSEN | Management | For | For |
| | | ROCHELLE B. LAZARUS | Management | For | For |
| | | SAM NUNN | Management | For | For |
| | | ROGER S. PENSKE | Management | For | For |
| | | ROBERT J. SWIERINGA | Management | For | For |
| | | DOUGLAS A. WARNER III | Management | For | For |
| | | ROBERT C. WRIGHT | Management | For | For |
| B | RATIFICATION OF KPMG | | Management | For | For |
| C | ADOPTION OF MAJORITY VOTING FOR DIRECTORS | Management | For | For |
| |
| |
| |
| |
| CELESTICA INC. | | CLS | | Annual Meeting Date: 04/26/2007 |
| |
| Issuer: 15101Q108 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | ROBERT L. CRANDALL | Management | For | For |
| | | WILLIAM A. ETHERINGTON | Management | For | For |
| | | RICHARD S. LOVE | Management | For | For |
| | | ANTHONY R. MELMAN | Management | For | For |
| | | GERALD W. SCHWARTZ | Management | For | For |
| | | CHARLES W. SZULUK | Management | For | For |
| | | DON TAPSCOTT | Management | For | For |
| 02 | APPOINTMENT OF KPMG LLP AS AUDITOR AND AUTHORIZATION | Management | For | For |
| | OF THE BOARD OF DIRECTORS OF CELESTICA INC. TO | | | |
| | FIX THE REMUNERATION OF THE AUDITOR. | | | |
| 03 | ADOPTION OF THE RESOLUTION SET OUT IN THE SECTION | Management | For | For |
| | AMENDMENTS TO LONG TERM INCENTIVE PLAN IN THE | | | |
| | MANAGEMENT INFORMATION CIRCULAR OF CELESTICA | | | |
| | INC. DATED MARCH 12, 2007, APPROVING AMENDMENTS | | | |
| | TO THE LONG TERM INCENTIVE PLAN OF CELESTICA INC. | | | |
| |
| |
| |
| |
| PFIZER INC. | | PFE | | Annual Meeting Date: 04/26/2007 |
| |
| Issuer: 717081103 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | DENNIS A. AUSIELLO | Management | For | For |
| | | MICHAEL S. BROWN | Management | For | For |
| | | M. ANTHONY BURNS | Management | For | For |
| | | ROBERT N. BURT | Management | For | For |
| | | W. DON CORNWELL | Management | For | For |
| | | WILLIAM H. GRAY, III | Management | For | For |
| | | CONSTANCE J. HORNER | Management | For | For |
| | | WILLIAM R. HOWELL | Management | For | For |
| | | JEFFREY B. KINDLER | Management | For | For |
| | | GEORGE A. LORCH | Management | For | For |
| | | DANA G. MEAD | Management | For | For |
| | | WILLIAM C. STEERE, JR. | Management | For | For |
| 02 | PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP | | Management | For | For |
| | AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | | |
| | FOR 2007. | | | | |
| 03 | SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE VOTING. | | Shareholder | For | Against |
| 04 | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON THE | | Shareholder | Against | For |
| RATIONALE FOR EXPORTING ANIMAL EXPERIMENTATION. | | | | |
| 05 | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON THE | | Shareholder | Against | For |
| | FEASIBILITY OF AMENDING PFIZER S CORPORATE POLICY | | | | |
| | ON LABORATORY ANIMAL CARE AND USE. | | | | |
| 06 | SHAREHOLDER PROPOSAL RELATING TO QUALIFICATIONS | | Shareholder | Against | For |
| | FOR DIRECTOR NOMINEES. | | | | |
| Thompson Plumb Growth Fund | | | | |
| THE TRAVELERS COMPANIES, INC. | | TRV | | Annual Meeting Date: 05/01/2007 |
| |
| Issuer: 89417E109 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | ALAN L. BELLER | Management | For | For |
| | | JOHN H. DASBURG | Management | For | For |
| | | JANET M. DOLAN | Management | For | For |
| | | KENNETH M. DUBERSTEIN | Management | For | For |
| | | JAY S. FISHMAN | Management | For | For |
| | | LAWRENCE G. GRAEV | Management | For | For |
| | | PATRICIA L. HIGGINS | Management | For | For |
| | | THOMAS R. HODGSON | Management | For | For |
| | | C.L. KILLINGSWORTH, JR. | Management | For | For |
| | | ROBERT I. LIPP | Management | For | For |
| | | BLYTHE J. MCGARVIE | Management | For | For |
| | | GLEN D. NELSON, MD | Management | For | For |
| | | LAURIE J. THOMSEN | Management | For | For |
| 02 | PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP | | Management | For | For |
| | AS TRAVELERS INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| | FIRM FOR 2007. | | | | |
| 03 | PROPOSAL TO APPROVE AN AMENDMENT TO OUR ARTICLES | | Management | Against | Against |
| | OF INCORPORATION TO REQUIRE A MAJORITY VOTE FOR | | | |
| | THE ELECTION OF DIRECTORS. | | | | |
| |
| |
| |
| |
| KOHL'S CORPORATION | | KSS | | Annual Meeting Date: 05/02/2007 |
| |
| Issuer: 500255104 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | STEVEN A. BURD | Management | For | For |
| | | WAYNE EMBRY | Management | For | For |
| | | JAMES D. ERICSON | Management | For | For |
| | | JOHN F. HERMA | Management | For | For |
| | | WILLIAM S. KELLOGG | Management | For | For |
| | | KEVIN MANSELL | Management | For | For |
| | | R. LAWRENCE MONTGOMERY | Management | For | For |
| | | FRANK V. SICA | Management | For | For |
| | | PETER M. SOMMERHAUSER | Management | For | For |
| | | STEPHEN E. WATSON | Management | For | For |
| | | R. ELTON WHITE | Management | For | For |
| 02 | RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT | | Management | For | For |
| | REGISTERED PUBLIC ACCOUNTING FIRM. | | | | |
| 03 | MANAGEMENT PROPOSAL TO AMEND OUR 2003 LONG TERM | | Management | For | For |
| | COMPENSATION PLAN. | | | | |
| 04 | MANAGEMENT PROPOSAL TO APPROVE OUR EXECUTIVE | | Management | For | For |
| | BONUS PLAN. | | | | |
| 05 | MANAGEMENT PROPOSAL TO AMEND OUR ARTICLES OF | | Management | For | For |
| | INCORPORATION TO ALLOW THE BOARD OF DIRECTORS | | | | |
| | TO INSTITUTE A MAJORITY VOTING REQUIREMENT FOR | | | | |
| | THE ELECTION OF DIRECTORS. | | | | |
| 06 | SHAREHOLDER PROPOSAL TO INITIATE THE APPROPRIATE | | Shareholder | Against | For |
| | PROCESS TO AMEND OUR ARTICLES OF INCORPORATION | | | | |
| | TO INSTITUTE A MAJORITY VOTING REQUIREMENT FOR | | | | |
| | THE ELECTION OF DIRECTORS. | | | | |
| Thompson Plumb Growth Fund | | | | |
| PEPSICO, INC. | | PEP | | Annual Meeting Date: 05/02/2007 |
| |
| Issuer: 713448108 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | ELECTION OF DIRECTOR: D. DUBLON | | Management | For | For |
| 1B | ELECTION OF DIRECTOR: V.J. DZAU | | Management | For | For |
| 1C | ELECTION OF DIRECTOR: R.L. HUNT | | Management | For | For |
| 1D | ELECTION OF DIRECTOR: A. IBARGUEN | Management | For | For |
| 1E | ELECTION OF DIRECTOR: A.C. MARTINEZ | Management | For | For |
| 1F | ELECTION OF DIRECTOR: I.K. NOOYI | | Management | For | For |
| 1G | ELECTION OF DIRECTOR: S.P. ROCKEFELLER | Management | For | For |
| 1H | ELECTION OF DIRECTOR: J.J. SCHIRO | | Management | For | For |
| 1I | ELECTION OF DIRECTOR: D. VASELLA | | Management | For | For |
| 1J | ELECTION OF DIRECTOR: M.D. WHITE | | Management | For | For |
| 02 | APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS | | Management | For | For |
| 03 | APPROVAL OF 2007 LONG-TERM INCENTIVE PLAN (PROXY | | Management | For | For |
| | STATEMENT P. 37) | | | | |
| 04 | SHAREHOLDER PROPOSAL- CHARITABLE CONTRIBUTIONS | | Shareholder | Against | For |
| | (PROXY STATEMENT P. 44) | | | | |
| |
| |
| |
| |
| EMC CORPORATION | | EMC | | Annual Meeting Date: 05/03/2007 |
| |
| Issuer: 268648102 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 03 | TO APPROVE AN AMENDED AND RESTATED EMC CORPORATION | | Management | For | For |
| | 2003 STOCK PLAN TO INCREASE BY 100,000,000. | | | | |
| 04 | TO APPROVE AN AMENDMENT TO EMC S 1989 EMPLOYEE | | Management | For | For |
| | STOCK PURCHASE PLAN TO INCREASE BY 25,000,000. | | | | |
| 05 | TO ELIMINATE EMC S CLASSIFIED BOARD STRUCTURE | | Management | For | For |
| | AND PROVIDE FOR THE ANNUAL ELECTION OF EACH DIRECTOR. | | | | |
| 06 | TO ACT UPON A SHAREHOLDER PROPOSAL RELATING TO | | Shareholder | Against | For |
| | EMC S AUDIT COMMITTEE, AS DESCRIBED IN EMC S | | | | |
| | PROXY STATEMENT. | | | | |
| 07 | TO ACT UPON A SHAREHOLDER PROPOSAL RELATING TO | | Shareholder | Against | For |
| | ELECTION OF DIRECTORS BY MAJORITY VOTE, AS DESCRIBED | | | | |
| | IN EMC S PROXY STATEMENT. | | | | |
| 08 | TO ACT UPON A SHAREHOLDER PROPOSAL RELATING TO | | Shareholder | For | Against |
| | SIMPLE MAJORITY VOTE, AS DESCRIBED IN EMC S PROXY | | | | |
| | STATEMENT. | | | | |
| 09 | TO ACT UPON A SHAREHOLDER PROPOSAL RELATING TO | | Shareholder | Against | For |
| | PAY-FOR-SUPERIOR PERFORMANCE, AS DESCRIBED IN | | | | |
| | EMC S PROXY STATEMENT. | | | | |
| 01 | DIRECTOR | | Management | For | |
| | | MICHAEL W. BROWN | Management | For | For |
| | | JOHN R. EGAN | Management | For | For |
| | | DAVID N. STROHM | Management | For | For |
| 02 | TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE | | Management | For | For |
| | OF THE BOARD OF DIRECTORS OF PRICEWATERHOUSECOOPERS | | | | |
| | LLP AS EMC S INDEPENDENT AUDITORS FOR THE FISCAL | | | | |
| | YEAR ENDING DECEMBER 31, 2007. | | | | |
| Thompson Plumb Growth Fund | | | | |
| IMS HEALTH INCORPORATED | | RX | | Annual Meeting Date: 05/04/2007 |
| |
| Issuer: 449934108 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | JAMES D. EDWARDS | Management | For | For |
| | | WILLIAM C. VAN FAASEN | Management | For | For |
| | | BRET W. WISE | Management | For | For |
| 02 | RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| | LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| | FIRM FOR 2007. | | | | |
| 03 | APPROVAL OF THE SHAREHOLDER PROPOSAL RELATING | | Shareholder | Against | For |
| | TO THE ELECTION OF EACH DIRECTOR ANNUALLY. | | | | |
| |
| |
| |
| |
| BERKSHIRE HATHAWAY INC. | | BRKA | | Annual Meeting Date: 05/05/2007 |
| |
| Issuer: 084670207 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | WARREN E. BUFFETT | Management | For | For |
| | | CHARLES T. MUNGER | Management | For | For |
| | | HOWARD G. BUFFETT | Management | For | For |
| | | SUSAN L. DECKER | Management | For | For |
| | | WILLIAM H. GATES III | Management | For | For |
| | | DAVID S. GOTTESMAN | Management | For | For |
| | | CHARLOTTE GUYMAN | Management | For | For |
| | | DONALD R. KEOUGH | Management | For | For |
| | | THOMAS S. MURPHY | Management | For | For |
| | | RONALD L. OLSON | Management | For | For |
| | | WALTER SCOTT, JR. | Management | For | For |
| 02 | SHAREHOLDER PROPOSAL: TO APPROVE THE SHAREHOLDER | Shareholder | Against | For |
| | PROPOSAL WITH RESPECT TO INVESTMENTS IN CERTAIN | | | |
| | FOREIGN CORPORATIONS. | | | | |
| Thompson Plumb Growth Fund | | | | |
| ALTERA CORPORATION | | ALTR | | Annual Meeting Date: 05/08/2007 |
| |
| Issuer: 021441100 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | ELECTION OF DIRECTOR: JOHN P. DAANE. | | Management | For | For |
| 1B | ELECTION OF DIRECTOR: ROBERT W. REED. | | Management | For | For |
| 1C | ELECTION OF DIRECTOR: ROBERT J. FINOCCHIO, JR. | | Management | For | For |
| 1D | ELECTION OF DIRECTOR: KEVIN MCGARITY. | | Management | For | For |
| 1E | ELECTION OF DIRECTOR: JOHN SHOEMAKER. | | Management | For | For |
| 1F | ELECTION OF DIRECTOR: SUSAN WANG. | | Management | For | For |
| 02 | TO APPROVE AN AMENDMENT TO THE 1987 EMPLOYEE | | Management | For | For |
| | STOCK PURCHASE PLAN TO INCREASE BY 1,000,000 | | | | |
| | THE NUMBER OF SHARES OF COMMON STOCK RESERVED | | | | |
| | FOR ISSUANCE UNDER THE PLAN. | | | | |
| 03 | TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| | LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| | FIRM FOR THE FISCAL YEAR ENDING DECEMBER 28, 2007. | | | | |
| |
| |
| |
| |
| BOSTON SCIENTIFIC CORPORATION | | BSX | | Annual Meeting Date: 05/08/2007 |
| |
| Issuer: 101137107 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | URSULA M. BURNS | Management | For | For |
| | | MARYE ANNE FOX, PH.D. | Management | For | For |
| | | N.J. NICHOLAS, JR. | Management | For | For |
| | | JOHN E. PEPPER | Management | For | For |
| 02 | TO AMEND THE CERTIFICATE OF INCORPORATION AND | | Management | For | For |
| | BYLAWS TO DECLASSIFY BOARD OF DIRECTORS | | | | |
| 03 | TO AMEND THE CERTIFICATE OF INCORPORATION AND | | Management | For | For |
| | BYLAWS TO INCREASE THE MAXIMUM SIZE OF THE BOARD | | | | |
| | OF DIRECTORS FROM 15 TO 20 DIRECTORS | | | | |
| 04 | TO APPROVE A STOCK OPTION EXCHANGE PROGRAM FOR | | Management | For | For |
| | BOSTON SCIENTIFIC EMPLOYEES (OTHER THAN EXECUTIVE | | | | |
| | OFFICERS) | | | | |
| 05 | TO REQUIRE EXECUTIVES TO MEET SPECIFIED STOCK | | Shareholder | Against | For |
| | RETENTION GUIDELINES | | | | |
| 06 | RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT | | Management | For | For |
| | AUDITORS | | | | |
| 07 | TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY | | Management | For | For |
| | COME BEFORE THE MEETING OR ANY ADJOURNMENT OR | | | | |
| | POSTPONEMENT THEREOF | | | | |
| |
| |
| |
| Thompson Plumb Growth Fund |
| AMGEN INC. | | AMGN | | Annual Meeting Date: 05/09/2007 |
| |
| Issuer: 031162100 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | ELECTION OF DIRECTOR: MR. FRANK J. BIONDI, JR. | | Management | For | For |
| 1B | ELECTION OF DIRECTOR: MR. JERRY D. CHOATE | | Management | For | For |
| 1C | ELECTION OF DIRECTOR: MR. FRANK C. HERRINGER | | Management | For | For |
| 1D | ELECTION OF DIRECTOR: DR. GILBERT S. OMENN | | Management | For | For |
| 02 | TO RATIFY THE SELECTION OF ERNST & YOUNG LLP | | Management | For | For |
| | AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC | | | | |
| | ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31, 2007. | | | | |
| 03 | TO APPROVE THE AMENDMENTS TO THE COMPANY S RESTATED | | Management | For | For |
| | CERTIFICATE OF INCORPORATION ELIMINATING THE | | | | |
| | CLASSIFICATION OF THE BOARD OF DIRECTORS. | | | | |
| 04 | TO APPROVE THE AMENDMENTS TO THE COMPANY S AMENDED | | Management | For | For |
| | AND RESTATED BYLAWS ELIMINATING THE CLASSIFICATION | | | | |
| | OF THE BOARD OF DIRECTORS. | | | | |
| 5A | STOCKHOLDER PROPOSAL #1 (ANIMAL WELFARE POLICY). | | Shareholder | Against | For |
| 5B | STOCKHOLDER PROPOSAL #2 (SUSTAINABILITY REPORT). | | Shareholder | Against | For |
| |
| |
| |
| |
| RADIAN GROUP INC. | | RDN | | Annual Meeting Date: 05/09/2007 |
| |
| Issuer: 750236101 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | TO ADOPT THE AGREEMENT AND PLAN OF MERGER, BY | | Management | For | For |
| | AND BETWEEN MGIC INVESTMENT CORPORATION AND RADIAN | | | | |
| | GROUP INC., DATED AS OF FEBRUARY 6, 2007, AS | | | | |
| | IT MAY BE AMENDED FROM TIME TO TIME, PURSUANT | | | | |
| | TO WHICH RADIAN WILL BE MERGED WITH AND INTO MGIC. | | | | |
| 02 | DIRECTORS | | Management | For | |
| | | HERBERT WENDER | Management | For | For |
| | | DAVID C. CARNEY | Management | For | For |
| | | HOWARD B. CULANG | Management | For | For |
| | | STEPHEN T. HOPKINS | Management | For | For |
| | | SANFORD A. IBRAHIM | Management | For | For |
| | | JAMES W. JENNINGS | Management | For | For |
| | | RONALD W. MOORE | Management | For | For |
| | | JAN NICHOLSON | Management | For | For |
| | | ROBERT W. RICHARDS | Management | For | For |
| | | ANTHONY W. SCHWEIGER | Management | For | For |
| 03 | TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE | | Management | For | For |
| | LLP AS RADIAN S INDEPENDENT REGISTERED PUBLIC | | | | |
| | ACCOUNTING FIRM FOR 2007. | | | | |
| 04 | TO APPROVE THE ADJOURNMENT OF THE RADIAN ANNUAL | | Management | For | For |
| | MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT | | | | |
| | ADDITIONAL PROXIES. | | | | |
| |
| |
| |
| |
| MGIC INVESTMENT CORPORATION | | MTG | | Annual Meeting Date: 05/10/2007 |
| |
| Issuer: 552848103 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | ADOPT THE AGREEMENT AND PLAN OF MERGER, BY AND | | Management | For | For |
| | BETWEEN MGIC INVESTMENT CORPORATION AND RADIAN | | | | |
| | GROUP INC., DATED FEBRUARY 6, 2007. | | | | |
| 02 | DIRECTOR | | Management | For | |
| | | JAMES A. ABBOTT | Management | For | For |
| | | THOMAS M. HAGERTY | Management | For | For |
| | | MICHAEL E. LEHMAN | Management | For | For |
| 03 | RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| | LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| | FIRM OF MGIC INVESTMENT CORPORATION. | | | | |
| 04 | ADJOURN THE ANNUAL MEETING IF NECESSARY TO PERMIT | | Management | For | For |
| | FURTHER SOLICITATION IN THE EVENT THERE ARE NOT | | | | |
| | SUFFICIENT VOTES AT THE TIME OF THE ANNUAL MEETING | | | | |
| | TO APPROVE THE AGREEMENT AND PLAN OF MERGER REFERRED | | | | |
| | TO IN ITEM 1. | | | | |
| Thompson Plumb Growth Fund |
| THE WESTERN UNION COMPANY | | WU | | Annual Meeting Date: 05/10/2007 |
| | | | | | |
| Issuer: 959802109 | ISIN: | | | |
| | | | | | |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | DINYAR S. DEVITRE | Management | For | For |
| | | BETSY D. HOLDEN | Management | For | For |
| | | CHRISTINA A. GOLD | Management | For | For |
| 02 | APPROVAL OF THE WESTERN UNION COMPANY 2006 LONG-TERM | | Management | For | For |
| | INCENTIVE PLAN | | | | |
| 03 | APPROVAL OF THE WESTERN UNION COMPANY SENIOR | | Management | For | For |
| | EXECUTIVE ANNUAL INCENTIVE PLAN | | | | |
| 04 | RATIFICATION OF SELECTION OF AUDITORS | | Management | For | For |
| |
| |
| |
| |
| AMERICAN INTERNATIONAL GROUP, INC. | | AIG | | Annual Meeting Date: 05/16/2007 |
| |
| Issuer: 026874107 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | MARSHALL A. COHEN | Management | For | For |
| | | MARTIN S. FELDSTEIN | Management | For | For |
| | | ELLEN V. FUTTER | Management | For | For |
| | | STEPHEN L. HAMMERMAN | Management | For | For |
| | | RICHARD C. HOLBROOKE | Management | For | For |
| | | FRED H. LANGHAMMER | Management | For | For |
| | | GEORGE L. MILES, JR. | Management | For | For |
| | | MORRIS W. OFFIT | Management | For | For |
| | | JAMES F. ORR III | Management | For | For |
| | | VIRGINIA M. ROMETTY | Management | For | For |
| | | MARTIN J. SULLIVAN | Management | For | For |
| | | MICHAEL H. SUTTON | Management | For | For |
| | | EDMUND S.W. TSE | Management | For | For |
| | | ROBERT B. WILLUMSTAD | Management | For | For |
| | | FRANK G. ZARB | Management | For | For |
| 02 | RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| | LLP AS AIG S INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| | FIRM FOR 2007. | | | | |
| 03 | ADOPTION OF THE AMERICAN INTERNATIONAL GROUP, | | Management | For | For |
| | INC. 2007 STOCK INCENTIVE PLAN. | | | | |
| 04 | SHAREHOLDER PROPOSAL RELATING TO PERFORMANCE-BASED | | Shareholder | Against | For |
| | STOCK OPTIONS. | | | | |
| |
| |
| |
| |
| Thompson Plumb Growth Fund | | | | |
| INTEL CORPORATION | | INTC | | Annual Meeting Date: 05/16/2007 |
| |
| Issuer: 458140100 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1A | ELECTION OF DIRECTOR: CRAIG R. BARRETT | | Management | For | For |
| 1B | ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY | | Management | For | For |
| 1C | ELECTION OF DIRECTOR: SUSAN L. DECKER | | Management | For | For |
| 1D | ELECTION OF DIRECTOR: D. JAMES GUZY | | Management | For | For |
| 1E | ELECTION OF DIRECTOR: REED E. HUNDT | | Management | For | For |
| 1F | ELECTION OF DIRECTOR: PAUL S. OTELLINI | | Management | For | For |
| 1G | ELECTION OF DIRECTOR: JAMES D. PLUMMER | | Management | For | For |
| 1H | ELECTION OF DIRECTOR: DAVID S. POTTRUCK | | Management | For | For |
| 1I | ELECTION OF DIRECTOR: JANE E. SHAW | | Management | For | For |
| 1J | ELECTION OF DIRECTOR: JOHN L. THORNTON | | Management | For | For |
| 1K | ELECTION OF DIRECTOR: DAVID B. YOFFIE | | Management | For | For |
| 02 | RATIFICATION OF SELECTION OF ERNST & YOUNG LLP | | Management | For | For |
| | AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | |
| | FIRM | | | | |
| 03 | AMENDMENT AND EXTENSION OF THE 2006 EQUITY INCENTIVE | | Management | For | For |
| | PLAN | | | | |
| 04 | APPROVAL OF THE 2007 EXECUTIVE OFFICER INCENTIVE | | Management | For | For |
| | PLAN | | | | |
| 05 | STOCKHOLDER PROPOSAL REQUESTING LIMITATION ON | | Shareholder | Against | For |
| | EXECUTIVE COMPENSATION | | | | |
| |
| |
| |
| |
| TIME WARNER INC. | | TWX | | Annual Meeting Date: 05/18/2007 |
| |
| Issuer: 887317105 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 04 | STOCKHOLDER PROPOSAL REGARDING ADVISORY RESOLUTION | | Shareholder | Against | For |
| | TO RATIFY COMPENSATION OF NAMED EXECUTIVE OFFICERS. | | | | |
| 05 | STOCKHOLDER PROPOSAL REGARDING SEPARATION OF | | Shareholder | Against | For |
| | ROLES OF CHAIRMAN AND CEO. | | | | |
| 06 | STOCKHOLDER PROPOSAL REGARDING SIMPLE MAJORITY | | Shareholder | Against | For |
| | VOTE. | | | | |
| 07 | STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER | | Shareholder | Against | For |
| | MEETINGS. | | | | |
| 08 | STOCKHOLDER PROPOSAL REGARDING STOCKHOLDER RATIFICATION | | Shareholder | Against | For |
| | OF DIRECTOR COMPENSATION WHEN A STOCKHOLDER RIGHTS | | | | |
| | PLAN HAS BEEN ADOPTED. | | | | |
| 01 | DIRECTOR | | Management | For | |
| | | KENNETH J. NOVACK | Management | For | For |
| | | RICHARD D. PARSONS | Management | For | For |
| | | FRANCIS T. VINCENT, JR. | Management | For | For |
| | | DEBORAH C. WRIGHT | Management | For | For |
| | | JAMES L. BARKSDALE | Management | For | For |
| | | JEFFREY L. BEWKES | Management | For | For |
| | | STEPHEN F. BOLLENBACH | Management | For | For |
| | | FRANK J. CAUFIELD | Management | For | For |
| | | ROBERT C. CLARK | Management | For | For |
| | | MATHIAS DOPFNER | Management | For | For |
| | | JESSICA P. EINHORN | Management | For | For |
| | | REUBEN MARK | Management | For | For |
| | | MICHAEL A. MILES | Management | For | For |
| 02 | RATIFICATION OF AUDITORS. | | Management | For | For |
| 03 | COMPANY PROPOSAL TO AMEND THE COMPANY S RESTATED | | Management | For | For |
| | CERTIFICATE OF INCORPORATION TO ELIMINATE CERTAIN | | | | |
| | SUPER-MAJORITY VOTE REQUIREMENTS. | | | | |
| |
| |
| |
| |
| Thompson Plumb Growth Fund | | | | |
| FISERV, INC. | | FISV | | Annual Meeting Date: 05/23/2007 |
| |
| Issuer: 337738108 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | K.M. ROBAK* | Management | For | For |
| | | T.C. WERTHEIMER* | Management | For | For |
| 02 | TO APPROVE AN AMENDMENT TO OUR ARTICLES OF | | Management | For | For |
| | INCORPORATION TO ALLOW OUR BY-LAWS TO PROVIDE | | | | |
| | FOR A MAJORITY VOTING STANDARD FOR THE ELECTION | | | | |
| | OF DIRECTORS IN UNCONTESTED ELECTIONS. | | | | |
| 03 | TO APPROVE THE FISERV, INC. 2007 OMNIBUS INCENTIVE | | Management | For | For |
| | PLAN. | | | | |
| 04 | TO RATIFY THE SELECTION OF DELOITTE & TOUCHE | | Management | For | For |
| | LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| | FIRM FOR 2007. | | | | |
| |
| |
| |
| |
| EXXON MOBIL CORPORATION | | XOM | | Annual Meeting Date: 05/30/2007 |
| |
| Issuer: 30231G102 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | M.J. BOSKIN | Management | For | For |
| | | W.W. GEORGE | Management | For | For |
| | | J.R. HOUGHTON | Management | For | For |
| | | W.R. HOWELL | Management | For | For |
| | | R.C. KING | Management | For | For |
| | | P.E. LIPPINCOTT | Management | For | For |
| | | M.C. NELSON | Management | For | For |
| | | S.J. PALMISANO | Management | For | For |
| | | S.S. REINEMUND | Management | For | For |
| | | W.V. SHIPLEY | Management | For | For |
| | | J.S. SIMON | Management | For | For |
| | | R.W. TILLERSON | Management | For | For |
| 02 | RATIFICATION OF INDEPENDENT AUDITORS (PAGE 44) | Management | For | For |
| 03 | CUMULATIVE VOTING (PAGE 45) | | Shareholder | For | Against |
| 04 | SPECIAL SHAREHOLDER MEETINGS (PAGE 47) | | Shareholder | Against | For |
| 05 | BOARD CHAIRMAN AND CEO (PAGE 47) | | Shareholder | Against | For |
| 06 | DIVIDEND STRATEGY (PAGE 48) | | Shareholder | Against | For |
| 07 | SHAREHOLDER ADVISORY VOTE ON EXECUTIVE COMPENSATION | | Shareholder | For | Against |
| | (PAGE 50) | | | | |
| 08 | CEO COMPENSATION DECISIONS (PAGE 51) | | Shareholder | Against | For |
| 09 | EXECUTIVE COMPENSATION REPORT (PAGE 52) | | Shareholder | Against | For |
| 10 | EXECUTIVE COMPENSATION LIMIT (PAGE 53) | | Shareholder | Against | For |
| 11 | INCENTIVE PAY RECOUPMENT (PAGE 54) | | Shareholder | Against | For |
| 12 | POLITICAL CONTRIBUTIONS REPORT (PAGE 55) | | Shareholder | Against | For |
| 13 | AMENDMENT OF EEO POLICY (PAGE 57) | | Shareholder | Against | For |
| 14 | COMMUNITY ENVIRONMENTAL IMPACT (PAGE 58) | | Shareholder | Against | For |
| 15 | GREENHOUSE GAS EMISSIONS GOALS (PAGE 60) | | Shareholder | Against | For |
| 16 | CO2 INFORMATION AT THE PUMP (PAGE 61) | | Shareholder | Against | For |
| 17 | RENEWABLE ENERGY INVESTMENT LEVELS (PAGE 62) | | Shareholder | Against | For |
| Thompson Plumb Growth Fund | | | | |
| FIRST DATA CORPORATION | | FDC | | Annual Meeting Date: 05/30/2007 |
| | | | | |
| Issuer: 319963104 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | ELECTION OF DIRECTOR: DAVID A. COULTER | | Management | For | For |
| 02 | ELECTION OF DIRECTOR: HENRY C. DUQUES | | Management | For | For |
| 03 | ELECTION OF DIRECTOR: RICHARD P. KIPHART | | Management | For | For |
| 04 | ELECTION OF DIRECTOR: JOAN E. SPERO | | Management | For | For |
| 05 | THE APPROVAL OF AN INCREASE IN THE NUMBER OF | | Management | For | For |
| | SHARES ISSUABLE UNDER THE COMPANY S EMPLOYEE | | | | |
| | STOCK PURCHASE PLAN BY 12,500,000 SHARES OF COMPANY | | | | |
| | COMMON STOCK. | | | | |
| 06 | THE APPROVAL OF THE 2006 NON-EMPLOYEE DIRECTOR | | Management | For | For |
| | EQUITY COMPENSATION PLAN AND THE ALLOCATION OF | | | | |
| | 1,500,000 SHARES OF COMPANY COMMON STOCK TO THE | | | | |
| | PLAN. | | | | |
| 07 | THE APPROVAL OF AMENDMENTS TO THE COMPANY S 2002 | | Management | For | For |
| | LONG-TERM INCENTIVE PLAN. | | | | |
| 08 | THE RATIFICATION OF THE SELECTION OF ERNST & | | Management | For | For |
| | YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC | | | | |
| | ACCOUNTING FIRM FOR THE COMPANY FOR 2007. | | | | |
| |
| |
| |
| |
| WAL-MART STORES, INC. | | WMT | | Annual Meeting Date: 06/01/2007 |
| | | | | |
| Issuer: 931142103 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1I | ELECTION OF DIRECTOR: ALLEN I. QUESTROM | | Management | For | For |
| 1J | ELECTION OF DIRECTOR: H. LEE SCOTT, JR. | | Management | For | For |
| 1K | ELECTION OF DIRECTOR: JACK C. SHEWMAKER | | Management | For | For |
| 1L | ELECTION OF DIRECTOR: JIM C. WALTON | | Management | For | For |
| 1M | ELECTION OF DIRECTOR: S. ROBSON WALTON | | Management | For | For |
| 1N | ELECTION OF DIRECTOR: CHRISTOPHER J. WILLIAMS | | Management | For | For |
| 1O | ELECTION OF DIRECTOR: LINDA S. WOLF | | Management | For | For |
| 02 | RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT | | Management | For | For |
| | ACCOUNTANTS | | | | |
| 03 | CHARITABLE CONTRIBUTIONS REPORT | | Shareholder | Against | For |
| 04 | UNIVERSAL HEALTH CARE POLICY | | Shareholder | Against | For |
| 05 | PAY-FOR-SUPERIOR-PERFORMANCE | | Shareholder | Against | For |
| 06 | EQUITY COMPENSATION GLASS CEILING | | Shareholder | Against | For |
| 07 | COMPENSATION DISPARITY | | Shareholder | Against | For |
| 08 | BUSINESS SOCIAL RESPONSIBILITY REPORT | | Shareholder | Against | For |
| 09 | EXECUTIVE COMPENSATION VOTE | | Shareholder | Against | For |
| 10 | POLITICAL CONTRIBUTIONS REPORT | | Shareholder | Against | For |
| Thompson Plumb Growth Fund |
| WAL-MART STORES, INC. | | WMT | | Annual Meeting Date: 06/01/2007 |
| | | | | |
| Issuer: 931142103 | ISIN: | | | |
| | | | | |
| SEDOL: | | | | | |
| | | | | |
| Vote Group: Growth Fund | | | | |
| | | | | |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 11 | SOCIAL AND REPUTATION IMPACT REPORT | | Shareholder | Against | For |
| 12 | CUMULATIVE VOTING | | Shareholder | For | Against |
| 13 | QUALIFICATIONS FOR DIRECTOR NOMINEES | | Shareholder | Against | For |
| 1A | ELECTION OF DIRECTOR: AIDA M. ALVAREZ | | Management | For | For |
| 1B | ELECTION OF DIRECTOR: JAMES W. BREYER | | Management | For | For |
| 1C | ELECTION OF DIRECTOR: M. MICHELE BURNS | | Management | For | For |
| 1D | ELECTION OF DIRECTOR: JAMES I. CASH, JR. | | Management | For | For |
| 1E | ELECTION OF DIRECTOR: ROGER C. CORBETT | | Management | For | For |
| 1F | ELECTION OF DIRECTOR: DOUGLAS N. DAFT | | Management | For | For |
| 1G | ELECTION OF DIRECTOR: DAVID D. GLASS | | Management | For | For |
| 1H | ELECTION OF DIRECTOR: ROLAND A. HERNANDEZ | | Management | For | For |
| |
| |
| |
| |
| FEDERAL HOME LOAN MORTGAGE CORPORATION | FRE | | Annual Meeting Date: 06/08/2007 |
| |
| Issuer: 313400301 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 1K | ELECTION OF DIRECTOR: NICOLAS P. RETSINAS | | Management | For | For |
| 1L | ELECTION OF DIRECTOR: STEPHEN A. ROSS | | Management | For | For |
| 1M | ELECTION OF DIRECTOR: RICHARD F. SYRON | | Management | For | For |
| 02 | RATIFICATION OF APPOINTMENT OF | | Management | For | For |
| | PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT | | | | |
| AUDITORS FOR FISCAL YEAR 2007. | | | | |
| 03 | APPROVAL OF THE AMENDMENT AND RESTATEMENT OF | | Management | For | For |
| | THE 1995 DIRECTORS STOCK COMPENSATION PLAN. | | | | |
| 1A | ELECTION OF DIRECTOR: BARBARA T. ALEXANDER | | Management | For | For |
| 1B | ELECTION OF DIRECTOR: GEOFFREY T. BOISI | | Management | For | For |
| 1C | ELECTION OF DIRECTOR: MICHELLE ENGLER | | Management | For | For |
| 1D | ELECTION OF DIRECTOR: ROBERT R. GLAUBER | | Management | For | For |
| 1E | ELECTION OF DIRECTOR: RICHARD KARL GOELTZ | | Management | For | For |
| 1F | ELECTION OF DIRECTOR: THOMAS S. JOHNSON | | Management | For | For |
| 1G | ELECTION OF DIRECTOR: WILLIAM M. LEWIS, JR. | | Management | For | For |
| 1H | ELECTION OF DIRECTOR: EUGENE M. MCQUADE | | Management | For | For |
| 1I | ELECTION OF DIRECTOR: SHAUN F. O MALLEY | | Management | For | For |
| 1J | ELECTION OF DIRECTOR: JEFFREY M. PEEK | | Management | For | For |
| |
| |
| |
| |
| EBAY INC. | | EBAY | | Annual Meeting Date: 06/14/2007 |
| |
| Issuer: 278642103 | ISIN: | | | |
| |
| SEDOL: | | | | | |
| |
| Vote Group: Growth Fund | | | | |
| |
| Proposal | | | Proposal | Vote | For or Against |
| Number | Proposal | | Type | Cast | Management |
| 01 | DIRECTOR | | Management | For | |
| | | PHILIPPE BOURGUIGNON | Management | For | For |
| | | THOMAS J. TIERNEY | Management | For | For |
| | | MARGARET C. WHITMAN | Management | For | For |
| 02 | APPROVAL OF AN AMENDMENT TO OUR 1999 GLOBAL EQUITY | | Management | For | For |
| | INCENTIVE PLAN TO FURTHER SATISFY THE REQUIREMENTS | | | | |
| | OF SECTION 162(M) OF THE INTERNAL REVENUE CODE. | | | | |
| 03 | APPROVAL OF AN AMENDMENT TO OUR 1998 EMPLOYEE | | Management | For | For |
| | STOCK PURCHASE PLAN TO EXTEND THE TERM OF THE | | | | |
| | PURCHASE PLAN. | | | | |
| 04 | RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| | LLP AS OUR INDEPENDENT AUDITORS FOR OUR FISCAL | | | | |
| | YEAR ENDING DECEMBER 31, 2007. | | | | |
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.
| THOMPSON PLUMB FUNDS, INC. |
| | |
| | By: | /s/ John W. Thompson | |
| | John W. Thompson, Chairman and | |
| | Chief Executive Officer | |
| | |
| | |
| | |
| Date: August 10, 2007 |
